From what's tradeable today to what's realistically coming. Bigger = more selling pressure ahead.
Every component of the framework is maxed except warrants. (1) Convertibles/preferreds: a senior secured convertible note held by ATW Digital Assets XI is in acknowledged Event of Default, which switches conversion to 85% of the lowest VWAP over the prior 20 trading days; the $0.22 Floor Price additionally reset on the 2026-05-17 six-month anniversary to 20% of then-market, making the instrument effectively floorless. The SPA authorizes up to $300M of the same paper ($2M first additional closing plus $292M subsequent), and the company's own risk factor quantifies maximum issuance at 1,548,369,328 pre-split shares (30.97M post-split, ~4.4x the entire current float). A $100M ELOC — 6.6x market cap — sits on top of it. (2) Warrants: essentially zero incremental risk; ONFOW is struck at $125 post-split against a $2.40 stock, has already been ratcheted to its contractual $2.50 pre-split floor, and cannot reprice further. (3) Recent activity: this is the driver — shares outstanding went from 6.66M (2026-05-13) to an implied 352M pre-split by August, a ~53x expansion in under three months, and conversions were printing at $0.405 versus a $0.984 stated conversion price as of 2026-05-11. (4) Historical pattern: ATW Partners is a repeat variable-rate convertible funder; the company just executed a 1-for-50 reverse split to cure a Nasdaq bid-price deficiency and has disclosed a plan to equitize both current liabilities and preferred equity. A reverse split into an open floorless convertible plus an untapped ELOC is the textbook reset-and-redilute setup.
Share Structure
Float to Fully Diluted Breakdown
Reported float from Insight Sentry (as-of date unknown; sanity check shows it is STALE and PRE-SPLIT — 4,646,468 reconciles almost exactly to the 5,863,215 shares outstanding disclosed in the S-1/A dated 2026-04-09 less ~1.22M insider/restricted shares. The same feed reports 352,016,419 shares outstanding, which is a current PRE-SPLIT figure, and a $2.40 price, which is POST-split. The feed is internally mixed-scale.). Adjusted based on SEC filing analysis.
Float Discrepancy: our SEC analysis shows 7.02M vs 1.62M reported — understated 4.3×
The Insight Sentry float of 4,646,468 is stale and pre-split — it matches the capital structure as of roughly April 2026 (5,863,215 outstanding less ~1.22M insider shares) and misses everything since: (1) the 799,294 shares issued 2026-05-01 to 2026-05-13 from ATW note conversions, the in-kind interest payment and a cashless option exercise (deterministically confirmed by XBRL); (2) an implied ~34...
Confirmed issuances 2026-05-01 to 2026-05-13 (pre-split): 667,962 shares from four ATW note conversion notices ($270,494 at an implied $0.405/share), 82,314 shares issued as the $40,000 monthly interest installment, and 49,018 shares from a cashless option exercise. Sum = 799,294, matching the deterministic XBRL share-count delta exactly. All ATW shares are registered for resale and free-trading.
Source: 10-Q filed 2026-05-15 (subsequent events) + XBRL EntityCommonStockSharesOutstanding delta 2026-03-31 → 2026-05-13
Implied issuances 2026-05-14 through 2026-08-10 (pre-split): data-service shares outstanding of 352,016,419 less the 2026-05-13 cover-page count of 6,662,508 = 345,353,911 shares. This is the ATW conversion cascade running against a Floor Price that reset on the 2026-05-17 six-month anniversary to 20% of market, plus the 85%-of-lowest-20-day-VWAP default conversion rate, plus probable ELOC draws. No SEC filing in the dataset covers this period; the magnitude is inferred from the feed. Assumed entirely free-trading (registered resale / ELOC shares).
Source: Insight Sentry shares outstanding (352,016,419) vs. 10-Q cover page filed 2026-05-15
1-for-50 reverse stock split effective 12:00 a.m. ET 2026-08-10 — divides the pre-split float of 350,799,673 by 50 to 7,015,993 (fractional shares rounded UP, immaterial at the aggregate level).
Source: 8-K filed 2026-08-10 (new CUSIP 68277K 405; VStock Transfer)
Reported float + filing adjustments
LOW confidence
Registered and convertible shares that could enter the float relative to current float size.
Share estimates are approximate. Convertible share counts based on current price. Review SEC filings for exact terms.
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- ▸Senior secured convertible note in Event of Default — alternate conversion at 85% of lowest 20-day VWAP (death-spiral mechanics, actively converting)
- ▸Floor Price reset feature: on 2026-05-17 the $0.22 floor reset to 20% of then-current market, removing the effective floor
- ▸$294M of remaining authorized closings under the same ATW Securities Purchase Agreement
- ▸Crypto-linked Rights to Receive Common Stock accruing daily through 2027-11-15, settled at the (resetting) Floor Price
- ▸$100,000,000 Equity Purchase Facility / ELOC, 24-month term to 2028-04-10, plus a 50,000-share (pre-split) commitment fee not yet issued
- ▸Announced equitization of current liabilities including amounts owed to the primary noteholder (8-K 2026-07-28)
- ▸Announced equitization of outstanding preferred equity ($4.24M aggregate liquidation preference)
- ▸Liquidated damages (~$412,000 accrued) convertible into common shares
- ▸Monthly $40,000 interest installments settleable in stock (82,314 shares issued 2026-05-11)
- ▸Authorized share increase from 50M to 300M effected 2026-05-08 to accommodate the conversion cascade
Market Data
$1.44
$3.53M
2.45M
1.62M
10.29M