You have just joined Professional CPA, LLP as a new associate. Professional CPA's principal audit client is Intergalactic Enterprises, a public company that accounts for roughly a quarter of Professional CPA's revenues. Intergalactic wants to acquire the stock of Nebula Industries in a tender offer that qualifies as a Type B reorganization. In the proposed transaction, Intergalactic would offer three shares of Intergalactic stock for every two shares of Nebula stock. Currently, in the open market, Intergalactic stock trades at $15 a share while Nebula stock trades at $25 a share. Intergalactic would terminate the offer upon the tender of 55% of Nebula's out- standing shares.

Because Intergalactic's principal shareholder, Herman Islander, wants to retain control of the Intergalactic Board of Directors, he proposes to restrict the voting rights of Intergalactic stock issued to Nebula's shareholders. Under the proposed restriction, holders of the newly is sued Intergalactic shares would have the right to vote for only two out of seven Intergalactic board members while holders of currently issued Intergalactic shares have the right to vote for all seven board members. Moreover, the voting rights inherent in all Nebula shares issued and outstanding are unrestricted.

Islander has requested from Professional CPA a written opinion to the effect that the exchange of Nebula shares with unrestricted voting rights, for Intergalactic shares with restricted voting rights, meets the continuity of interest requirement. Although your supervisor questions whether the exchange in fact does meet the requirement, she recognizes that Intergalactic is a key audit client that contributes substantially to the firm's revenues.

Your supervisor approaches you with a request that you draft the opinion. What should be your response?