Mina Mar Group

Over-the-counter may refer to OTC market or process of trading securities that are not listed on some of major exchanges. On OTC market securities are traded via broker dealers who quote the stock unlike exchanges which function as auction market. Companies that can't meet listing requirements of major exchanges usually because they are too small and volatile or they don't want to be subjected to strict regulations and requirements of exchange trade on OTC market as so called unlisted securities. Over-the-counter market is decentralized market, without physical location. Broker dealers who are regulated by Financial Regulatory Agency (FINRA) act as market makers by quoting the prices but it is possible that transaction can happened between two parties without others knowing information about price. This makes market less transparent alongside fewer regulatory requirements. Stocks trading on OTC are considered to bear additional risk, especially default risk but it is ...

Mergers requires at least two companies consolidating. After board of directors approve combination they seek shareholders approval if merger has material impact on either company. Result is that acquired company becomes the part of acquiring company. Stockholders may receive stock, cash or combination of the both. In stock for stock agreement between companies they agree to exchange shares on set ratio where post merger price will depend on the market condition and assessment of new companies chances for success. In cash for stock deal acquiring company agrees to pay certain amount for every share of the target company and in response price of the stock will usually rise while the price of acquiring company slightly falls. On the other hand reverse merger is more type of acquisition because one private company buys a public shells company in order to circumvent costly, lengthy and complicated process of initial private offering (IPO). After the exchang...

It's no secret that many businesses   use reverse merger as a tactic to avoid traditional IPO process. Merging into a public shell brings several advantages. During a process of reverse merger the control of public shell company is bought by the shareholders of private company, merging with it and becoming public in that way. Because public shell is already registered with Security and Exchange Commission there is no need to do it again.  Reverse merger is considered alternative to lengthy and costly process of traditional IPO. Typically it takes 6-12 months to go public by means of initial public offering, sometimes even more than a year. Also be prepared that it is a time consuming task for your top management and they will be using less time on operating the business. With reverse merger the whole process is much quicker ranging between couple of weeks and four months while also lowering the cost of going public and diluting fewer of company's stocks...

Reverse merger is a good alternative to traditional initial public offering. Reveres merger is the acquisition of a public company by a private company when shareholder of a private company purchase control of the public company and then merge it with a private company. In this way lengthy and complex process of IPO is bypassed. Publicly traded corporation is called shell because that company usually doesn't have any assets or net value but only its organizational structure.  What reverse merger does is that it separates the going public process and capital raising function. Is is basically conversion mechanism that turns private company into public company. Raising capital is not priority but benefits that come with being a publicly traded company. This separation is the main reason why reverse mergers has so much benefits. private company doesn't have to hire investment bank for underwriting and marketing the shares the process is less expensive ...

In this memo, the benefits OTC shell companies stand to gain in Tier1 under the Reg A+ will be the main subject.  All transactions involving the trade of securities in Tier 1 conducted within the provision of the Reg A+ is mandated to be in accordance with the regulations enforced by the Blue Sky laws. The trading operations in Tier 2 are not bound by these regulations and the highest demand from the state is limited to requesting that the company files a Form D, it is also not mandatory for the Tier 2 offerings to be presented to the state for review. We see a better future for the corporate world with the new structure being implemented for the Reg A+. This will make it easier to generate the needed funding capital and revive the Shell companies classified as non-reporting OTCs. The “Blue Sky” law is the term given to the laws governing transactions involving state securities. It is mandatory for companies to obey the state and federal laws when trading existing or new secur...

Since 2006 we have been assisting publicly traded companies create a win win relationship with their shareholders and followers. We specialize or focus on small cap both reporting and non-reporting companies.  For private companies we work with equity lenders, who finance your business  via  “traditional”  methods. The financiers security is the equity in your company and your undertaking that you will go public within the next 12-24 months. Your cost is zero if you qualify. This is done via reverse take over (RTO) . The beauty of the RTO deal is in a RTO you are in control of both companies as existing management resigns.  In addition to RTO we do corporate turnarounds and offer full range of boutique private placement financing. Process In a reverse takeover, shareholders of the private company purchase control of the public shell company and then merge it with the private company. The publicly traded corporation is called a "shell" since al...