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Tiber Creek Corporation
9454 Wilshire Blvd. 6th Fl.
Beverly Hills, CA 90210
310-888-1856 fax
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Public Shell Corporation compared to S-1 Registration Statement

We would be pleased to assist you in taking your company public in the United States. We have considerable experience with S-1 registration statements and filing them with the SEC (Securities and Exchange Commission).

Tiber Creek is the leading company that helps private companies become public companies by filing an S-1 registration statement. We will make sure your registration statement covers all these points:

    •   A description of the company's business and any property owned by the company.
    •   We will also explain in detail the nature of all the transactions with the company
            principals, officers, and directors. 
    •   Further items for inclusion are any pending legal proceedings, the plan to distribute the
            company's securities and how the proceeds from the sale of the company's securities
            will be used.

Our clients have told us they often thought: "how does a company go public?" or wondered: "how do I take my company public?". They might have heard about people that would do what was called a reverse merger with a public shell company or simply a shell company or shell merger. Reverse mergers with shell companies or shell corporations are just one way to go public.

You do not have to do a reverse merger with a shell corporation. The SEC (Securities and Exchange Commission) regulates companies that want to become a publicly traded company. If you have decided on your own that you want to do a reverse merger with a public shell (public shell corporation also known as a public shell company) you are advised to discuss your needs with a lawyer that has many years practicing SEC securities law. Our CEO is a lawyer who has been involved with securities law for a great many years.

Doing a reverse merger - also know as a reverse takeover (RTO) - or reverse merging with a trading public shell company or a publicly traded shell company is only one way of going public We can file a registration statement with the Securities and Exchange Commission. Filing a registration statement (usually an SEC S-1 registration statement) is another way for businesses to become public companies. A merger with a public trading public shell company is not to be confused with a merger with a new blank check virgin public shell company. There are a variety of different public companies. You have Form 10 public shell corporations, you have public trading public shell and you have SPAC's Special Purpose Acquisition Company. You don't have to use any of these if you do not want to and you can do an SEC Filing and Form S-1 Registration Statement SEC. This is an involved procedure and requires the help of a company that has many years experience in this field.

A. A registration statement allows you to structure your company exactly as you want. Merging with a trading public shell company or shell corporation means accepting a base of shareholders you do not know and who may sell into the market when you do not want this.

B. Becoming a public company through a reverse merger is one way corporations become public companies. . The US Securities and Exchange Commission SEC now require that for a merger into a public shell company also called a public shell corporation that you have audited financial statements for your company at the time of the merger. The prior SEC (Securities and Exchange Commission) rule gave you 75 days to have them prepared. In addition, the document which must be filed reporting the reverse merger (a Form 8-K) now must contain the same information as registration statements..

C. The costs are considerably different. A clean OTC trading company will command as much as $650,000. Our turnkey fee from start to finish is not more than $100,000 and a small stock interest.

Going public can help a company in many ways. The best way to get there is to simply let us take your company public with an S-1 registration statement if you are not interested in a public shell or a reverse merger. There are additional ways to go public other than doing reverse mergers with public shells.


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