Types of Public Shells
Non-Trading
Non-Reporting
Normally only a shareholder base
No symbol
May or may not have been a reporting company
Must file with the SEC full business information and audits to become
reporting
Market Maker must file a new 15c211 with the NASD to get symbol
This type of shell is least attractive
Value is $10,000 to $25,000
Reporting Non-Trading
12G companies, normally just filed a
blank 10k with no business
Usually one shareholder
No symbol
Value is $10,000 to $15,000
Gray sheet, an inactive symbol
May or may not be reporting
No active market maker
Market Maker must file a new 15c211 with the NASD to get symbol
A shareholder base of 50 or more is necessary to get a symbol
Reporting company will have an audit
Value is $50,000 to $75,000
Trading Non-Reporting
Normally trades on the Pink Sheets
(Pink Sheets is a privately owned quote
service not associated with NASD and not subject to SEC reporting
requirements.)
A. Past reporting, a delinquent filer, no
longer current with its SEC filings. May avoid SEC review if
reporting is brought current.
B. Never reporting. Company must file a registration statement to
become a reporting company and will normally require a SEC review.
May qualify for the "piggy back" exemption if
the company becomes current and compliant wit the SEC in its reporting
requirements.
Value is $125,000 to $200,000
C. Designated Pink Sheet
Directed trading pink sheet, does not have a 15c211 on file with the
NASD
No NASD symbol
On a level two quote, the market maker will quote the bid/offer 1 share
by 1 share only
Value of these types of shells is questionable
Trading and Reporting
OTC/BB
Reporting with the SEC, must file annual 10ks
with an audit, 10Qs and 8Ks.
Can be a 15D reporting under the '33 Act, or a 12G reporting under the '34
Act
Value is $400,000 to $800,000 and equity dilution of 1% to 5% post merger |