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PIPEs: A Guide to Private Investments in Public Equity: Revised and Updated Edition by E. Kurt Kim, Steven Dresner

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CHAPTER 11
Reverse Mergers + PIPEs The New Small-Cap IPO
DAVID FELDMAN
Feldman Weinstein & Smith LLP
 
 
 
 
Blockbuster Entertainment, Waste Management, Occidental Petroleum, Turner Broadcasting, Tandy Corp. (Radio Shack), and Muriel Siebert are just a few well-known companies that went public through a “reverse merger.” To the uninitiated, a reverse merger is a deceptively simple concept. Instead of pursuing a traditional IPO utilizing an investment bank serving as underwriter, a company arranges for its stock to be publicly traded following a merger or similar transaction with a publicly held “shell” company. The public shell has no business other than to look for a private company with which to merge. Upon completion of the merger, the private ...

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