Special situations research

Find public shells for reverse mergers.

Scan exchange-distressed micro-caps, classic OTC reporting shells, and blank-check SPACs using EDGAR filing signals, Polygon market data, and XBRL cash/revenue filters.

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EDGAR search shortcuts

Do not search generic phrases like “public shell company” — filers use mandatory boilerplate. Use exact quoted legal text, SIC 6770, or boolean formulas below (last 180 days).

How to find Nasdaq / NYSE reverse-merger targets

Major exchanges treat reverse mergers as new listing applications (Nasdaq Rule 5110 and NYSE equivalents). Targets must survive quantitative listing standards, seasoning rules, and clean cap-table diligence post-close.

1. M&A intermediaries

Transaction-ready shells are often sourced through boutique investment banks, securities counsel, and marketplaces (e.g. DealStream, BizBuysell public-shell sections). These channels surface controlling shareholders looking to exit a listing.

StockGPS automates EDGAR + market-data screening; intermediaries still matter for off-market shells and negotiated control transfers.

2. Quantitative screening

Scan for micro-cap exchange names that look like distressed public vehicles:

  • Market cap: $10M–$50M (nano / micro-cap)
  • Revenue (TTM): near $0 (≤ $5M in our scanner)
  • Cash / share: rank wind-down names with remaining cash
  • Employees: often < 10 after wind-down (verify in 10-K)
  • Exchange: Nasdaq, NYSE, or NYSE American

3. SEC EDGAR full-text signals

Avoid generic “public shell company.” Use exact mandatory boilerplate instead:

  • "shell company as defined in Rule 12b-2" — required periodic disclosure
  • "substantial doubt … going concern" — distressed 10-K auditor warnings
  • "development stage company" AND "no revenues" — stagnant registrants
  • SIC 6770 — blank checks (SPACs; manual only — auto-scan excludes)
  • Boolean: ("blank check" OR "shell company") AND "Nasdaq" + 10-K/10-Q, last 180 days

Automated scan uses these phrases for all three shell types: distressed exchange names, classic OTC shells, and SPACs.

4. Exchange & deal risk

  • Initial listing qualification: combined entity must meet post-merger market cap, price, and governance rules
  • Seasoning: Nasdaq may require OTC or regulated-market trading history before up-listing unless a qualifying underwritten offering is completed
  • Hidden liabilities: audit for toxic converts, lawsuits, and legacy financing before any LOI

Full methodology: PUBLIC_SHELL_DISCOVERY_PLAN.md in the project repo.

Important disclosure

Shell Discovery is for research and corporate-transaction education only. It is not investment advice and not a recommendation to buy, sell, or merge with any security. Public shells are highly speculative, often illiquid, and susceptible to fraud and manipulation. Consult qualified securities counsel before any transaction.