Replies to post #48973 on Aisystems, Inc. (fka ASYI)

[Keech63]

A private investment in public equity, often called a PIPE deal, involves the selling of publicly traded common shares or some form of preferred stock or convertible security to private investors.

What are the general steps to complete a reverse merger?

1. Find a shell company. There are hundreds of dormant public companies available. You can also ask corporate law firms, accountants, or financial consultants.
2. Develop a financial strategy for raising additional capital contemporaneous with or after the deal.

Monies can be raised in conjunction with the deal, so you stand Corrected

3. Hire a law firm and accounting firm. There are a myriad of SEC rules, forms to fill out, legal documents, confusing numbers, and steps you will need help with.
4. Complete the transaction and trade shares. Shares of the private company are traded for shares of the public company and typically the private company continues its existence as a wholly owned subsidiary of the former shell.

[tob999]

There are various and complicated PIPE Financing structures/scenarios whereby registration can be circumvented actually. 'No registration of ASYI shares means no pipe financing' is simply INCORRECT and misinforming.

For our purposes, we consider PIPEs as any type of Reg D Offering, Shelf Sale, or Equity Line Arrangement. Reg D is an SEC Rule that allows public companies to issue stock privately to a group of accredited investors without the need for public registration prior to the sale. Shelf Sales and Equity Line Arrangements actually require a registration statement to be effective prior to the sale of the stock, technically making them public offerings. We track them as PIPEs because these structures emerged as on offshoot from the PIPE market. 144-A transactions are private convertible debt or convertible equity offerings that allow the investors to resell their securities to other Qualified Institutional Buyers (QIB’s) without registration.

http://www.prlog.org/10034201-why-would-public-company-do-