Problem: On January 1, 2021, Sierra and Darrick will form DIY Chef as a Delaware corporation. When forming DIY Chef, Sierra and Darrick will each purchase 2,000,000 shares of common stock for $0.001 a share. That is, Sierra will pay $2,000 in total for her 2,000,000 shares of DIY Chef common stock and Darrick will also pay $2,000 for his 2,000,000 shares. The shares will be subject to restricted stock purchase agreements that contain "Repurchase Options" like the repurchase option we discussed in class. Thus, each Repurchase Option will allow DIY Chef to repurchase a founder's unvested shares, at the lower of the cost or the fair market value, if and when the founder quits DIY Chef (and each Repurchase Option will lapse over a four year period). Despite DIY Chef's anticipated success, assume that Sierra may "resign" from DIY Chef on January 1, 2022 (on her one year anniversary). Assume that on January 1, 2022, DIY Chef's common stock will have a fair market value of $20.00 per share and that 1,500,000 of Sierra's shares will still be subject to DIY Chef's Repurchase Option.
Part A) Assume that Sierra does resign on January 1, 2022 and that DIY Chef exercises its Repurchase Option to the maximum extent possible. How much will DIY Chef pay Sierra upon such exercise?
- $40,000,000 (i.e., $20.00 a share for 2,000,000 shares)
- $30,000,000 (i.e., $20.00 a share for 1,500,000 shares)
- $10,000,000 (i.e., $20.00 a share for 500,000 shares)
- $2,000 (i.e., $0.001 a share for 2,000,000 shares)
- $1,500 (i.e., $0.001 a share for 1,500,000 shares)
- $500 (i.e., $0.001 a share for 500,000 shares)
Part B) Assume the facts stated in the prior question. The fair market value of the shares DIY Chef will repurchase from Sierra will equal:
- $40,000,000 (i.e., $20.00 a share for 2,000,000 shares)
- $30,000,000 (i.e., $20.00 a share for 1,500,000 shares)
- $10,000,000 (i.e., $20.00 a share for 500,000 shares)
- $2,000 (i.e., $0.001 a share for 2,000,000 shares)
- $1,500 (i.e., $0.001 a share for 1,500,000 shares)
- $500 (i.e., $0.001 a share for 500,000 shares)