Thursday, October 06, 2016 10:34:16 AM
It is very clear that the terms of the acquisition of D-Vasive and Demonsaw hasn't changed. It still requires the 43,800,000 shares
https://www.sec.gov/Archives/edgar/data/1001601/000149315216013866/form8-k.htm
Even at the current price (around $1.90/share). That is giving D-Vasive and Demonsaw a combined value of over $83 million which is beyond laughable.
Fact is that neither MGT nor D-Vasive + Demonsaw come close to meeting the reporting requirements to be listed on the NYSE. Since MGT doesn't meet the standards the NYSE is saying that the only way they'll approve a share exchange for D-Vasive and Demonsaw to be listed on the NYSE via a reverse merger into the MGT shell is if the combined MGT + D-Vasive/DemonSaw company meets the Initial Reporting Standards to be listed on the NYSE.
http://nysemanual.nyse.com/lcm/Help/mapContent.asp?sec=lcm-sections&title=sx-ruling-nyse-policymanual_703.08&id=chp_1_8_3_11
Here is a reference that shows the initial listing requirements that would need to be met:
https://www.nyse.com/publicdocs/nyse/listing/NYSE_Initial_Listing_Standards_Summary.pdf
It isn't going to happen. MGT reported no revenues in their last 10Q and D-Vasive + Demonsaw has nominal revenues.
There is no chance of MGT moving to another exchange either. With limited assets and no revenues they'd never get approved to list on any higher exchange.
It looks like the only way they can make the MGT + D-Vasive + Demonsaw merger work is:
1) If they make it a cash only acquisition. MGT has limited cash but since D-Vasive and Demonsaw actually have very little value on paper it shouldn't require much cash to buy them. We know this isn't going to happen. McAfee will never accept an offer in the ballpark of what those companies are actually worth on paper today.
2) If they delist from the NYSE and move to the OTC exchange where they belong. Everything about MGT is penny stock material already anyways from the balance sheet to the insider enrichment schemes to the paid stock promotions to the paid promoter contracts disguised as consulting contracts to the misleading press releases to the pump style forward looking statements that drove this stock for months. The price will take a beating if it moves down an exchange but at least they can issue tens of millions of dollars worth of stock for companies that have very little value on paper and nobody will stop them from doing it.
Personally, I don't see either of those things happening. Financiers don't back out if they believe a deal is still going to happen. Maybe they renegotiate terms because of the price drop, but they don't drop out all together. I think they are just laying the ground work now to cancel the whole proposed acquisition in the future. I'm sure some of the main insiders involved in the MGT pump&dump will want to make sure people close to them are completely out of the stock before dropping the news, but once damage control for insiders is taken care of we'll probably get the official announcement.
Recent MGTI News
- Form SC 13D - General statement of acquisition of beneficial ownership • Edgar (US Regulatory) • 05/30/2024 10:00:26 AM
- Form NT 10-Q - Notification of inability to timely file Form 10-Q or 10-QSB • Edgar (US Regulatory) • 05/15/2024 09:19:56 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 05/06/2024 06:17:49 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 02/29/2024 09:30:36 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 02/01/2024 06:21:10 PM
- Form EFFECT - Notice of Effectiveness • Edgar (US Regulatory) • 12/29/2023 05:15:26 AM
- Form S-8 POS - Securities to be offered to employees in employee benefit plans, post-effective amendments • Edgar (US Regulatory) • 12/22/2023 09:30:32 PM
- Form POS AM - Post-Effective amendments for registration statement • Edgar (US Regulatory) • 12/22/2023 09:30:32 PM
- Form POS AM - Post-Effective amendments for registration statement • Edgar (US Regulatory) • 12/22/2023 09:30:28 PM
- Form 8-K - Current report • Edgar (US Regulatory) • 12/20/2023 01:30:39 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 12/13/2023 04:29:30 PM
- Form 10-Q - Quarterly report [Sections 13 or 15(d)] • Edgar (US Regulatory) • 11/13/2023 05:27:02 PM
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