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Quikshft

01/31/24 3:30 PM

#41603 RE: Quikshft #41601

No update on the meeting today is significant because they miss a self imposed target date. What could be the cause of missing such a simple goal? Well;

Quikshft - If a public company is in discussions surrounding a potential purchase, are they in any way restricted in what news they may report or what they might say publicly?

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Yes, a public company involved in discussions surrounding a potential purchase or any other material event is subject to specific regulations and restrictions regarding what they can say publicly. The primary regulatory framework in the United States that governs such disclosures is provided by the Securities and Exchange Commission (SEC). The relevant rules include Regulation Fair Disclosure (Reg FD) and other disclosure obligations under securities laws.

Here are key considerations for a public company during discussions about a potential purchase:

Regulation Fair Disclosure (Reg FD): Reg FD prohibits selective disclosure of material nonpublic information to certain individuals or entities. If a company discloses material information to one party, it must simultaneously disclose that information to the public to ensure fair and equal access to information.

Quiet Periods: Some companies enter into a "quiet period" during negotiations or preparations for a significant event, such as a merger or acquisition. During a quiet period, companies limit the release of information to avoid the appearance of selectively disclosing information that could impact the stock price.

Materiality and Timely Disclosure: If the potential purchase is considered material, the company has an obligation to disclose that information to the public in a timely manner. Material information is defined as information that a reasonable investor would consider important in making an investment decision.

Forward-Looking Statements: Companies involved in potential acquisitions must be cautious when making forward-looking statements about the transaction. They often include disclaimer language emphasizing the speculative nature of such statements due to the uncertainty of the deal's completion.

Confidentiality Agreements: Companies often enter into confidentiality agreements during negotiations to protect sensitive information. These agreements may outline how information is shared and the parties' obligations regarding disclosure.

Continued Reporting Obligations: The company must continue to comply with its regular reporting obligations, such as quarterly and annual filings, during discussions about a potential purchase.

Public companies typically work closely with legal and financial advisors to navigate these complexities and ensure compliance with securities laws. Failing to follow these regulations can lead to legal consequences and may impact the perception of the company by investors and the market.