NEW YORK, -- Donald Trump’s social media company will receive tens to millions in bonus shares in a new publicly listed entity if it performs, giving the former president potentially billions in paper wealth based upon current stock prices. According to a Tuesday filing with security regulators.
According to the document, Trump's social media company will be able exercise warrants that can convert to up to 40 million shares of the new publicly traded corporation over three years. The exact number will depend upon how high the stock traded during the period. For a sustained period, the maximum number of shares granted is $30 per share or more.
His company would receive bonus shares of almost 90 million shares, possibly worth billions more.
Jay Ritter, an associate professor at the University of Florida, said that Trump and his shareholders could walk away with a huge payday. However, he warned that the stock could plummet. "The company must make profits at some point, and given the competitive nature in the media industry, this could be difficult."
Trump has launched his new company, Trump Media & Technology Group. He also revealed plans for a new messaging platform called "Truth Social", to compete with Twitter and other social media platforms that were banned following the Jan. 6 insurrection.
TMTG plans to merge with the publicly traded Digital World Acquisition Corp. to become a publicly-listed company. This merger would be a special purpose acquisition firm (SPAC) whose sole purpose it is to acquire a private business and make it public.
Digital World stock fell 30% Tuesday, closing at $59.07. It was trading above $100 when Trump's social media firm announced that it would merge with Digital World.
The closing price suggests that Trump's bonus shares or "earnout" shares would be worth $2.4 Billion if they were fully granted, but this valuation is not certain. Ritter warned that Trump's bonus shares could dilute existing shareholders and impact the stock price.
Based on Ritter’s calculations from last week's merger announcement, the bonus shares will be added to approximately 87 million shares that TMTG also receive. This stake would also be worth $5.1 billion at current prices.
Investors should be reminded by Tuesday's big drop in Digital World stock that they are taking on the risk of investing in SPACs (companies whose stocks have a history of plunging and soaring).
Investors are still not fully informed about Trump's new company, even with the filing. The filing provided few details about who will run the day-today operations, and did not include financial numbers.
Ritter, an IPO expert, said that the Trump company valuation was remarkable considering the company's insufficient assets and lack of information.
He said, "But it's clearly got a large brand name that could be worth billions of dollar."
Trump would not be allowed to sell any shares of the new company regardless of his stake. The filing outlines a "lock-up" provision that states that he won't be allowed sell his shares until at least five years after the merger.
Trump is listed as the chairman of TMTG.
The document acknowledges that Trump's business is "controversial".
It also stated that it is working to prepare for Trump's return to the presidency. The new company has arranged Trump's "ownership" and "position" so that there are no disruptive changes needed should Trump choose to run for public office.