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if we can get an 0.008 close, we can get some momo
dillution!!!!!!!!!!!!!!
company is pumping this stock to sell some shares imo
lets hit this 0.008 ask, and watch it fly!!!!!!
now is the time to get in...no one is selling, and this is ready to bust through 0.01
only way to break 0.0055 is with news...too many sellers/flippers at that price
once we break 0.008, this will fly....but we need to break 0.008
we need volume....
if we have buying pressure in the morning, there is no reason why we cant be 0.015 by close
do we open at 0.01?
clay, if you have time can you do a chart on MSTF
thank you
A reverse takeover occurs when a publicly-traded smaller company acquires ownership of a larger company. It typically requires reorganization of capitalization of the acquiring company.
In the event that the larger company is not publicly traded, the reverse takeover results in a privately held company becoming a publicly held company without going the traditional route of filing a prospectus and undertaking an initial public offering (IPO). Rather, it is accomplished by the shareholders of the private company selling all of their shares in the private company to the public company in exchange for shares of the public company.
Contents [hide]
1 Process
2 Benefits
3 Drawbacks
4 Future financing
5 Examples
6 See also
7 References
8 External links
[edit] Process
In a reverse takeover, shareholders of the private company purchase control of the public shell company and then merge it with the private company. The publicly traded corporation is called a "shell" since all that exists of the original company is its organizational structure. The private company shareholders receive a substantial majority of the shares of the public company and control of its board of directors. The transaction can be accomplished within weeks. If the shell is an SEC-registered company, the private company does not go through an expensive and time-consuming review with state and federal regulators because this process was completed beforehand with the public company.
The transaction involves the private and shell company exchanging information on each other, negotiating the merger terms, and signing a share exchange agreement. At the closing, the shell company issues a substantial majority of its shares and board control to the shareholders of the private company. The private company's shareholders pay for the shell company by contributing their shares in the private company to the shell company that they now control. This share exchange and change of control completes the reverse takeover, transforming the formerly privately held company into a publicly held company.
[edit] Benefits
The advantages of public trading status include the possibility of commanding a higher price for a later offering of the company's securities. Going public through a reverse takeover allows a privately held company to become publicly held at a lesser cost, and with less stock dilution than through an initial public offering (IPO). While the process of going public and raising capital is combined in an IPO, in a reverse takeover, these two functions are separate. A company can go public without raising additional capital. Separating these two functions greatly simplifies the process.
In addition, a reverse takeover is less susceptible to market conditions. Conventional IPOs are risky for companies to undertake because the deal relies on market conditions, over which senior management has little control. If the market is off, the underwriter may pull the offering. The market also does not need to plunge wholesale. If a company in registration participates in an industry that's making unfavorable headlines, investors may shy away from the deal. In a reverse takeover, since the deal rests solely between those controlling the public and private companies, market conditions have little bearing on the situation.
The process for a conventional IPO can last for a year or more. When a company transitions from an entrepreneurial venture to a public company fit for outside ownership, how time is spent by strategic managers can be beneficial or detrimental. Time spent in meetings and drafting sessions related to an IPO can have a disastrous effect on the growth upon which the offering is predicated, and may even nullify it. In addition, during the many months it takes to put an IPO together, market conditions can deteriorate, making the completion of an IPO unfavorable. By contrast, a reverse takeover can be completed in as little as thirty days.
Additionally, many shell companies carry forward what is known as a tax-loss. This means that a loss incurred in previous years can be applied to income in future years. This shelters future income from income taxes. Since most active public companies become dormant public companies after a string of losses, or at least one large one, it is more likely that a shell company will offer this tax shelter.
It is highly unusual to preserve any benefit from the tax loss carry forward in a shell company. The tax regulations normally reduce the loss carry forward by the percentage of the change in control. In a well structured reverse merger, the private company should end up with 95% or more of the stock after the merger, thus reducing the tax loss carry-forward by this amount.
