Stock Market

Rodman “Disintermediates” Shelf Offerings With New Platform

By at 2 February, 2012, 2:00 pm

This morning Rodman & Renshaw Capital Group, Inc. (disclaimer: a client of our firm) announced a new trading platform, to be called DirectMarkets, which will allow public companies completing public offerings through simplified “shelf” registrations, to deal directly with investors and funds rather than through investment banks and other intermediaries. As we know Rodman has [...]

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Where Are You From? 2012 Edition Part I

By at 1 January, 2012, 3:11 pm

Happy New Year to all! I will work soon on my annual New Year’s wish list, which sadly will look much like last year’s list! In any event, I wanted to provide my annual review of you, my faithful blogees, in letting you know who your fellow readers are and where they come from. As [...]

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More Thoughts About Israel – We Need to Educate Each Other

By at 19 December, 2011, 8:19 am

As the holiday season continues in full swing here in the US, life continues as normal for our friends in Israel. As the “alternative finance” community ponders the most effective strategy to assist exciting Israeli growth companies in raising capital and moving to the next level, some specific thoughts about how best to do that [...]

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Sad Thoughts About Seasoning – Part III

By at 21 November, 2011, 2:41 pm

Who are the losers in the new seasoning requirements? 1. As we have now learned, SPACs that trade on the OTC Bulletin Board will be subject to seasoning. We will see if the major underwriters who raise money for SPACs will seek some adjustment in the rule. 2. Most of the “two-step” deals involving a [...]

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Sad Thoughts About Seasoning – Part II

By at 15 November, 2011, 9:10 pm

Who loses and wins now that “seasoning” of reverse merger companies on the over-the-counter markets for at least one year is real? In this posting, let’s list the winners: 1. OTC Markets and the OTC Bulletin Board – more companies will list there, and will list longer, because they are being denied the right of [...]

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Is the China Comeback Commencing?

By at 13 November, 2011, 12:17 pm

Here are the latest mixed signals from the headlines: – US officials charge Longtop Financial with failing to file accurate financial reports – Lashou to complete IPO on Monday and raise $80 million – Harbin Electric goes private for $800 million – NY Court throws out securities fraud claims against China North East Petroleum – VC [...]

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Time to Modernize Rule 419: Part IV

By at 25 October, 2011, 11:31 am

Can Rule 419 be updated so that reverse merger players will be attracted to utilize an investor-protective method? Yes I believe it can. Here is my suggested proposal: 1. Maintain the requirement to put money raised in a 419 IPO in escrow, minus underwriters compensation and 10% for expenses as currently. 2. Maintain the requirement [...]

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Time to Modernize Rule 419: Part III

By at 25 October, 2011, 10:51 am

As mentioned above, as a practical matter shells could be inherited or created without the restrictions of Rule 419. But each has its limitations. Stock in Form 10 shells cannot trade until a registration is completed post-merger. “Legacy” shells face risk of undisclosed liabilities from the past and an unknown shareholder base. Shells masking as [...]

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Time to Modernize Rule 419: Part II

By at 25 October, 2011, 10:04 am

Once Rule 419 passed, as mentioned above players tried but grew frustrated setting up shells and completing reverse mergers under the rule. So what happened? Three things. First, players discovered that a shell could be created from the carcass of a former operating public company that was sold or went out of business. Their stock [...]

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SEC Gives More Comment Time on Nasdaq “Seasoning” Proposal

By at 24 October, 2011, 12:10 pm

I was finally able to review the SEC’s release on September 12 which extended the time to comment on Nasdaq’s proposal to “season” reverse merger companies on the over-the-counter markets for six months before uplisting. It appears the SEC is seeking to harmonize the Nasdaq’s proposal with the similar proposals from the NYSE and NYSE [...]

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