Wednesday, August 20, 2014 5:25:56 PM
?Process
–Due diligence
?Most complex because non-reporting
–Negotiation of a merger agreement and potential financing
–NO Schedule 14f-1
–NO “Super” Form 8-K
?Timetable
–Generally 1 to 2 months, can be done quicker
?Advantages
–Fast
–Fewer filings
–Shell is less expensive
?Disadvantages
–No freely tradable shares available (plus one year holding period for restricted securities as per Rule 144(i) which applies to all shells)
–More difficult due diligence process because there are no public filings
–Not investor friendly - lack of disclosure before and after the reverse merger
–Can only trade on the Pink Sheets until it becomes reporting
–Costly and time consuming to become a reporting company
–Least attractive to investors - no real liquidity, highly volatile stock price
http://www.egsllp.com/AlternativePublicOfferings-ReverseMergers.PPT
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