[edit] Drawbacks
Reverse Takeovers always come with some history, and some shareholders. Sometimes this history can be bad, and manifest itself in the form of currently sloppy records, pending lawsuits and other unforeseen liabilities. Additionally, these shells may sometimes come with angry or deceitful shareholders who are anxious to "dump" their stock at the first chance they get. One way the acquiring or surviving company can safeguard against the "dump" after the Reverse Takeover is consummated, is by requiring a lock-up on the shares owned by the group they are purchasing the public shell from, otherwise there very likely will be a stock dump. Other shareholders that have held stock as investors in the company being acquired pose no threat in a dump scenario because the number of shares they hold is not significant and, unfortunately for them, they are likely to have the number of shares they own reduced by a reverse stock split that is not an uncommon part of a Reverse Takeover. Possibly the biggest caveat is that most CEO's are naive and inexperienced in the world of publicly traded companies, unless they have past experience as an officer or director of a public company. Due diligence and experienced advisors can overcome all of these drawbacks. RTO's can be explosive vehicles for corporate growth, but they are not to be taken lightly.
[edit] Future financing
The greater number of financing options available to publicly held companies is a primary reason to undergo a reverse takeover. These financing options include:
The issuance of additional stock in a secondary offering
An exercise of warrants, where stockholders have the right to purchase additional shares in a company at predetermined prices. When many shareholders with warrants exercise their option to purchase additional shares, the company receives an infusion of capital.
Other investors are more likely to invest in a company via a private offering of stock when a mechanism to sell their stock is in place should the company be successful.
In addition, the now-publicly held company obtains the benefits of public trading of its securities:
Increased liquidity of company stock
Higher company valuation due to a higher share price
Greater access to capital markets
Ability to acquire other companies through stock transactions
Ability to use stock incentive plans to attract and retain employees
[edit] Examples
In all of these cases sans US Airways and America West Airlines, shareholders of the acquiree controlled the resulting entity. With US Airways and America West Airlines, US Airways creditors (not shareholders) were left with control.
The corporate shell of REO Motor Car company, in what amounted to a reverse "hostile" takeover, was forced by dissident shareholders to acquire a small publicly traded company, Nuclear Consultants. Eventually this company became the modern-day Nucor.
ValuJet Airlines was acquired by AirWays Corp. to form AirTran Holdings, with the goal of shedding the tarnished reputation of the former.
Aérospatiale was acquired by Matra to form Aérospatiale-Matra, with the goal of taking the former, a state-owned company, public.
US Airways was acquired by America West Airlines, with the goal of removing the former from Chapter 11 bankruptcy.
The New York Stock Exchange was acquired by Archipelago Holdings to form NYSE Group, with the goal of taking the former, a mutual company, public.
ABC Radio is to be acquired by Citadel Broadcasting Corporation, with the goal of spinning the former off from its parent, Disney.
Frederick's of Hollywood parent FOH Holdings was acquired by apparel maker Movie Star in order to take the larger lingerie maker public.[1]
Eddie Stobart in a reverse takeover with Westbury Property Fund allowing transport by ship, road, rail or boat to and within the UK, using only one company.
nite has been controlling the bid and ask of late, but it seems like he is ready to let this stock run
the float is tighly held, and the deamand of shares is on short supply
my pps guess for monday up 80% with 10 million volume
thank you!!!
the deal is off?
http://www.empireresorts.com/
look at the date of the artice 2/20/08
no other press release since then
link me to where you see that the deal if off please
thanks
Catskills Casino Coming Up Aces - Spitzer OKs Catskills Casino
Copyright 2007, The New York Post. All Rights Reserved)
ALBANY - City gamblers who want to try their luck may soon be able to roll the dice - legally - a lot closer to home.
After decades of ups and downs, a proposed $600 million Catskills casino took a big step forward yesterday when Gov. Spitzer announced a deal with the St. Regis Mohawks for an Indian-run betting palace at Monticello Raceway, only 75 miles north of the city.
That's a lot closer to the Big Apple than gambling meccas Atlantic City (about 125 miles) or Foxwoods in Connecticut (about 140).
