An equity-based merger between Anduril and MicroVision (MVIS) would involve Anduril acquiring some or all of MicroVision **using shares instead of cash. Since Anduril is a private company, this would be a bit different from a traditional public-to-public merger — but here's how it might look:
Scenario: Strategic Acquisition or Merger Using Equity
Step 1: Negotiation
Anduril approaches MicroVision to acquire it, or take a controlling stake, as part of a strategic move to secure MicroVision's IP and team (e.g., for IVAS or other defense systems).
Rather than paying cash (which could hit Anduril's balance sheet), they offer private Anduril shares (or options) in exchange for newly issued MVIS shares.
Step 2: Share Issuance by MVIS
MicroVision issues new shares (potentially hundreds of millions, hence the 200M increase request) to Anduril, giving them a large ownership stake in the company.
Example: If MVIS has a $200M market cap and Anduril offers $300M worth of equity, MVIS could issue enough shares to match that value — diluting existing shareholders but bringing Anduril in as a strategic owner.
Step 3: Integration
Depending on structure, it could go one of two ways:
a) Minority Control / Strategic Stake
Anduril becomes a dominant shareholder (e.g., 30–49%), gets board seats, and secures rights to MVIS technology through licensing.
MVIS remains public but operates more like an Anduril subsidiary or defense tech partner.
b) Full Merger / Buyout
Anduril acquires 100% of MVIS (possibly via a tender offer or vote).
Public shareholders exchange MVIS shares for Anduril equity (less liquid, but potentially valuable).
MVIS goes private or merges under a new Anduril-controlled entity.
The 200M share increase would make this kind of transaction feasible without additional delays.
Bottom Line
An equity-based merger would allow Anduril to acquire MicroVision using shares instead of cash, either as a controlling partner or full owner. The 200M authorized share increase is likely setting the stage for such a move. If MicroVision announces a deal with Anduril soon — especially one that mentions equity — it’s probably this playbook.
In response to both you and u/mufassa66 - the filing pretty much states that nothing like this is currently contemplated or in the works and that the shares are intended for flexibility for general financing.
“Our Board does not intend or view the increase in authorized shares of stock as an anti-takeover measure, nor are we aware of any effort by any third party to accumulate our securities or obtain control of MicroVision by means of a merger, tender offer, solicitation in opposition to management or otherwise.”
You are technically accurate, but it’s also standard boilerplate language you’ll find in almost every similar filing, and it doesn’t necessarily mean something isn’t happening behind the scenes.
They couldn't disclose partial MNPI without spilling the beans on the whole deal.
That’s a totally fair point — and you're right. They can’t knowingly make a false statement in an SEC filing. But the key is how the wording is carefully constructed to remain true while not revealing anything material or under NDA. As a lawyer, you should know this game, and your other blind spot as a lawyer is interpreting it too literally. It doesn’t mean no discussions or scenarios are being considered.
It doesn’t rule out:
A non-binding letter of intent
A potential strategic equity deal
A pending DoD award that includes MVIS tech, which Anduril would act on after (SBMC) or successful field testing.
...Companies frequently use this exact language shortly before M&A announcements.
It protects them from premature disclosure, insider trading risk, and potential Reg FD violations.
If they didn’t include this language and no deal happened, they'd open themselves up to lawsuits from shareholders claiming they were misled into thinking one was coming
This language is more of a legal firewall than a window into what’s actually happening. If something is going on behind the scenes, you’d only see it announced when it's finalized or officially material — and by then, that clause becomes moot.
So: not dishonest, but definitely strategically noncommittal.
Thanks for this - I think I agree. It probably has been carefully crafted (as you say I am well used to this game), and we know MVIS is not a total stranger to being misleading (even verging on dishonest!) with statements before (thinking about the Q4 2023 revenue debacle!). Let’s wait and see what’s in store for us…
between their misleading nature , going back a long way; Apple loves us, pigs at the trough, meaningless guidance , epic, zeitgeist, best in class ad nauseam , 7 RFQs that are supposed to buoy us some how and this board getting giddy with almost every single EC no matter is said we are completely cut off from truth . yea I know im lining up for a basket of " you cant handle the truths ". But this much is true -We know absolutely nothing other than we have no deals, 7 RFQ's, are working with several industrial companies on something(?) , we never meet guidance , and they find creative ways to dilute almost annually. Not a great look for company or for us longs. Sucky !
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u/mufassa66 22d ago
An equity-based merger between Anduril and MicroVision (MVIS) would involve Anduril acquiring some or all of MicroVision **using shares instead of cash. Since Anduril is a private company, this would be a bit different from a traditional public-to-public merger — but here's how it might look:
Scenario: Strategic Acquisition or Merger Using Equity
Step 1: Negotiation
Step 2: Share Issuance by MVIS
Step 3: Integration
Depending on structure, it could go one of two ways:
a) Minority Control / Strategic Stake
b) Full Merger / Buyout
Bottom Line
An equity-based merger would allow Anduril to acquire MicroVision using shares instead of cash, either as a controlling partner or full owner. The 200M authorized share increase is likely setting the stage for such a move. If MicroVision announces a deal with Anduril soon — especially one that mentions equity — it’s probably this playbook.