Reverse Mergers: And Other Alternatives to Traditional IPOs / Edition 2

Reverse Mergers: And Other Alternatives to Traditional IPOs / Edition 2

by David N. Feldman, Steven Dresner
     
 

In good markets or bad, reverse mergers play a key role forcompanies that want to avoid the IPO route for going public. Sincethe successful first edition of Reverse Mergers waspublished in 2006, the economic and regulatory landscape haschanged. Executives, owners, lawyers, accountants, professionalinvestors, regulators, and others need to know what those

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Overview

In good markets or bad, reverse mergers play a key role forcompanies that want to avoid the IPO route for going public. Sincethe successful first edition of Reverse Mergers waspublished in 2006, the economic and regulatory landscape haschanged. Executives, owners, lawyers, accountants, professionalinvestors, regulators, and others need to know what those changesmean for reverse mergers.

Reverse-merger expert David Feldman gives an overview of the mostimportant changes since the previous edition was published: new SECregulations, the changing nature of SPACs (Special-PurposeAcquisition Company), and the emergence of new instruments calledWRASPs (WestPark Alternative Senior Exchange Process). The bookincludes a new chapter on China, and the “ExpertsSpeak” chapter features all new interviewees.

David Feldman is one of the country’s leading experts onreverse mergers, self-filings, and other alternatives to IPOs. Hisfirm has guided hundreds of companies on going public, advisingthem on structure and mechanics, financing, due diligence,regulatory issues, and more.

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Product Details

ISBN-13:
9781576603406
Publisher:
Wiley
Publication date:
12/02/2009
Series:
Bloomberg Financial Series, #50
Edition description:
Second Edition, Revised
Pages:
272
Sales rank:
1,453,557
Product dimensions:
6.20(w) x 9.10(h) x 1.30(d)

Meet the Author

David N. Feldman, a preeminent securities attorney in thefield of reverse mergers, is the founder and managing partner ofFeldman Weinstein LLP, whose clientele includes public and privatecompanies, investment banks, venture capital firms, andhigh-net-worth individuals. He is often quoted in the media and isa frequent public speaker and seminar leader. He received his JDfrom the University of Pennsylvania. Feldman lives in New YorkCity.

Steven Dresner is general partner of Strategic AllianceCapital, which specializes in investing through reverse mergers andPIPEs.  He is the editor of the Bloomberg Press booksThe Issuer's Guide to PIPEs: New Markets, Deal Structures, andGlobal Opportunities for Private Investments in Public Equity(December 2009) and PIPEs: A Guide to Private Investments inPublic Equity (2006).

Table of Contents

Introduction.

1 Why Go Public?    

PART ONE. THE BUSINESS OF REVERSE MERGERS.
 
2 IPOs Versus Reverse Mergers.  
3 Shells and Deal Structures.
4 Introduction to Rule 419.  
5 China: Land of the Panda, the Great Wall, and Reverse Mergers. 
6 Financing.  
7 Winning Market Support.  
8 Shady Tactics.    

PART TWO. LEGAL ISSUES AND TRAPS FOR THE UNWARY

9 Deal Mechanics.   
10 Due Diligence.  
11 The Regulatory Regime.     

PART THREE. OTHER WAYS TO GO PUBLIC, MANUFACTURING SHELLS, ANDCURRENT TRENDS.

12 Self-Filings and Other IPO Alternatives.   
13 Special Purpose Acquisition Companies (SPACs).
14 Form 10 Shells.  
15 The Experts Speak (Again): A Look Ahead.     

Glossary.
Index.

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