Going from NSX to ASX + musings

I was just reading this https://hotcopper.com.au/threads/ann-notice-of-egm.3618726/#post-26592396 seeing that JBL over on the NSX has had little difficulty raising money  

Now some fine print shows its conditional upon HML exiting its voluntary suspension, not sure what that suggests, other than someone is happy to drop $12m into JBL at the moment, but anyway, page 6 shows JBL has 28m shares and placed / is placing around $12m @ $2.05 , with its Market Cap currently around $50m. This is not an insignificant size

From our HML perspective, we want to sell our JBFG holdings and the offer has come from JBL. They propose to buy the JBFGs off of us and bring them into JBL at their IPO (I assume)

So my questions are

How does a company transition from NSX to ASX?
I assume it is something like they do a shareholder vote, get > 90% approval, offer everyone x number of shares at (say) $1.00 when it lists on the ASX.
And then in the IPO prospectus it shows bringing over $50m of assets, x number of shareholders plus whatever existing Options there need to be adjusted for.
So they don't actually raise $50m - they just bring it over with them and shareholders get shares on the ASX. Is that right?

That leads to point 2- JBFG
I assume the JBL IPO prospectus then says we are raising $x to complete the payment for assets currently owned by HML to be sold to JBL? This will cost $x. Lets say HML say it its JBFG investment is worth $32m at the moment (correct me I think that's right) but they only need to find $22m to HML shareholders because the other shareholders of JBFG are happy to take shares in JBL not cash, this JBL doesn't need to raise any more cash to complete the acquisitions- it will offer JBL scrip for them
I mean I would be reasonably comfortable doing that if I were a JBFG shareholder. And I assume Stuart sold this picture to those who bought the businesses off, being part of a diversified financial services group

Point 3 is what as yet unknown assets are there which might fall into the JBL IPO?

So thinking this out loud, the total dollar amount to be raised in the JBL IPO which looks like it will be at least $160m ($50m current JBL + $12m currently raised/ raising + $100m JBFG) only requires sufficient cash raised to buy out HMLs investment in JBFG ($32m)..less the $10m cash that JBL already has raised so lets say $22m.

For a $160m market cap company which includes all those sum of parts that's not all that hard to raise. Most of us here follow other companies with stuff all revenue never mind profit at that valuation and above

For Fintechs on a growth trajectory you'd price it at what...15 times...25 times? Lets say 15 times, the question is, is it kicking off $10m?

Seeing the fund manager has the potential to generate huge profits from his pirate performance fees in a good year, and has 2 more IPOs planned behind it to kick in some more fees, I'd say someone could probably expect the fund manager alone at $150m within a couple of years. Its currently valued at $50m + $12m being raised I don't think that is unrealistic at all. However this suspension will not be helping at all and really wants a good IER to be released

Like all things, we shall see what the sum of parts reveals. Having now done this exercise I think it will be an IPO that will get away without too much difficulty if all they need to raise is $20-$30m into $160m which augers well for us.

That will be even easier to raise if HML bids for say $5m worth of JBL shares in the IPO. I'd have no problem with that but not much more please. I just don't want to be holding $32m worth of them, partly because I want HML to be in the markets moreso its just not my kind of investment. If you pull it off well spectacular, but back to the markets please

Individuals nominate to take JBL shares
In the short term I expect the IER might value this on the individual-units basis. Stuart will argue it is a sum of parts thing, go right to IPO and let the market validate the aggregated valuation. I wouldn't be surprised if we are holding our breath for 2 months while that IPO is underway waiting to get takeout there. Although if its only having to raise $20m or so then thats pretty straight up. It won't need working capital because it has $50m of JBL options sitting over the top available to be exercised for forward cash needs...and I'm sure he'll have that at $3.00 in no time

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Note: please feel free to comment otherwise or reject my numbers - this is back of serviette stuff but I think I'm close