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Reverse Mergers

Reverse Mergers
Author: David N. Feldman
Publisher: John Wiley & Sons
Total Pages: 305
Release: 2010-05-20
Genre: Business & Economics
ISBN: 0470883480

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In good markets or bad, reverse mergers play a key role for companies that want to avoid the IPO route for going public. Since the successful first edition of Reverse Mergers was published in 2006, the economic and regulatory landscape has changed. Executives, owners, lawyers, accountants, professional investors, regulators, and others need to know what those changes mean for reverse mergers. Reverse-merger expert David Feldman gives an overview of the most important changes since the previous edition was published: new SEC regulations, the changing nature of SPACs (Special-Purpose Acquisition Company), and the emergence of new instruments called WRASPs (WestPark Alternative Senior Exchange Process). The book includes a new chapter on China, and the “Experts Speak” chapter features all new interviewees. David Feldman is one of the country’s leading experts on reverse mergers, self-filings, and other alternatives to IPOs. His firm has guided hundreds of companies on going public, advising them on structure and mechanics, financing, due diligence, regulatory issues, and more.


Two Essays on Reverse Mergers

Two Essays on Reverse Mergers
Author: Frederick Amon Adjei
Publisher:
Total Pages: 87
Release: 2006
Genre:
ISBN: 9781109972061

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An investigation of the effects of various features proposed as indicators of firm survival following reverse mergers is conducted using the accelerated failure time (AFT) model. The results imply that large, high performance, and low risk private firms that engage in reverse mergers will have longer survival time in the aftermarket. The use of a financial advisor as well as venture capital backing lengthens survival time. Additionally, the most probable delisting time of an average reverse merged firm is in the 24th month with a probability of delisting of 5.69 percent. For NASDAQ reverse merged firms, the maximum probability of delisting is 5.75 percent in the 23rd month and for NYSE/AMEX reverse merged firms; the maximum delisting probability is 5.37 percent in the 27th month.


Shell Games

Shell Games
Author: Charles M.C. Lee
Publisher:
Total Pages: 56
Release: 2014
Genre:
ISBN:

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We examine the financial health and performance of reverse mergers (RMs) that became active on U.S. stock markets between 2001 and 2010, particularly those from China (around 85% of all foreign RMs). As a group, RMs are early-stage companies that typically trade over-the-counter. Chinese RMs (CRMs), however, tend to be more mature and less speculative than either their U.S. counterparts or a group of exchange-industry-size matched firms. As a group, CRMs outperformed their matched peers from inception through the end of 2013, even after including most of the firms accused of accounting fraud. CRMs that receive private-equity (PIPE) financing from sophisticated investors perform particularly well. Overall, despite the negative publicity, we find little evidence that CRMs are inherently toxic investments. Our results shed light on the risk-performance trade-off for CRMs, as well as the delicate balance between credibility and access in well-functioning markets.


Cross-Border Reverse Mergers

Cross-Border Reverse Mergers
Author: Jordan I. Siegel
Publisher:
Total Pages: 0
Release: 2013
Genre:
ISBN:

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We study non-U.S. companies that have used reverse mergers as a means to adopt U.S. corporate law (and sometimes U.S. securities law as well). Early adopters of cross-border reverse mergers and those firms that hired a Big Four auditor exhibited superior corporate governance outcomes. Later adopters of cross-border reverse mergers were likely to strategically mimic the early entrants only to gain access to U.S. capital markets -- that is, they took some governance actions but not others -- and are shown to be likely to have worse corporate governance outcomes over time. Firm-level origins in China initially appears to be a significant negative determinant of at least some corporate governance outcomes, but the variable loses its statistical power when examining the most comprehensive data set on cross-border reverse mergers yet assembled and when including a battery of relevant control variables. Adoption of Nevada's corporate law is associated with some of the most serious restatements involving real corporate governance and data manipulation problems. In summary, the evidence supports the existence of strategic mimicry, which the capital market did not fully discern for many years. It also supports the explanatory power of reputational bonding to explain the fact that adoption of U.S. institutions can be used either to build reputation or to exploit relatively weak U.S. cross-border law enforcement.


