Can Seasoning Restrictions Be Adjusted?

I remain determined in my quest for the major stock exchanges to consider some alterations to the reverse merger “seasoning” requirements instituted in November 2011.  As we know, these restrictions were added primarily in response to allegations of fraud in a number of Chinese companies that went public through reverse mergers. The rules add a ...

New Year’s Wishes for Smallcap World for 2013 1

For now the 6th year in a row I’m happy to throw out my wish list for the small and microcap world and those into alternatives to a traditional IPO to go public. As always I want to give special thanks to my faithful blogees especially in this, a challenging year for many of us. The ...

Reverse Merger Market Improving 2

We learn from the latest DealFlow Report that November has already been the best month for reverse mergers since June. Eight deals have already been completed this month. If one more gets done then it will tie November of last year. There is no question that bad press and last year’s addition of the “seasoning” ...

Highlights from SEC Small Business Conference Part II

Here are more take-aways from today’s SEC conference. 1. Many are asking for the SEC to try to provide a “safe harbor” that’s nonexclusive to ensure that a company has verified an investor’s accredited status if the company chooses to advertise or generally solicit for investors as will soon be permitted thanks to JOBS. 2. ...

PIPEs and Financings Rise in Third Quarter

The third quarter of 2012 is looking nicely better for those helping small businesses raise money. According to the DealFlow Report, public companies raised over $11 billion in the quarter through private offerings. This is up from last year, and apparently you have to go back to 2008 to have such a good third quarter. ...

Reverse Mergers Plunge

The latest DealFlow Report informs us that only 27 reverse mergers were completed in the second quarter of 2011. That’s the lowest in a quarter since around 2004, and back then the method for counting transactions was much more uncertain. Only five of the 27 deals involved a financing, and the five deals raised a ...

More on Chairman Issa and Projections

As mentioned below, House Oversight Committee Chair Darrell Issa sent a letter recently to SEC Chairman Mary Schapiro requesting information about IPOs. One of his concerns was the rules about disclosing forward-looking information, including projections about future financial performance. In the Facebook offering, underwriters told institutional clients that their projections were going lower, but did not ...

M&A Remains in Doldrums

The New York Times reports today that the first half of 2012 has been pretty dismal in mergers and acquisitions. Total dollar volume is down almost 22% from the same period last year, and the number of deals is down 17%. Oil and gas was the busiest sector but was also down 5% from last ...

Thoughts on Rep. Issa’s Suggestions re IPOs: Part I

See below a summary of Rep. Darrell Issa’s letter to SEC Chairman Mary Schapiro about problems with IPOs such as Facebook’s. Issa believes dutch auction IPOs, such as Google’s, are much fairer and eliminate the discount underwriters place on traditional IPOs so that there is a “pop” in the stock for their first investors. In ...