A publicly traded company cannot simply "get away with" going private by being revoked, and the idea of a voluntary revocation is a misconception .
Revocation is a regulatory enforcement action, not a business strategy for transitioning to private ownership.
Instead, a company that wishes to go private must follow a complex, voluntary process of delisting and deregistration.
Involuntary revocation vs. voluntary "going dark"
* Revocation is an involuntary enforcement action by the Securities and Exchange Commission (SEC) that forces a company's registration to be terminated.
This typically happens when the company fails to comply with SEC rules, such as failing to file annual or quarterly reports.
This is a severe penalty that bans brokers from trading the company's securities and often signals serious financial or operational issues.
* “Going dark” is a voluntary, multi-step process for a company to become private while remaining in business.
It's a strategic decision made to reduce regulatory costs and focus on long-term growth away from public market pressures.
The legitimate process for a company to go private
To successfully "go dark," a company must complete two actions: delisting and deregistration.
1. Delisting from an exchange:
* First, the company voluntarily removes its shares from a major stock exchange by filing a Form 25 with the SEC.
The company must give public notice via a press release and its website at least 10 days before filing the Form 25.
2. Deregistering with the SEC:
* To cease mandatory reporting requirements, the company must also deregister with the SEC.
To do this, it must reduce its number of shareholders below a specific threshold— generally fewer than 300 "holders of record".
* This is typically achieved through a "going private" transaction, such as a tender offer, where a controlling shareholder or a private equity firm offers to buy back all outstanding shares from public investors.
* Alternatively, a company can execute a reverse stock split to force out smaller shareholders, cashing them out in the process.
* Once the shareholder count is low enough, the company files a Form 15 with the SEC to suspend and later terminate its reporting obligations.
The consequences of an illegitimate approach
If a company were to stop filing reports in an attempt to be involuntarily revoked, it would face serious consequences, not a smooth transition to private status.
* Trading suspension:
The SEC would likely suspend trading in the company's stock, wiping out its liquidity and devaluing shareholders' investments.
* Shareholder lawsuits:
Minority shareholders who are left with illiquid shares would have a strong basis for a lawsuit, alleging breach of fiduciary duty by management for failing to ensure fair treatment.
* Personal liability:
Company officers who intentionally flouted SEC regulations to achieve this outcome could face personal liability, fines, and other severe penalties.
In short, there is no legitimate or legal way to use regulatory punishment (revocation) to achieve the goal of going private.
A lawful exit from the public markets requires a strategic, deliberate, and legal process that fairly compensates shareholders.
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WCVC Security Details Share Structure Market Value1...............$700,252 a/o Mar 11, 2022 Authorized Shares..10,000,000,000 a/o Feb 21, 2022 Outstanding Shares..7,002,518,141 a/o Feb 21, 2022 -Restricted.....................294,560,229 a/o Feb 21, 2022 -Unrestricted.............6,707,957,912 a/o Feb 21, 2022 Held at DTC.............6,651,950,904 a/o Feb 21, 2022 Float............................223,350,198 a/o Nov 07, 2019 Par Value 0.001
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