The Securities and Exchange Commission (“SEC”), Division of Corporate Finance frequently notes disclosure deficiencies in the disclosure of reverse merger transactions in on 8-K Filed. This post summarizes SEC staff comments in response to reports on Form 8-K reporting of reverse mergers with public shell companies or similar transactions that result in a public company no longer being designated as a shell company.
A Current Report on Form 8-K reports that reports a reverse merger transaction is known as a Super 8-K because of its expansive disclosure requirements which include that the issuer provide “Form 10 information” including audited financial statements.
