the auctionAnyone, anytime post-expiry, can trigger settlement: an auction with the debt as reserve, seeded by the standing floor bids. Waterfall: bond made whole first, everything above pro-rata to shareholders. A bidder's own shares net against their bid — the cheapest reassembly for whoever owns the most float.
standbyIf no one triggers and shares trade above floor, the ape simply stays in escrow, fractionalized — and the carry switches to dilution: each epoch, the structure mints a risk-priced sliver of new shares to the floor lender as payment for waiting. The lender monetizes by selling into the float at the floating price — the market pays them; no liquidation does.
convergenceStandby ends three ways: shares sink to the floor (equity dead by market consensus) → title to the lender, shares retire; the lender's diluted stake crosses a threshold → clean-up buyout of the dust; or someone triggers the auction because the piece is worth reassembling. Every path is chosen by prices, not by a cliff.
who funds the rollA roll never needs the sitting lender's consent — it's a refinancing cleared by the book: the fee goes to whoever funds the next term, the incumbent exits at par plus accrued coupon (their scheduled, tenor-bounded exit), and a replacement takes the seat at current terms. No taker at the outstanding principal = the roll honestly fails — the market just said this floor no longer supports this debt, and the borrower rolls smaller, repays, or settles. Credit nobody will fund shouldn't be extendable; here that's enforced by capital, not committee.
the majority rightA borrower holding less than half the float no longer controls the deadline alone: rolls stand by default, but holders of >50% of the shares may force the settlement auction at any term boundary. Not a ballot — a threshold-gated trigger; silence is consent, and shares being fungible means an activist can simply buy the majority and force realization. Corollary: keep half to keep the wheel — retain ≥50% and the roll is yours by arithmetic.
who pays for timeExtension rights follow economics. A borrower who sold his whole stake has no reason to roll — and doesn't need to: standby is the automatic extension, with dilution charging every shareholder pro-rata for the lender's patience, no coordination required. (Any shareholder may pay an explicit roll fee instead — dilution just solves the free-rider problem for them.)
the honest lineStandby is a doctrinal exception: the floor lender's principal isn't tenor-bounded while it runs. It's compensated (dilution carry), exitable (the bond trades — someone else can take the floor seat), and priced at entry — lenders in share-mode markets quote knowing standby exists.