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Re: sanbrunobaby post# 66645

Monday, 02/03/2014 8:57:38 PM

Monday, February 03, 2014 8:57:38 PM

Post# of 67010
Most smaller reporting companies, especially for junior resource companies, have their annual reporting expenses to be a fraction (half or less) of the figures you used. Being fully reporting to the SEC, for the majority of development stage companies, is not expensive. Deregistering doesn't save them much money, if any, initially, and long-term it costs a substantial amount. Here is why.

If they are really deregistering to "save money", it almost certainly means the Company is broke and needs to raise money. Agreed? If so, they need to find investors to either buy the Company's securities (usually equity or convertible debt) or somehow loan them funds. The pool of potential investors for a non-reporting company is a tiny fraction of those for a fully-reporting company. Most investors, both institution and individual investors, won't touch a non-reporting company. That is why so many non-reporting scams make the claim they are going to become fully reporting with the SEC. SEC registered and reporting companies trade at substantially higher valuations than non-reporting ones. The same is true of equity offerings. Non-reporting companies not only have a tiny number of potential investors compared to fully reporting companies, non-reporting companies have to give a huge discount to entice them to take the extra risk. It is very common for the cost of that discount to far exceed the cost of their SEC reporting obligations. And that is the case with every offering going forward, so even a modest capital or debt raise would cost the company in offering discounts far more than the SEC reporting costs for years and years.

In other words, no legitimate company who intends to participate in the US capital markets would deregister with the SEC to "save money". The numbers just don't add up. Instead, fully reporting companies deregister for other, more sinister, reasons. Legitimate companies report to the SEC. Those that aren't, don't.

For CGFI, it is likely a moot point, anyway. The toxic death spiral deals almost certainly prohibit them from deregistering the stock.

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