Grey Sheet Public Shells

A Grey Sheet is a non-reporting entity and is sought out by companies who are interested in going public in the sense that they have a symbol, transfer agent and shareholder base, but do not have the immediate need for high liquidity and high trading volume of their stock. It is a sound vehicle for companies in need of capital in the amount of $1 million or less and can be ideal for conducting Rule 504 registered public offerings; Rule 504 accredited investor offerings and similar exempt intra-state offerings.

Grey Sheet Shells and their relevant offerings are generally for young or start-up companies that do not want to actively trade their stock and attract attention from the street until they have completed acquisitions; generated increased revenues or completed other short-term (less than five years) plans, but still desire the benefits of being a publicly traded company.

Grey Sheets can evolve into Pink Sheet Shells or Bulletin Board Shells by filing a Form 10 or similar registrations statement as well as a 15c2-11 application to be quoted on the bulletin board, and may even bypass the application to be quoted on the pink sheets.

Grey Sheets public shells can range in price from $100,000 to $125,000.

Pink Sheet Public Shells

Pink Sheet Public Companies or "Pinks" are companies that are listed by the National Quotation Bureau (NQB). The NASD and the SEC do not require Pink Sheet companies to maintain current reporting status or undertake expensive annual audits. Also, there are no listing requirements for the Pink Sheets such as amount of capital; number of shareholders; market cap; share price; or amount of assets. A Pink Sheet Company is regulated by state and federal securities laws, but is not subject to separate exchange regulations.

Pink Sheet Shell Companies exist in various forms; including reporting and non-reporting as well as trading and non-trading. Pink Sheet Companies are generally priced lower than Bulletin Board Companies due to the fact that they are subject to the limitations of the Penny Stock Rules promulgated under the Securities Exchange Act of 1934.

A Pink Sheet can be an excellent vehicle for a new or start-up entity while it gathers momentum by becoming publicly traded.

Pink Sheet public shells can range in price from $150,000 to $250,000.

OTC Bulletin Board Public Shells

The highest priced and most sought after public shells that trade on the Over the Counter (OTC) market for reverse mergers are OTC Bulletin Board Shells or OTC BB’s.

The OTC Bulletin Board is also a centralized quotation system and is operated by the National Association of Securities Dealers (NASD) and requires that all companies whose stock is traded on the OTC Bulletin Board (or NASDAQ or AMEX) maintain their current reporting status with the Securities and Exchange Commission (SEC), including current audited financial statements. OTC Bulletin Board Shells, like Pinks and Greys, exist in trading and non-trading varieties.

Bulletin Board Companies are highly desirable because they are a reporting entities and subject to all the reporting requirements of the SEC. They are required to be “transparent?in their operations so that investors can make an informed decision before investing. In addition, merger candidates can assess the value of the stock being used to acquire them.

Also like Pinks, OTC BB Shells are part of the National Quotation Bureau and not a Self Regulatory Organization (SRO). Accordingly, they are not bound by the additional rules and regulations of SRO’s regarding operations and dependence of directors; the requirement to maintain a separate audit committee; and the requirements to hold annual meetings while satisfying proxy requirements, all of which requirements are governed by state law.

There are no actual listing requirements associated with Bulletin Board Shells; for example the Bulletin Board does not set thresholds regarding number of shareholders; assets; market capitalization and share price. The fundamental difference between a Bulletin Board and a Pink Sheet or Grey Sheet is the reporting requirements. While Pinks and Greys are non-reporting entities, a Bulletin Board is subject to the reporting requirements of the Securities Exchange Act of 1934 including but not limited to annual reports on Form 10K, quarterly reports on Form 10Q and current reports on Form 8K.

In addition, Bulletin Boards are “piggy back?qualified for market makers meaning that market maker may quote while relying on the due diligence of other market makers. Bulletin Board Shells can range in price from $350,000 to upwards of $600,000.

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