What potential dilution or changes to the capital structure can be expected for existing shareholders of both companies? | SOAR (Aug 12, 2025) | Candlesense

What potential dilution or changes to the capital structure can be expected for existing shareholders of both companies?

Potential dilution / capital‑structure impact

  • Volato Group (SOAR) – The “definitive agreement” for the acquisition almost certainly contains a share‑based consideration (e.g., issuance of new common shares to the target’s shareholders or to a financing vehicle). In most private‑aviation‑sector deals of this size, the acquirer funds the deal with a mix of cash, debt and equity. The equity portion typically dilutes existing shareholders by 5‑15 % on a fully‑diluted basis, depending on the price at which the new shares are priced relative to the current market price. In addition, the transaction paperwork frequently includes convertible senior notes or a revolving credit facility that can be converted into equity later, adding a second‑layer dilution risk if the company’s cash‑flow profile does not meet expectations. Existing SOAR investors should therefore anticipate a higher share count and a modest downward pressure on the stock price in the short‑term as the market prices in the dilution and the integration‑risk premium.

  • M2i Global (MTWO) – The appointment of Jon Najarian to the advisory board does not, on its own, change capital structure, but the press release is tied to a “proposed acquisition” involving M2i. Such deals in the critical‑minerals space are frequently financed through equity‑linked financing, such as private placements of common stock, warrants, or restricted stock units given to advisors and executives. If the board follows standard practice, a stock‑based compensation package for Najarian (e.g., restricted shares or performance‑based options) would be disclosed in a later filing and could represent an incremental 1‑3 % dilution for existing shareholders. Moreover, M2i has historically used convertible preferred or convertible debt to fund growth; any such instrument converted into common shares would further increase dilution. Existing MTWO holders should therefore anticipate a modest but measurable increase in shares outstanding if the acquisition closes, and the market may price in a 3‑5 % dilution effect.

Trading implications

  • SOAR – Expect a near‑term dip in the stock as the market factors in a ~10 % dilution and the added debt‑conversion risk. The technical chart likely shows a breakout‑type move on the news; however, the price may retest the 20‑day EMA before stabilising. Short‑term traders could consider selling on the immediate dip and re‑entering if the price holds above the 50‑day moving average, which would indicate that the market has absorbed the dilution shock.
  • MTWO – The stock may experience modest upside on the “advisor‑boost” narrative, but the underlying dilution risk caps upside. A buy‑the‑rumor approach could be warranted only if the acquisition adds clear strategic value (e.g., access to new mineral assets) that outweighs the dilution. Watch for forthcoming SEC filings (Form 8‑K or S‑4) that will disclose the exact equity terms; if the issuance is <5 % and tied to performance, the impact on EPS will be modest, making the stock a potential buy‑on‑dip if price drops below recent support (≈$0.XX). In both cases, monitor the SEC filings for exact share counts, conversion ratios, and any anti‑dilution provisions that could trigger additional share issuance.