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Lmao...not yet for me...need more info..
But no worries there will be someone to feed the circus!
Oh ...I admit when I say something incorrect or make a mistake...accountable for my own actions!...and I misspoke for sure.
I take it you were one of the 72 shareholders when SEWC went dark in 2009 ...
You are correct..I am mistaken..no BK!....I do apologies for stating that. I read incorrectly...it was receivership, communication, and merger..
You should know you have been here for ever...tell me your not up to speed from 2009 post..lol---look at the 3 recent 8k's...receivership, BK, and merger
You are probably the old butt hurt CEO ..RICHARD SONGER..lol
BK was filed...toxic lenders and the usual digging a hole deeper then able to return changing from movie wardrobe to sports novelty gear didn't help, in deep trouble over last few years 2006-2008 is very visible...but to say they went dark because you personally contacted sec?...hmmm, almost laughable
All that being said...we need details..news...facts...if any?
So until that is out in public..i will be just watching I guess!
Problems With a Public Shell
Against these advantages are arrayed a considerable number of disadvantages, which are:
Cash. A company may not achieve an immediate cash inflow from the sale of its stock, as would be the case if it had taken the path of an initial public offering. Instead, a stock offering may be delayed until a later date.
Cost. Even the lower-cost reverse merger approach still requires a large ongoing expenditure to meet the requirements of being public. It is difficult for an active business to spend less than $500,000 per year for the auditors, attorneys, controls, filing fees, investor relations, and other costs needed to be a public entity.
Liabilities. There is a risk associated with buying the liabilities that still attach to the old public company shell. This risk can be ameliorated by acquiring only a shell that has been inactive for a number of years.
Stock price. When a company goes public through a reverse merger, the sudden rush of selling shareholders puts immediate downward pressure on the price of the stock, since there are more sellers than buyers. When the stock price drops, this makes any stock options issued to employees less effective, since they will not profit from exercising the options. Also, if the company intends to use its stock to make acquisitions, it will now have to issue more shares to do so.
Thinly traded. There is usually only a minimal amount of trading volume in the stock of a public shell company – after all, it has been sitting quietly for several years with no operational activity, so why should anyone trade its stock? Also, immediately following the purchase of the shell, the only stock that is trading is the original stock of the business, since no other shares have yet been registered with the SEC. It takes time to build trading volume, which may require an active public relations and investor relations campaign, as well as the ongoing registration of additional stock.
This lengthy list of problems with public shell companies keeps many companies from buying them. In particular, take note of the annual cost of being public, and the issue with thinly-traded stock. The cost should completely block smaller companies from taking this path, while the lack of a market for the stock offsets the main reason for begin public, which is having tradable stock.
Reasons to Buy a Public Shell
There are a number of advantages associated with the reverse merger concept, which are:
Speed. A reverse merger can be completed in just a few months.
Time commitment. If a company were to follow the tortuous path of an initial public offering, the management team would be so distracted that there would be little time left to run the business. Conversely, a reverse merger can be accomplished with such minimal effort that management barely notices the change.
Timing. If the buyer is not immediately intending to use the shell to raise money from the public, it can take the reverse merger path even in weak stock market conditions.
Tradable currency. Being public means that the stock issued by the combined entity is a more tradable form of currency than the stock of a private company, which makes it easier for an acquirer to engage in stock-for-stock transactions. Also, the shares of a public company are frequently valued higher than those of a private one (because the stock is more tradable), so the public company that engages in stock-for-stock purchases can do so with fewer shares.
Liquidity. The reverse merger path is sometimes pushed by the current shareholders of a business, because they want to have an avenue for selling their shares. This is a particular concern for those shareholders who have been unable to liquidate their shares by other means, such as selling them back to the company or selling the entire business.
Stock options. Being public makes the issuance of stock options much more attractive to the recipients. If they elect to exercise their options, they can then sell the shares to the general public, while also obtaining enough cash to pay for taxes on any gains generated from the options.
When a private company gains control of a public shell company, the shell is structured to be the parent company and the buyer’s company becomes its subsidiary. The owners of the private company exchange their shares in the private company for shares in the public company. They have now gained control over a majority of the stock of the shell, and are running a public company.
The legal structure used for this merger is called a reverse triangular merger. The process flow for a reverse triangular merger is:
The shell company creates a subsidiary entity.
The newly-formed subsidiary merges into the private company that is buying the shell.
The newly-formed subsidiary has now disappeared, so the private company becomes a subsidiary of the shell company.
The reverse triangular merger is used to avoid the cumbersome shareholder approval process that is normally required for an acquisition. Though the shareholders of the private company must still approve the deal, it is only the shareholder of the new subsidiary that must approve the deal on behalf of the shell company – and the only shareholder of the new subsidiary is its parent company.
