Take Your Company Public: Anatomy of an S-1
Your company is growing. Now you are ready to start raising serious capital and you here the public fund raising markets. Here are the basics of your S-1 filing. Know the lingo before you hire a consultant. Because companies must adhere strictly to SEC regulations, initial prospectuses are similar in their organization. Each S-1 generally consists of the following sections:
Front Section — An S-1 contains a small amount of information not available in a prospectus. In this first section, you can quickly find the issuing company’s phone number and get a vague sense of the future offering price.
Cover/Inside Cover — The prospectus cover outlines the general terms of the offering, including names of the underwriters, number of shares offered, and pricing information. The actual share price is absent from a prospectus until the day of the offering.
Prospectus Summary — Here you will find a brief synopsis of the company’s business and history, a modest discussion of the change in capitalization to occur as a result of the offering, and a useful summary of financial information covering the last five years, if available. If you are screening prospectuses for investment ideas, start here.
Risk Factors — After you have read a few prospectuses, you will become familiar with the “usual suspects” in this section, including “Possible Volatility of Stock,” “Limited History of operations,” “Dilution,” and “Dependence on Key Personnel.” Nevertheless, this section is a worthwhile read to be sure that you understand the challenges facing the company’s management. The discussion of competition can be sobering, but it can also provide a means to compare the value of the issuer against the financial performance and market valuation of its competitors.
Taking your company public should be an exciting and revitalizing time. Don’t take unnecessary risks, hire a consulting firm who can streamline this process and deliver the results you’ll need for success!
Want S-1 Filing Information? Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!
Read More...Going Public? Here Are The Keys To Your Success
Going public, the ultimate in the evolution of companies who are seeking access to powerful global finance options for rapid expansion, deepening corporate roots and gaining industry prominence as a true powerhouse and player. The process of going public is technical yet pretty straight forward: business plan, Private Placement Memorandum, Direct Public Offering, Financial Audit, S-1 filing, SEC comments phase, SEC approval, FINRA approval, symbol and then you’re public.
Never price shop for consultants that take companies public and be weary of consultants that will start off a conversation by answering questions geared toward price and giving you quotes without understanding your business first; without the proper information a realistic quote can’t be given anyway.
When you’ve found a consultant that you’re comfortable with you’ll need to get a solid understanding of their full range of services. Of course you’ll want a consulting firm that will handle all of the above for your company but you’ll also need to consider the post IPO services. What happens after you’re public? The reality is, selling off stock in a rapid fashion to raise capital is the last thing you want to do, instead you need to approach your consultant and market maker on how to cross collateralize your securities to raise equity loan capital.
This can be done easily and quickly if you’ve brought on the right group of advisers to expand your company to the global public. When considering the idea of taking your company public it’s important to note that there are many ways to raise capital after you are public without selling off chunks of your company (consult your financial advisers for more information).
Next, when deciding on a consultant they should also have solid investor relationships to assist your company in raising the capital necessary to go public. A true turn-key consultant will have a database of investors seasoned in the process of pre-IPO finance and will often times jump at the chance of investing in the PPM and DPO phase at a discount for companies that are in the process of going public as this almost guarantees that the investor will double or triple their initial investment when the company achieves public status.
Out of the hundreds of consulting firms that offer the ‘take your company public’ service, there are only a dozen or so that actually offer the complete full range of services needed to successfully accomplish public status in a way that maintains investor confidence and corporate longevity. Do your research and find a firm that is well seasoned in the turbulent waters of this industry.
Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!
Read More...Real Estate Investors and Rehab Specialists: You Must Read This ASAP!
For real estate investors, there are two things that are always in short supply regardless of the ups and downs in the economy: capital and quality inventory. Most investors that I have worked with not only need capital but strategies to go after capital that is not issued based solely on a credit score. Even if a real estate investor has good credit they still have the obstacle of too many inquires and too many open loans on their credit report and funding sources are spooked by these distractions and turn the applicant down even though all of their loans are current and they have a solid FICO.
If the above describes you or if you have limited or poor credit and you’re a serious real estate investor, here is how to get all the capital you’ll ever need. First put a solid strategy together. Start with your company infrastructure. Organize your company with a CEO, CFO, Board of Directors etc. After you’ve done this you want to set up your inter-industry strategic alliances which should be composed of other investors, bird dogs, electricians, roofers, general contractors etc. You want each of these alliances to have a purpose. They should be a portal for industry niche knowledge and consultation and also referral hubs. Let each of your alliances know exactly what type of investments you’re looking for and as they are sending you referrals, reciprocate by issuing them work in whatever specialty they are in.
