Attorney David Feldman has recently posted several articles on his Blog www.reversemergerblog.com containing updated interpretation of the changes to SEC rule 415. I suggest you read his latest posting and other related articles on this subject at his site.
In my recent post December 13, 2006, I wrote that “Rule 415 has confused and alarmed [...]

read more from this topic.....

The SEC’s stealth revisions to Rule 415 has confused and alarmed the PIPE market by raising the suggestion that large private placements relative to a company’s float constitute primary offerings. Recent actions have imposed new limitations on PIPE financing by micro cap companies that threaten to cut off their access to capital. [...]

read more from this topic.....

Underwriters of IPO’s provide a valuable service for large companies that are seeking to go public. They can involve institutional investors and raise large sums of money. But, in today’s marketplace, underwriters do not believe that smaller companies justify their risk reward. The average IPO today raises over $200 million. Most [...]

read more from this topic.....

Liquidity is one of the main reasons companies seek to go public. If investors have the ability to cash out their shares then they are more likely to invest. However, the more money you raise the more dilution you have. Every company would like to sell shares when their company is trading [...]

read more from this topic.....

One of the riskier aspects of an IPO is that the underwriter can, at any given moment, decide to terminate their participation thus killing your deal. They can also adjust the pricing of the deal if they feel the marketplace is not embracing your deal. The state of the markets at the time [...]

read more from this topic.....

test exerpt

read more from this topic.....

PIPE funded deals can either be a very good thing or a very bad thing. By the way PIPE stands for Private Investment in Public Entity.
Good Pipe Transaction: The good is when a company has retained a brokerage firm to fund their deal PRIOR to the reverse merger taking place. In this scenario [...]

read more from this topic.....