This post is not a question or a riot thread.

This post is what we currently factually know (or can deduce) about the deal between DE and PWE as of writing. If you need a place to complain, speculate, or hypothesize, do so in the main reddit thread: http://redd.it/29n1vr

Last update to this post: 3 July at 8:05 AM (PST)

• Update from DE Steve on 3 July @ 5:07 AM (PST) (thanks /u/rebulast aka DE Rebecca):

Dear Tenno,

You may have read something about the business development side of Digital Extremes and it may have you concerned. For legal reasons, we can't disclose specifics but if you know the history of Warframe you'd know that we are intent on having Warframe's design remain in the hands of Digital Extremes. Yes, opportunities will arise for us but the game itself is and will remain a labor of love.

Source: https://forums.warframe.com/index.php?/topic/256374-re-warframe-shares-late-response-is-late/

• Rebecca is trying to get more information (2 July @ 12 PM (PST)):

Hey everyone - currently awaiting official comment/info on this topic.

• tl;dr DE has not sold any stock holdings to PWE as of writing.

The main source of information comes from this inside information paper listed by Sumpo Food Holdings Ltd., which is the main investment partner of PWE and the primary purchaser.

Quote:

The board of directors of the Company is pleased to announce that on 30th June 2014, the Company, Perfect Online Holding Limited and the shareholders of Digital Extremes Ltd.entered into a non-binding term sheet, pursuant to which the Purchasers intend to purchase, and Vendors intend to sell, all the outstanding shares of Digital Extremes, subject to due diligence and execution of definitive agreements between the parties.

Emphasis mine. This basically says that PWE has sent DE a Term Sheet (also called a Letter of Intent) which outlines the terms of investment, and that DE's legal team has accepted the Term Sheet to look over its details.

• The Term Sheet is non-binding which means that it is not legally binding and cannot constitute a legal contract in any shape or form. If you want to know what is actually in a term sheet, follow this link.

• We do not know if DE's legal team has entered negotiations with PWE's legal team, nor will we. If they enter negotiations, they will be private and we will (probably) not know about them.

• We do not know what "all outstanding shares" means but I think it is safe to assume that PWE is only interested in a controlling amount of shares, i.e. > 49%.

  • EDIT: /u/Khuon made a great clarifying point here that "outstanding shares" and "authorized shares" are not the same. To quote, "...even if DE sells all outstanding shares, they can hold the majority of authorised shares in their treasury to keep the controlling amount of shares." However, we don't know the how much DE has in authorized shares so it is uncertain whether it's possible for PWE to become the majority shareholder.

As of the date hereof [30 June 2014], the Purchasers are conducting due diligence investigations over the affairs of Digital Extremes, and the Purchasers and the Vendors have not yet entered into any legally binding definitive agreement in relation to the Proposed Investment. For a period of forty days from the date of the Term Sheet, Digital Extremes agrees not to solicit offers from any other parties for any financing and asset or share transfers without the consent of all the Purchasers.

• This means that until 9 August 2014, DE agrees not to consider solicit (ask for) any other offers of investment from any other party without PWE's explicit permission. So, no, we cannot start a Kickstarter campaign to legally buy up majority stock holdings of DE. (thanks again for clarifying, /u/Khuon)

As at the date of this announcement, the entire issued share capital of Digital Extremes is owned by the Vendors.

It is really important to emphasize the fact that DE has not sold any stock holdings to PWE as of this post.