Next you want to have a solid business plan written for your company (don’t write this yourself, have a professional do it for you) that spells out the intricacies of your company, your alliances, your accomplishments and goals. Paint a picture of success and strength.
Next you need a mechanism for accepting investment capital so you’ll need a Private Placement Memorandum. This document package gives a technical breakdown of your investment opportunity and spells out the risks and advantages in detail to keep you from getting sued by investors down the road. This memorandum takes advantage of SEC Regulation D Rule Exemptions 504, 505 or 506. A PPM is the minimum requirement dictated by the SEC for accepting capital from accredited and non accredited investment sources. Real investors will demand an PPM anyway so it’s good to have it done beforehand.
Now that your company is properly structured, you have a solid board of directors and alliances; your business plan is well written and to the point, you have a solid outlet for accepting capital from investors, you are now ready for capital. Your best bet is to go back to the company who wrote your business plan and private placement memorandum and use their ‘investor finder’ service. Legitimate corporate consultants who write technical documents will also stand behind their work by assisting their clients in finding investors. One solid strategy for getting access to capital quickly and easily is to have your Investor Finder forward go through their database and email individual and institutional funding sources.
When you are contacted by these investment sources, give them the option to invest in your company using the PPM (which will give you a fund in which you will be able to rehab real estate, buy at auctions etc). You will also want to give them the option of investing in a ‘per deal’ scenario. Allow them the option to also (or only) invest in particular transactions with you so when you get a deal, with a solid investor finder service, you’ll eventually have 100+ solid investors to go to for quick capital on particular transactions that go above what your PPM fund can handle.
There you have it, a strategy that works 100% of the time for real estate investors globally. Your best bet, to make sure that you do this properly, is to hire a consultant that can set up this process for you. Cheers to your success!
Need Real Estate Partners and Funding?Need A Corporate Consultant?, call Princeton Corporate Solutions at 267-233-0183We Can Transform Your Business
Read More...Due Diligence Problems? Pass With Flying Colors
Why throw gobs of cash at a publicist with outrageous fees to get you a tiny insignificant article in a newspaper or magazine rag when you can literally become an industry niche sensation overnight using a carefully constructed video and a handful of long tail industry specific keywords?
Traditional publicity firms have become that’72 bowling ally loitering, disco dancing undesirable while a new breed of publicists have stepped in and transformed the industry from paper, to cyberspace in only a few short years. Why traditional publicists have been adjusting that pathetic comb over hairstyle, young and aggressive publicists have been creating publicity techniques that deliver results in 24 to 48 hours as opposed to 6 to 8 weeks and as far as results, there is no comparison.
Internet marketing and publicity techniques such as strategic video submission, if done correctly will transform the direction of a failing company to “THE” industry powerhouse almost instantly by loading the video with solid, well thought out descriptions and targeted long tail keyword tags. A publicist who understand the concept of pure video publicity can tailor a campaign that can outperform any traditional publicity technique ever devised by the good ole’ boy networks who overcharge and under deliver for their clients.
Video promotion will expand far past the tiny geographic proximity of a city, across state lines and into international territory. Publicists that specialize in video marketing and other online methods used in strategic combination with one another, will have the client dominating every aspect of their industry niche.
Targeted video marketing by the Web 2.0 type publicists translates into instant client results that build stronger client relations and can transform the future of any company in any industry. Publicity marketing will always offer a turn-key solution to massive amounts of traffic, branding, marketing exposure and all the bells and whistles of a dozen traditional publicity firms.
Want to work with a REAL Publicity Marketing, firm? Call Princeton Corporate Solutions at 267-233-0183 to feel the power of real Internet Publicity you can count on.
Read More...Attention Investors: Seed Capital Investments Will Change Your Life!
Everyone has heard about a friend of a friend who knew a guy that had a sister who got involved with a company just before they went public, made a small seed investment and when the company went public she made millions.
Real Pre – Public investments in companies that are built to last with solid executive management and board of directors all wrapped in a industry that can still flourish in a recession are extremely difficult to find and impossible to be part of unless you are ‘in the know’, meaning you are the auditing or contract attorney for the company filing with the SEC, the accounting firm doing the third party audit, the consulting firm who is putting together the corporate strategies for the company or the investor relations industry that is gearing up for the publicity and promotions campaign to run in a post offering environment.
