Replies to post #52337 on American Fusion Inc (AMFN)

[tdbowieknife]

That alone is a reason enough for why a market maker is unlikely to file a Form 211 to sponsor AMFN. That is complete, paid for, promoting bullshit. and it contradicts much of what was said in the Form 10. HUGE red flag.

Paid promotion is not just a bad look — it is one of the top reasons a market maker will refuse to file a Form 211 and why FINRA will not approve one.


Paid Promotion Automatically Triggers 15c2-11 Red Flags

Under SEC Rule 15c2-11, a market maker must determine whether the issuer is involved in:

Promotional activity,
Investor solicitation
Misleading or exaggerated claims
Pump-and-dump behavior

There is NO doubt that paid promotion is occurring, and the market maker must assume:

The issuer’s disclosures may be unreliable
The issuer may be attempting to manipulate the market
The issuer may be a shell or near-shell
the issuer may be attempting to create artificial demand

A market maker cannot certify a 211 under these conditions.

This alone kills the filing.

FINRA Treats Paid Promotion as a High-Risk Indicator

FINRA’s 211 review specifically looks for:

Promotional campaigns
Third-party stock touting
Newsletters
Social media hype
Undisclosed compensation
Coordinated volume spikes

If FINRA sees paid promotion, they assume:


The issuer is attempting to create artificial trading
The issuer may be misleading investors
The issuer may be part of a manipulative scheme

FINRA will immediately:

Halt the review
Request additional information the issuer cannot provide
Classify the issuer as high-risk
Refuse to clear the 211

Promotion = automatic scrutiny = 211 denial.

.


.

Watch your wallet


Buyer Beware
Social Media Promoted Frontload Pump and Dump Share Selling Scam



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[BigBadWolf]

For this post I'll focus on one (mention). Nelson mentions the Texas Stock Exchange (TXSE) as a target. As per TXSE the below schedule outlines the operational and technology roadmap which targets trading to commence between July 2, 2026 - July 17, 2026.
https://www.txse.com/trading-membership/member-readiness-and-launch-guide#:~:text=The%20Texas%20Stock%20Exchange%20(TXSE)%20is%20preparing,stability%20*%20Orderly%20trading%20*%20Participant%20readiness

Brent Nelson cited the TXSE as a target, even though the exchange's standards are designed for established mid-to-large-cap companies rather than developmental OTC plays. For an existing public company to list on the TXSE, it must meet a minimum market capitalization of $200 million. Even with the 1.683 billion share cancellation, the market cap I've seen being tossed around of ($65M) is $135 million short of the TXSE’s minimum entry point.
The TXSE requires a minimum bid price of $4.00 per share maintained for at least 90 consecutive trading days
Currently w/ $AMFN Trading at $0.04, 0397 currently as of this post) the stock would need a 1-for-100 reverse split or a 10,000% organic increase in price to meet this single technical requirement.
Now let's discuss that TXSE has two primary paths for listing, and the struggles AMFN currently has w/ both,

Requires $10 million in aggregate pre-tax earnings over the last three fiscal years. (AMFN has zero commercial revenue).

TXSE requires at least $40 million in unrestricted public float aka publicly held shares. (AMFN is currently plagued by as has been noted here Unsolicited Quotes Only status, which typically excludes shares from being considered unrestricted public float for listing purposes.

The TXSE has published its official roadmap for members and issuers

Member Certification begins May 1, 2026 (just 13 days before AMFN's Form 10 deadline).
Trading is targeted to commence between July 2 and July 17, 2026.
Because the TXSE is only accepting elite initial listings to establish its reputation, a company such as AMFN without a demonstrated Net Energy Gain or [color=red]a multi-year audited revenue history (like AMFN) is highly unlikely to be in the Inaugural Class.

The TXSE also requires four registered market makers for every listing which btw is one more than Nasdaq requires.
As has been discussed, AMFN currently has zero market makers willing to sponsor a Form 211. Moving from Unsolicited Quotes Only to Four Active Market Makers would be a regulatory leap that requires more than just a successful Form 10; it requires institutional trust that the JV CPA Inc. audit is bulletproof.

The TXSE target mentioned by $Brent $Nelson appears to be a Narrative Stretch (to be kind) . Again as per TXSE itself & based on the $200M market cap and $4.00 price floor, AMFN is technically ineligible for the Texas Stock Exchange in its current form.
How would management NOT know that currently they are $135M below the market cap requirement and 9,900% below the price requirement for the TXSE. So considering the aforementioned is the public mention of an uplist to the Texas Stock Exchange actually a material misstatement designed to pump the share price before the May 14th effective date?