those are two really great posts. And worthy of a re-post.
How about the Friedland comment that the only good shells are now part of their "program"
In commenting on the rule change, Jeffrey Friedland, Managing Director of Friedland Capital commented, “When we learned of the SEC proposed rule change last August, we designed our “Micro IPO Program” as an alternative for privately-held companies contemplating a merger with shell companies. Now, with the SEC rule changes soon to take effect, Friedland Capital’s “Micro IPO Program” may be one of the few viable alternatives left for privately-companies seeking to become publicly- traded.”
Friedland Global Capital Markets' Micro IPO Program® enables privately-held companies based in the United States and overseas to become publicly-traded in the United States. An Alternative to "Reverse Mergers" With Shell Companies
While many privately-held companies have historically chosen to merge with US “public shell companies,” this is increasingly less attractive due to:
Securities and Exchange Commission (SEC) changes regarding the regulatory and disclosure requirements of mergers with shell companies. (New regulations require the filing of audited pro forma consolidated financial statements of the “shell company” and the private company, and full “prospectus type disclosure” within a few days, of the announcement of the merger – a virtual impossibility for most shell companies) Negatives of “inheriting” the balance sheet of the shell company, which often results in a substantial deficit in shareholder equity.
The fact that “undesirable people” may have been “involved” in the shell company in the past, as officers, directors, principal shareholders or promoters, and their past involvement may have hinder obtaining a stock market listing or having the shares trade in the over-the-counter market.
Shell company “promoters” often end up with a substantial number of “free-trading” shares and often sell their shares into the market immediately after the merger. This can have numerous negative effects which can include preventing, or severely impeding the public company from obtaining financing. Also, this selling can result in downward pressure on the share price thereby making it difficult to interest the financial community and investors in “getting involved.”
Friedland Global Capital Markets' Micro IPO Program® Results In:
A “fully-reporting” US public company, that upon approval, and subject to exchange requirements can trade on the New York Stock Exchange (NYSE), Nasdaq, the American Stock Exchange (AMEX) or the Over-The-Counter Bulletin Board (OTC BB). Company management knowing who all the shareholders are, and their respective shareholdings.
A company that is well-positioned to take advantages of being publicly-traded in the US.
No "promoter shares" or "cheap" shares "overhanging" the market.
Some of the Advantages of Being Publicly-Traded Can Include:
Access to capital for growth, working capital or acquisitions. Ability to utilize the company’s shares as “acquisition currency” for acquisitions.
Ability to maximize shareholder value by having a public market for the company’s shares.
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