Core Viewpoint - The article discusses the opportunities and risks associated with reverse mergers in the U.S. stock market, emphasizing the strict regulations imposed by the SEC since 2020 and outlining the necessary steps for a successful reverse merger [2][4]. Group 1: Core Process of Reverse Mergers - The core process of reverse mergers includes selecting a compliant shell type, conducting due diligence, signing a reverse merger agreement, submitting SEC Form 8-K, and applying for a main board upgrade [2][3][4]. - Different types of shell companies include blank check companies, OTC shell companies, and SPACs, each with distinct characteristics and suitability [2][3]. Group 2: Key Operational Steps - The first step involves due diligence to confirm the shell company has no debts or lawsuits [3]. - The second step is to execute a reverse merger agreement, followed by the submission of Form 8-K to the SEC within 15 days after the acquisition [4]. - To list on NASDAQ or NYSE, companies must meet specific conditions, including a net asset of at least $5 million and a stock price of at least $4 [4]. Group 3: Core Risks of Reverse Mergers - New SEC regulations require shell companies to submit Form 10 immediately after listing, reducing the previous one-year grace period [5]. - The lock-up period for original shell shareholders has been extended from 6 months to 12 months under Rule 144 [5]. - There is a high risk of fraud, particularly in the OTC market, where approximately 40% of OTC shells have undisclosed related-party transactions or inflated assets [5][6]. Group 4: SPAC as a Mainstream Alternative - SPACs have become a mainstream method for reverse mergers, with a success rate exceeding 80% [7]. - The cost comparison between traditional reverse mergers and SPACs shows that SPACs involve hidden costs such as 20% equity incentives for sponsors [7]. - The operational flow of SPACs includes an IPO, target search within 24 months, and subsequent De-SPAC merger [7]. Group 5: Compliance Path Recommendations - Traditional reverse mergers are suitable for small businesses with annual revenues of less than $5 million, while SPAC mergers are recommended for medium to large enterprises [9][10]. - Key steps for SPAC mergers include selecting reputable SPAC sponsors, negotiating De-SPAC valuations, and signing PIPE financing agreements [9][10]. - Direct IPOs are highlighted as having the lowest regulatory risk and high brand premium, with a timeline of 6-9 months for completion [10][12].