There is a publicly traded company traded on the Pink Sheets that I
believe is very undervalued.  I want to buy between 10% and 40% of the
company's total outstanding shares.  Total shares outstanding are
about 6,000,000 and the publicly traded "float" is about 3,000,000. 
In other words, I would like to buy between 600,000 and 2,400,000
shares of this stock on the open market.

If my ownership position is 10% or more of the company, do I have to
file any paperwork with the SEC? If yes, how do I file with the SEC?

---

Clarification of Question by davidstern-ga on 12 Dec 2004 22:35 PST

Again, this stock is traded on the Pink Sheets.

---

Request for Question Clarification by pafalafa-ga on 25 Dec 2004 14:42 PST

Depends in part on whether the SEC considers the company in question
to be a "small business", which is either (a) annual revenues or, (b)
a public float of less than $25 million.

Does your company fit the criteria as a "small business"...?

---

Clarification of Question by davidstern-ga on 27 Dec 2004 15:29 PST

The stock in question has a publicly traded float of about $300,000.00
and has annual revenues of less than 2 million dollars.

---

Request for Question Clarification by pafalafa-ga on 27 Dec 2004 18:04 PST

David,

Thanks for the additional info...we're getting closer to an answer. 

I presume that you do not want to post the company name here in a
public forum.  However, without knowing which company you're asking
about, I can't yet give you a definitive answer.

Therefore, I'd like to ask you for one more piece of information. 
Please go to the SEC's company lookup site:


http://www.sec.gov/edgar/searchedgar/companysearch.html


and search for the company that you're interested in.


Just enter the company name in the (ahem!) "Company Name" field, and
press "Find Companies".


If the results of your search are "No Matching Companies", please let me know that.

On the other hand, if the results return your company's name, then
click on the "CIK" number next to the company's name to be taken to a
list of reports that it has filed.

Each report will have a number next to it:  10Q, 8K, 20F, etc.  Let me
know the numbers of the last five or so reports that the company
filed.  Also look at the dates of the report -- if they are not fairly
recent, let me know that as well.

With this information (which will not reveal the identity of the
company itself), I can probably give you a pretty definitive answer to
your question.

Thanks,

pafalafa-ga

---

Clarification of Question by davidstern-ga on 27 Dec 2004 22:06 PST

Okay.....I plugged in the full name of the company and nothing came
up.....I don't mind sharing it in the public forum at this point so
that you can give me a precise answer.  American Mobile Dental, Inc. 
Thanks again.  Please let me know.

---

Clarification of Question by davidstern-ga on 28 Dec 2004 18:58 PST

Okay, the name of the company is American Mobile Dental Inc.

---

Request for Question Clarification by pafalafa-ga on 28 Dec 2004 19:05 PST

Thanks David,

The bottom line on all this is that -- as far as I can tell -- you
would not be required to report your ownership in American Mobile
Dental, or otherwise have to report to the SEC.

However, I want to do a bit more checking when markets are open
tomorrow, before posting a formal answer.

But as long as I have your attention for a moment, let me remind you
of the Google Answer disclaimer at the bottom of the page.  I am not a
financial professional, nor is the information I provide any
substitute for professional financial/investment advice.

That said, I hope to be able to post an answer tomorrow, and with a
bit more fact-checking, I expect to be fully confident in the
information I can provide.

Stay tuned...

paf

Hello again David, and thanks for being patient.

As I mentioned earlier, ownership in American Mobile Dental would NOT
have to be reported to the SEC as long as the company continues its
listing on the Pink Sheets.

Here are the various information sources I used in compiling this answer.


=====


In case you haven't come across it, American Mobile Dental has a website at:


http://www.americanmobiledental.com/


and even has an Investor Relations page, though there's not a great
deal of information there.

However, you can call the company directly at 914-835-6004.  I did,
and I found them quite willing to discuss their operations and
reporting status, within the constraints, of course, of not providing
insider information or otherwise offering investment advice.

The principals of American Mobile Dental do not have to file any
reports with the SEC, and neither would shareholders, no matter the
size of their holdings.


=====

American Mobile Dental is listed as pink sheet stock under the symbol
AMBD.PK.  You can see a summary sheet of their company information at
Yahoo Finance:



http://finance.yahoo.com/q?s=AMBD.PK



There are a number of news articles and press releases highlighted on
the above page, and you can click on any one of them for additional
information.

On the left hand side of the page is the "More On AMBD.PK" column,
with a series of links, most of which are greyed-out, indicating there
is no information for the company in these categories.  One of the
greyed-out links is the "SEC Filings" category:


http://finance.yahoo.com/q/sec?s=AMBD.PK


which simply says:  "SEC Filings -- There is no data available for AMBD.PK".


The reason there is no data is that there are no reports (which you
confirmed yourself when you searched the SEC site for the company
name).  There are no reports because a small, pink sheet company like
AMBD.PK is exempt from SEC reporting requirements.

As a shareholder in the company, you would be covered by the same
exemptions -- if the company doesn't have to report, neither do you
(but again, please bear in mind the disclaimer -- you should get some
professional financial/legal advice before basing any decisions on the
information I've presented here).


=====


Some basic information on the pink sheet exemptions can be found at pinksheets.com:

 
http://www.pinksheets.com/faq.jsp



How do the Pink Sheets differ from the OTCBB? 

The Pink Sheets and the OTCBB are competing quotation services for OTC
securities. The Pink Sheets is a privately owned company, while NASDAQ
operates the OTCBB. Unlike the OTCBB, issuers do not have to be fully
reporting companies with the Securities and Exchange Commission (SEC)
to be quoted on the Pink Sheets...



Who regulates the Pink Sheets?

Pink Sheets is neither a Securities and Exchange Commission (SEC)
Registered Stock Exchange nor a NASD broker/dealer. Pink Sheets is
considered a Non-exclusive Securities Information Processor and an
Interdealer Quotation System, for which registration is not required
under current securities laws...



Are there any filing requirements with the Pink Sheets for the issuers?

Issuers are not required to register securities with the Securities
and Exchange Commission (SEC), or be current in their reporting
requirements to be quoted on the Pink Sheets. Nor are issuers required
to file financial or other company information with the Pink Sheets...


==========


As you can see from the above, Pink Sheet companies are not covered by
SEC regulations, and by extension, shareholders of Pink Sheet stock
are exempted from any SEC reporting requirements as well.


I trust this is the information you were looking for.

However, before rating this answer, please let me know if you need any
additional information.  Just post a Request for Clarification, and
I'll be happy to assist you further.


All the best in the new year...


pafalafa-ga



search strategy -- Google searches on:

[ american mobile dental ]
[ pinksheets OR "pink sheets" ]

Pafalafa-ga did an EXCELLENT job of helping me find the answer to my
questions.  Thanks VERY MUCH for your help.

Check here

http://www.sec.gov/rules/proposed/s72704/pinksheets092204.pdf

David

Thank you too...for the kind and generous feedback in its myriad forms.

Happy New Year.

pafalafa-ga