The reverse triangular concept is particularly useful, because it allows a private company to continue operating as a going concern and without a change in control of the entity. Otherwise, the business might suffer from the loss of any contracts that would automatically expire if either of those events were to occur.
A reverse merger into a shell requires the filing of a Form 8-K with the Securities and Exchange Commission within four business days of the reverse merger. This filing contains many of the items found in a full-scale prospectus for an initial public offering, and so is a major production.
Agreement with Carey Advisors
On August 26, 2010, Enterprises entered into an agreement with Chris Carey Advisors, LLC under which Carey Advisors provided Enterprises the services of (i) Christopher Carey as Enterprises’ Chief Executive Officer and Chairman, for which Enterprises agreed to pay $6,000 per month, (ii) Mary Weaver Carey as its Vice President Operations, for which it agreed to pay $6,000 per month, and (iii) Blazej Kesy as its Chief Technology Officer, for which it agreed to pay $6,000 per month. In addition, Enterprises has agreed to reimburse all business related expenses of these persons which are incurred in providing their services. The agreement may be terminated upon 30 days written notice. Mr. Carey is the sole member of Carey Advisers. As of the date hereof, none of Mr. Carey or Ms. Carey are parties to any agreements with the Company. Mr. Carey and Ms. Carey are being compensated through Carey Advisors because the Company is not in a position to compensate them directly. On January 1, 2012, the Company entered into a new agreement with Carey Advisors where i) Christopher Carey will continue as the Company’s Chief Executive Officer, Chief Financial Officer and Chairman of the Board and ii) Mary Carey would dedicated full time to the role of Vice President Operations and Director for a monthly fee of $18,000. As the business is able to generate revenue, the Company intends to compensate these persons directly at competitive salaries and benefits. Mr. Carey and Ms. Carey are currently devoting approximately, 60% and 100% of their work time to the Company’s business. Mr. Carey and Ms. Carey have advised the Company that they intend to devote such time as may be required to the development of the Company and its business. Carey Advisors does not have other customers that compete with the business conducted and to be conducted by the Company and has advised the Company that it does not intend to do business with such customers.
3. Mr. Carey owns 17,199,334 shares of Common Stock in his own name and 143,327,787 shares of Common Stock through Tall Oaks Ct., LLC, a limited liability company of which he is the sole member.
4. Owned through Off the Charts, LLC, a limited liability company of which Ms. Carey is the sole member.
Lol...gotta laugh with ya!
It's all good in my book...best wishes to ya...it's what makes the OTC run....lol
Each person has a personal choice ...
Let's me know your flip intention ..ill se ya dumping soon enough..GLTU
My intent was not negative either way...just to lighten the mood at end of day..lol
Order on the ask then...it will fill immediately
Top Authors During Last Week:
NamePosts
OTC ALPHA------112
OTC Knight-------49
DipnRip-------------47
tankworth----------33
bar1080-------------23
ChannelTrader---19
jdmt37---------------19
watchingsum-----19
pb1973--------------19
Old signal....?? Will see soon enough.. 911 - Pending News
Laughing..
The day is not done ...and the week has just started...look forward to seeing ya @ the same bat channel..lol
I told you they would churn alittle and shake today...lol. Gotta be crazy to sell prior to .....
Wasn't this your post in November ...follow your advice!
Re: tankworth Post# 13871
Jeesh that info is YEARS old. No wonder "players" get killed in penny scam garbage.
You know she about to pop!.......
Try posting 8k and you would be somewhat up to speed!
Reaching...6 in a half years ago...has nothing to do with R/M today....
Very old news..while you buy....nice!
Re: abe01 Post# 90819
Depends on what day Wayne likes this week. LOL
29.5 mil @ 0004 get them...lol
Yep, IMO....there will be some churning at .0003, those in the know trying to squeeze some threes by giving a shake...then some resistance at .0005- then blue sky and buyathon!!...nice show thus far...next 72hrs would be the perfect time for real update and news IMO ...we will see...
Life Marketing, Inc. Denver, CO 80237 Sales@LifeMarketing.US 1-970-300-3302
I must ask now...are they holding over the weekend...?..lol
Guess I should have bought a lot more a couple months back..errrrr....much better then none....lol
Need some real news...but yes " I see said the Blind Man " ..lol
Yes sense ..I'm starting to make of it...life marketing is a private company isn't it...so why go this route?
Hey just asking the question ...why would life marketing deal with such, and jeopardize such...with him...real info needed here!
So am I ...taking this shell, legit !!.. I suspect..? Not long for new ticker and name I bet.. New CEO is he proven as well?
News and time will tell.. Acquired company looks very promising ...need some details tho!
All of us will hold much longer then the weekend...writing on the wall if you can read
Very interesting...tried contacting to get more info..waiting on responce...??
http://www.lifemarketinginc.com/about.html