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 ...

Sad Thoughts About Seasoning – Part III

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 ...

The SEC Reverse Merger Investor Bulletin: Balanced? 2

I have finally had the chance to actually sit and read the SEC’s vaunted “Investor Bulletin” on reverse mergers that came out last month. In recent years these bulletins have been seen more often. One warning folks about the retail foreign exchange market. Another on life settlements. A third explaining how say-on-pay works. Yet another on ...

Tip of the Week: Shells – The Clean, the Dirty and the Messy 3

The ideal shell is one that is squeaky clean: well-kept, organized and current records, with no history of unsavory behavior. These are not always easy to find. Form 10 shells are formed as blank check companies solely for the purpose of a reverse merger and generally are much less likely to raise these concerns. In ...

Tip of the Week: Does a Shell Need Shareholders?

The marketplace for shells generally deems its shareholder base as an asset. The more shareholders a shell has, the better. Why? Several reasons. First, in general the more shareholders the more likely it is that heavier trading will develop, so goes the theory. Second, the OTC Bulletin Board unofficially requires at least 35-40 unaffiliated shareholders, ...

New Year’s RM Wishes.. 7

My 8-year old is an avid Beatles fan so this year he decided to make New Year’s “revolutions,” but that’s for another day! Happy New Year to all my faithful blogees. Believe it or not we have been here for more than four years together watching dramatic changes in the economy, the market, the US ...

Tip of the Week: Building a Shareholder Base

I write from the Amtrak train heading to Washington for meetings at the SEC. Gives me a few minutes to catch up with you guys!  I also want to thank all those who sent good wishes on my transition to Richardson & Patel, which has been going great. Now on to our tip of the ...

RM Crowd Heads North – Part II

While a large chunk of the RM Conference in Toronto focused on Canadian stuff, there was a good panel updating everyone on China. There continues to be a “flood” of financings for Chinese companies that look to be or already are trading in the US. Valuations have been compressing and slowing things a bit, with ...

Off to Toronto

As I mentioned here last week, I’m heading soon to Toronto to attend DealFlow Media’s annual Reverse Merger Conference which takes place June 29 and 30. The panel I am moderating is late on the 29th and is all about Form 10 shells. The bottom line that I believe our panel will relate: Form 10 ...