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To: Jeffrey S. Mitchell who wrote (1914)1/22/2006 7:42:23 PM
From: rrufff  Read Replies (2) | Respond to of 12518
 
Filing a form is not getting an SEC approval. I thought your point was that there has to be a 504 in the wings.

The highlighted language in your post applies to everything. Antifraud provisons are never waived but we are going far afield from a statement in one of the prior posts that there had to be a registration.

You cited a blogger who said, "But at some point you need to register these shares (e.g. via a Form D) with the SEC so that the PIPE issuer can legally sell them. The SEC must approve the filing. Hence, the likely meaning of "pending SEC approval."

Message 22086921

It looks like that quoted statement is incorrect.

Again, it is possible that there is a 504 and it is possible that the "subject to SEC approval" is just BS, but so far I see nothing more than assumptions and uncertainty and no facts.