Mergers, Acquisitions, and Other Restructuring Activities

Mergers, Acquisitions, and Other Restructuring Activities
Author: Donald DePamphilis
Publisher: Academic Press
Total Pages: 584
Release: 2019-08-13
Genre: Business & Economics
ISBN: 0128150750

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Mergers, Acquisitions, and Other Restructuring Activities: An Integrated Approach to Process, Tools, Cases, and Solutions, Tenth Edition, is the most comprehensive and cutting-edge text available on the subject. Supported by recent peer-reviewed academic research, this book provides many recent, notable deals, precedent-setting judicial decisions, government policies and regulations, and trends affecting M&As, as well as takeover strategies and tactics. Today's policies, politics and economics are reflected in the book's 40 case studies, 90% of which involve deals either announced or completed during the last several years. These cases represent friendly, hostile, highly leveraged, and cross-border transactions in ten different industries, involving public and private firms and those experiencing financial distress. Sections discuss an overview of M&As, key regulations, common strategies and tactics, how managers may choose a business strategy from available options, valuation methods and basic financial modeling techniques, the negotiating process, how deal structuring and financing are inextricably linked, how consensus is reached during the bargaining process, the role of financial models in closing the deal and strategic growth options as alternatives to domestic M&As. Provides a rigorous discussion of the strengths and limitations of financial modeling as applied to M&A and how these models can be applied in various areas Includes new academic research and updated/revised case studies Presents updated M&A tactics and strategies, along with court cases and new regulations governing business combinations, valuation methodologies and financing


How to Find a Home Run Stock

How to Find a Home Run Stock
Author: John Lux
Publisher: Eagle Point Publishing
Total Pages: 168
Release: 2003
Genre: Business & Economics
ISBN: 1599711818

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This book on stock market investing gives you all the techniques and understanding you need to find that "hot stock," that can outperform the market. The book was written by a professional stock trader to simply tell his assistants how to pick stocks. The techniques are simple to understand and simple to use. Stock picking and stock trading is illustrated by taking a specific stock as an example for a period of years and showing you how to do it yourself. Discover how the stock market works, what to buy and when to sell.


The Big Four and the Development of the Accounting Profession in China

The Big Four and the Development of the Accounting Profession in China
Author: Paul Gillis
Publisher: Emerald Group Publishing
Total Pages: 362
Release: 2014-02-21
Genre: Business & Economics
ISBN: 1783504862

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This volume provides a history of the domination of the Big Four in the Chinese accounting industry, explaining why China was unable to keep the market for its own accounting firms. The book details how easy access to U.S. capital markets led to major accounting scandals, and a clash between U.S. and Chinese regulators.


SEC Docket

SEC Docket
Author: United States. Securities and Exchange Commission
Publisher:
Total Pages: 1464
Release: 1998
Genre: Securities
ISBN:

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Institutional Investor Activism

Institutional Investor Activism
Author: William W. Bratton
Publisher: Oxford University Press
Total Pages: 817
Release: 2015
Genre: Business & Economics
ISBN: 0198723938

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The past two decades has witnessed unprecedented changes in the corporate governance landscape in Europe, the US and Asia. Across many countries, activist investors have pursued engagements with management of target companies. More recently, the role of the hostile activist shareholder has been taken up by a set of hedge funds. Hedge fund activism is characterized by mergers and corporate restructuring, replacement of management and board members, proxy voting, and lobbying of management. These investors target and research companies, take large positions in their stock, criticize their business plans and governance practices, and confront their managers, demanding action enhancing shareholder value. This book analyses the impact of activists on the companies that they invest, the effects on shareholders and on activists funds themselves. Chapters examine such topic as investors' strategic approaches, the financial returns they produce, and the regulatory frameworks within which they operate. The chapters also provide historical context, both of activist investment and institutional shareholder passivity. The volume facilitates a comparison between the US and the EU, juxtaposing not only regulatory patterns but investment styles.