Closing on the Shell
Upon the closing your SEC attorney has now received all of the due diligence on the shell his client (the “Buyer”). The attorney has also received all of the stock certificates with signed (and usually with gold medallion guaranteed signatures) stock powers from all of the Sellers.
The escrow agent releases the funds held in escrow to the Sellers and the transaction is closed. The shell is now closed but the transaction is far from over. Your attorney will file what is referred to as a super 8K usually within four days of the closing. The super 8K outlines the reverse merger transaction that just took place along with disclosure about the Buyer’s company inclusive of two year audited financials. A super 8K can be rather lengthy – our last client’s attorney filed a 231 page super 8K on December 31st, 2007.
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