Home
>
Small Business
>
Why are Reverse Mergers Often the Victims of Short Sellers?

Why are Reverse Mergers Often the Victims of Short Sellers?

There is a great deal of abuse going on in the OTC Bulletin Board Market and a lot of money is being made as result of it. Regulators are trying to deal with the problem but are unable to put a halt to it, unless they take drastic steps which will be detrimental to the small and micro-cap market.

The small and micro-cap market is an essential part in bringing small and mid-size companies public through Reverse merger and Regulation D (504) offering, these are the two most popular methods used by small and mid-size companies to go public.

This two avenues are prefer by small and mid size companies because they simpler and less expensive than the traditional IPO, It can be refer to as a simplified fast track method by which a private company can become a public company.

I described the process in detail how small and mid-size companies can go public in previous articles, if you miss them, you can email me and I will be happy to explain it.

I have over 25 years of experience in the securities industry as market maker and trader. In my own brokerage firm and with a couple of the largest wholesalers in Wall Street. I believe my experience qualify me to write on the subject with clarity and honesty from a birds eye view.

I believe in short selling as a legitimate way of providing liquidity to the market as an essential part market making, that is not what I am referring to.

A short position is established when somebody sells a stock they do not own hoping to be able to buy it bac at a later day for a lower price.

There are several reasons why selling short the stock of companies that have gone public through a reverse merger is profitable and easy, I will identify them and suggest ways that this can be stopped once all for all without affecting the legitimate short seller who are willing to sell and bear the risks associated with carrying a short position. Reason number one (1). Corporate shells, in order for an operating private company to go public in a Reverse merger it must merger with a public shell. A public shell is what remains when a public company is bankrupt or liquidated, also some shell are created as Blank Check companies,

A Blank Check company has shareholder and maybe some cash in its books but nothing else, they are created by enterprising entrepreneurs for the sole purpose of merging an operating private company into it.

What happens is that when the shell owner sell the shell to the private company he retains 5-15% of the shares for himself, on top of collecting any where upward of $500,000.00 for himself. And even if he signed and agreement not to sell for a year, most of these people can not be trusted and will at some point dump the stock or have somebody create a short position in their behalf.

Solution: The shell owner must be made to sell the entire position and be content with the money, which in most cases represents an enormous profit. I don't have anything against anybody making a lot of money, I am all for it because I also stand to make a lot of money, I am against the way they do it.

(2). The shareholder base: In order for a company be listed on the NASDAQ Small-Cap market or the OTC Bulletin Board it must have a specified number of shareholders to qualify for listing.

(2A). Improper due diligence: Prior to purchasing a shell the private company along with the consultant that they retain to assist them in the Reverse merger should do a complete review of the shareholder list. some of those shareholder may have excessive number of shares and the true beneficial owner may be the shell owner or the consultant himself, there are a lot of smooth talking wolves posing as consultant who are operating in conjunction with the shell owner.

Solution: First run the consultant's named and his previous employer through google and see if he has been convicted of any securities related crimes and has been barred from participating in any stock related transactions. Second write the regulator and request that consultants be required to have a website with their name on it, most of this unscrupulous character operate in a stealth manner so that regulators can't detect their activities.

Petition the Securities and Exchange commission requesting a reduction in the number of shareholders require for listing, and if a shell has too many shares outstanding don't buy it!

(3), Market Makers: Market makers in OTC Bulletin Board Securities are permitted to maintain a short position in securities that they are acting as market makers, but what some trader do is they register for a stock and go out sell stock on the bid (the price other market makers are willing to pay) and immediately cease to make a market in the stock and keep the short position.

Technically when a trader does this, he is circumventing the intent of the rule which allows market makers to short a stock in his role as a market maker.

Solution: Require traders to remain acting as market makers until they purchase the stock back, also regulators must make clearing agent to enforce the rules concerning the delivery of the securities on settlement or execute a buy in (buy the stock back and charge the seller) if the seller fails to deliver the stock within the prescribed period of time.

I believe that these reforms will go a long way in altering the climate for participant in Reverse merger, and in removing the vultures the prey on unsophisticated business owner from the market place.

