Wireless Ronin Technologies, Inc. (OTCQB: RNIN)’s form 8-K [1] issued June 27, 2014 sheds a little more light on the Creative Realities, LLC and Wireless Ronin merger announced last Thursday [2] and the 3-way involved with the already pending merger [3] between Wireless Ronin and Broadcast International, Inc..
If that sounds complicated it’s probably because it is. The form 8K details the necessary shenanigans in some detail – basically describing a reverse triangular merger in which Creative Realities survives a merger with WRT Acquisition, LLC, a subsidiary of Wireless Ronin, thereby becoming a wholly owned operating subsidiary of Wireless Ronin.
As a result of that ‘merger’, Slipstream Funding, LLC (the sole member of Creative Realities) will receive shares of Wireless Ronin common stock equivalent to approximately 58.5% of Wireless Ronin common stock and a warrant to purchase shares equal to 1.5% of Wireless Ronin common stock.
The completion of that transaction however is contingent upon Ronin’s pending merger with Broadcast International, Inc. AND Ronin securing an additional USD 5 Million of funding!
There’s also a USD 350K break up fee should either party not go through with any of what is planned.
With Ronin’s new CFO still being sued by his previous employer [4] this STILL makes for a very, very murky arrangement.