The new casino, which would be built and operated for the Mohawks by a gaming company known as Empire Resorts, would offer 3,500 slot machines and 125 table games including blackjack, roulette and craps.
Estimates are that the casino would attract 6 million visitors a year - with 75 percent of those gamblers coming from the metropolitan New York area.
Final approval of the plan is needed from the U.S. Department of Interior, which must agree to take the non-Indian raceway land into a trust that would essentially make it Indian property.
"This agreement creates an economic partnership between the Mohawks and the people of New York," Spitzer said.
"By working together, we can establish a premier gaming facility [that] will produce significant revenues for the tribe and state, and help spark a resurgence of the Catskills region."
Empire Resorts spokesman Charles Deglimini said construction should take 18 months after the final approvals are given and the contracts signed.
While casinos are illegal in New York, they are allowed on Indian reservations.
Spitzer yesterday sent a letter to Interior Secretary Dirk Kempthorne, indicating that the use of the Monticello Raceway property for a casino is in the best interest of the tribe and surrounding community.
Off-reservation Indian casinos are rare in the United States, and Kempthorne has previously indicated that he is not enthusiastic about taking non-Indian land into trust. He reportedly told the Mohawks that final approval for the casino project is not guaranteed. State Sen. Frank Padavan (R-Queens), the Legislature's leading gambling opponent, called the deal "economic and social poison for the Catskills in which the problems will far outweigh any of the benefits."
Developers say the state's portion of the slot-machine revenue, which will be between 20 and 25 percent, should amount to $4 billion over 25 years.
The St. Regis Mohawks, whose upstate reservation straddles the New York-Canadian border and which has been the site of numerous weapons- and drug-smuggling incidents, have been interested in opening a Catskills casino for about a decade.
Yesterday, the Mohawk tribal council said it was rejoicing at the latest agreement and commended Spitzer for his "decisive action and commitment."
The Mohawks also agreed to comply with state tax, labor and health laws.
----
Inside the deal
* Developers: St. Regis Mohawks, with Empire Resorts
* Location: Adjacent to Monticello Raceway in Sullivan County
* Features: 3,500 slot machines, 125 table games
* State's take of slot revenue: $4 billion over 25 years
* Jobs created: 3,000
* Cost: $600 million
* Estimated customers: 6 million, with 75 percent from the metro New York area
Exerpts of the New York Post were reprinted as a courtesy of the New York Post .
http://www.nypost.com
yes they are having card games!!!!!
sorry you sold. you will be killing yourself when this is at 0.08
they arent shorting because they think it will go down, they are shorting it hoping people will sell so they can get more shares.
will this run once the filling comes out? or will people still wait for news?
i'm telling you guys overall this is a winner. in the end, when the casino is built, and the blackjack is going, with the bells of the slot machines ringing every 5 seconds and the best harness horses are racing at Monticello, we will be laughing all the way to the bank
when do you expect fillings?
i sure hope we get news on monday. and then if we get word on a buyout..
great post from earlier!!!!
To any new investors that may be thinking about buying this stock, keep this in mind...
1) Big price movements on small volume = very tightly held.
2) MSTF has a very low float with 30Mil O/S and 42% held by insiders. Only 17Mil available to public per the latest filing.
3) Fully reporting OTCBB and market cap around 200K at these levels.
4) Reverse Merger possible in the future by a company worth more than 100Mil.
5) Current price per share = $0.007, and revenue per share is $0.749.
lets push this guys.....
its power hour!!!!!!!!!!!!
so come on people, let's get together and push this...whats it going to cost us? $500 each....and we have more shares and get people interested in this....
dillution king....eos
no bid....
well lets get it to 0.01, so this can hit a lot of people radar's for next week....right????
#9 on active boards!!!!
i might grab some more as well
i have a gut feeling this will run hard next week too
IT IS THE LAST DAY OF feb!!!!!!!!!!!!!!
volume isnt moving....if the mm's want shares they have to do better than 0.007
EOD run...anyone
are we doing this??????????
only 3 people so far....
are we doing this?
me too, but i got like $500 free in my account...but i'll slap the ask when everyone is ready for the whole $500