To answer your first question,

If it is a property sale for $100 per share value, we get whats left after any taxes that may have to be withheld and what ever Lori decides to keep for the company for future exploration.

If its a company offer per share, we get the $100.

In the top one, you retain your shares and receive a one time special dividend, (usually)

In the 2nd scenario, you tender your shares to the offer, so sold.

Your second question;

The outstanding shares are whats circulating now, fully diluted would mean if all warrants and options are exercised and added to the outstanding shares.