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Monday, 09/23/2019 7:44:04 PM

Monday, September 23, 2019 7:44:04 PM

Post# of 303
VDO-PH International, Inc. hasn't existed since late 2011. The company is categorized as a shell stock.

A Shell Stock (Shell Company) is a public company that no longer has any business operations. It retains its capital structure and public trading status with the intention to complete a reverse merger with a non-public company with an on-going business. This merger creates a new company that is both publicly trading and generating revenues. There are many reasons why a Shell Stock exists in the first place, but most commonly they either lost the business due to a bankruptcy, or just sold or closed it.

The SEC (Securities and Exchange Commission), in Rule 12b-2, defines a "Shell Company" as "a registrant with no or nominal operations and either no or nominal assets, assets consisting solely of cash and cash equivalents, or assets consisting of any amount of cash and cash equivalents and nominal other assets." Previously, the SEC referred to a Shell Company as a Blank Check Company.

Why would a private company with an on-going business want to reverse merge into a Shell Stock? The goal of the private company is to become a public company. There are many benefits in becoming a public company. The traditional method of becoming a public company, via an IPO (Initial Public Offering) can be very expensive and time consuming. Becoming public via a reverse merger is less expensive and much quicker.

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