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tob999

07/28/12 8:45 AM

#48021 RE: WarMachine #48020

So what nominal operations are you saying ASYI still has? There are none. lol
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Keech63

07/28/12 9:05 AM

#48022 RE: WarMachine #48020

A stock that continues to trade, and no longer provides a product or service, eventually becomes a shell. At the time ASYI submitted their 10q, they checked the box saying they were not a shell, however,they still had issues to attend to as most companies who seek reverse merger candidates, and will have to address those issues. I will post this again, as my last post was so conveniently deleted,

There is obviously a transition that takes place prior to a merger:

This is taken from this link:
http://www.exinfm.com/training/pdfiles/course07-1.pdf

The problem with reverse mergers is that the Shell Company sells at a serious discount for a
reason; it is riddled with liabilities, lawsuits, and other problems. Consequently, very intense due diligence is required to "clean the shell" before the reverse merger can take place

So there is a process that takes place prior to the r/m to clean the shell. For all we know, as it's been awhile since the last 10Q, this may have already been accomplished.


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Keech63

07/28/12 9:13 AM

#48024 RE: WarMachine #48020

This is a very important clarification of how a comapany becomes a shell.

Where do Public Shells come from?

Naturally: From failed businesses

If a company has a valid business plan, goes public, attempts to implement that plan but the business fails, the company becomes a public shell, i.e. the shell of its former business.


http://www.goingpublicinformation.com/Public_Shell.htm
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Keech63

07/28/12 9:20 AM

#48028 RE: WarMachine #48020

Shell Company

A "shell company" is any company that has:

no or nominal operations and
either
no or nominal assets or
assets consisting solely of any amount of cash and cash equivalents and nominal other assets.

The SEC does not define the term "nominal." However, note that the definition does not refer to revenues but to operations. Thus the SEC has later said that this definition is not intended to capture a “startup company,” or, in other words, a company with a limited operating history, as it believes that such a company does not meet the condition of having “no or nominal operations.”

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jefrank

07/28/12 11:46 AM

#48047 RE: WarMachine #48020

In the process of RM many legal aspects of an RM can't be discussed so not sure what you are getting at. It would have to be a press release or OTC filing with information available to everyone not just one person.