But until the regulators act the responsibility is on the business owner to perform the proper research, if I sound like a crusader maybe that is because the industry has been good to me and I hate to see the vultures taking it over.

Joseph D. Quinones, President of Genesis Corporate Advisors has spent over 25 years in the securities industry. In 1992 he founded JDQ Financial Group, Inc. and proceeded to build it up from a one man operation to the point where it employed many traders, advised numerous client and generate millions in revenues.

If you are thinking about doing a reverse merger and have questions contact us at: www.genesiscorporateadvisors.com

Email: josephquinones@genesiscorporateadvisors.com

scheduled maid service Northbrook ..

In The News:

A third-party dental marketing agency's unsecured database exposed millions of patient profiles with personal information that could be exploited for identity theft and insurance fraud.

New York-based Aircela unveils refrigerator-size device that converts air and water into fossil-free gasoline, with initial deployments planned for 2025.

Your home address is easily accessible on people finder sites, putting you at risk for stalking and identity theft, but data removal services can help protect your personal information.

Stay up to date on the latest AI technology advancements and learn about the challenges and opportunities AI presents

Robot combat evolves at Unitree's Iron Fist King event as G1 robots face off in China, featuring knockouts, precise strikes and agile machines that can perform side flips.

Take control of your digital privacy with actionable tips like Facebook privacy checkup, location tracking management and data removal services to protect your personal information.

Smart TVs and streaming devices manufactured in China are being compromised by BadBox 2.0 malware before users even power them on; infections have been detected in 222 countries.

The lightweight, 15-pound Tenniix tennis robot mimics pro playing styles like Nadal and Federer, using AI trained on 8,000 hours of professional tennis data.

Oak Ridge's uranium enrichment facility supports America's AI ambitions amid concerns that China's aggressive nuclear reactor construction could give it an edge in powering data centers.

Facebook scam ads now leverage AI and deepfakes to create convincing celebrity endorsements, targeting specific demographics with sophisticated schemes.

Apple unveils iOS 26, macOS 26 Tahoe and iPadOS 26 with translucent Liquid Glass design at WWDC 2025, featuring ChatGPT integration as competitors advance rapidly.

The Atom Touch prosthetic arm combines an AI neural interface with EMG sensors, allowing amputees to control individual fingers with precision at an affordable $25,000.

Aspen officials aim to have crews on the scene within five minutes — something they say would be nearly impossible without precise location data the AI technology gives.

Tech expert Kurt “CyberGuy" Knutsson says iPads are usually secure, but hackers can access them. Spot warning signs early to protect your data.

Tech expert Kurt Knutsson reveals how to easily move photos and videos off your iPhone or Android to securely protect your favorite moments.

The Social Security Administration is launching digital SSN access this summer. Tech expert Kurt “CyberGuy" Knutsson helps you learn how to use it and protect your identity.

Glide underwater with CudaJet and make the ocean your playground. Kurt “CyberGuy" Knutsson discusses the redesigned tech that might be your next big thrilling adventure.

Protect yourself from login alert scams with five security steps, including avoiding suspicious links, checking account activity and enabling two-factor authentication

Skip the usual Father's Day gifts with personalized ideas for tech enthusiasts, home brewers, pool owners, seniors, outdoor lovers and privacy-conscious dads.

DMV text scam alert: Fraudsters impersonating motor vehicle departments nationwide are sending threatening messages about unpaid tickets and tolls to steal your information.

Fox News' AI Newsletter brings you the latest on this rapidly evolving technology.

E-BAR, MIT's mobile robot, provides physical support for seniors with handlebars that follow from behind, helping prevent falls while maintaining dignity for aging adults.

AI is changing everything – now, we can even use it to generate video. I tried OpenAI's Sora and Google's Veo – here's how they measure up against each other.

Five simple phone setting tweaks that make your device work harder for you, from automatic text message deletion to scheduled focus modes.

Android users can save time with 10 simple automations, including automatic battery saver mode, location-based Wi-Fi settings and scheduled "Do Not Disturb" mode.

Why are Reverse Mergers Often the Victims of Short Sellers?

Small Business