Typically the invitation to invest in a pre-public company comes in the form of a Direct Public Offering after the company is divided into shares with a private placement memorandum and before the third party audit and before and during the comments stage of the S1 filing. If you are fortunate enough to invest in a company with the above description you will most likely being offered deeply discounted stock (cheaper than what will be offered in the public market) which means you will (if the offering goes as planned) increase your initial investment amount by 200+ percent.
This is not at all a rare instance. Getting invited to invest in the pre-public, seed capital stage is actually quite simple if you know who to talk to. The best companies to become aligned with are ‘go public’ facilitation consultants and corporate turnaround consultants. These groups take companies public for a living and can usually plug you right in when the company is qualifying with the SEC and needs to have 40 investors on the book to qualify to go public (on the OTCBB). Simply contact the company and they will typically give you a quick information form to fill out to collect your name, phone, investment history and investment threshold.
It’s a fact, once you started investing in solid pre-IPO stock investments, you will dump your broker and never buy stock the traditional way again. Now get out there and experience the power of seed capital investment!
For Corporate Consulting or Invest Seed Capital In Pre-IPO Companies, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!
Read More...Seeking Venture Capital Investment? Here Are The Steps That Will Get You The Money You Need Fast!
So you’ve created a widget that’s going to change your industry or you have an idea that could make millions, no you need the money. The truth is, creating a ground shattering concept with multiple avenues of capitalization potential is only 1% of the equation.
Before you start trying to raise capital you have to look at your company as a whole. Are your corporate executives in place and who are they? Are they friends and family or are they the who’s who of your particular industry? Unless your brother is the premier and most sought after CFO in the widget manufacturing industry, he needs to be replaced with a professional CFO; the same goes for other executive positions.
When a VC reads the bio section of your business plan their eyes need to tear up as they see that you’ve strategically collected the best of the best in the industry for your company’s launch and you’ve just succeeded in passing the initial test of the VC. You must have an elite and specialized executive staff with a tried and tested career yielding success in previous business relationships with companies at the same stage as your company.
The next thing you have to look at is your board of directors. Again, each member must have a full bag of tricks and contacts that they intend on using liberally to help you grow you company at a rapid pace. After your business structure is sound and your board of directors is ready to start moving forward with their strategies, you need to use the contacts in the portfolios of your executives and board members to start creating strong and long term minded strategic alliances and partners that will enhance your company. These alliances must be solidified by contracts spelling out what each party will contribute to the relationship.
Leave nothing to chance, unless they are willing to sign a contract with you, it’s not a relationship that can be taken seriously and will only convert into negative baggage that will haunt you down the road. Now with all this in place, you’re ready to put together a business plan. Find a consultant who can not only author a premium grade business plan but also offer corporate structuring and turnaround services to look for holes in your business model and correct them. The author of your business plan is playing a vital role in your company’s ability to raise capital and grow. Choose your BP author wisely.
Now that your company is structured and your business plan is done you’ll need a way to distribute equity that protects you from lawsuits and gives the investors the comfort of knowing that you are ready for funding if they decide to invest, you need a PPM (private placement memorandum). Your business plan author is the natural ‘go to’ consultant for this as they already have an intricate knowledge of your business and have the writing experience to author such a technical document. After all this is done you are now ready to start talking to venture capital firms. Don’t leave the success to chance, hire a consultant that matches companies like yours up with the global venture capital market. Go to Google or another search engine and search for “investor finder” or “Venture capital finder service” these investor finders are a elite group that has substantial contacts in the funding world and can often match you up with investors and equity firms who are seeking investment opportunities like yours.
Raising capital is the last thing you do after you’ve gone through the process of structuring your company properly, now that you have, get out there and start raking in the cash! Here’s to your success!
For Corporate Consulting or Investor Finder Services, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!
Read More...Go Public With Almost Any Company and Raise Capital Fast
OK, you’re ready to take your company to the next level and your CFO and legal counsel have advised you to go public to raise capital as well as to retain some of those prize employees with stock options and to bait that new sales executive with a signing bonus made up of stock options. You’ve looked into everything from pink sheets to reverse mergers to OTCBB to IPO and you have come to the conclusion you’re going to need to take on investors so that you can afford to follow through with your plan. If you’re lacking the funds to dive right in and start creating your public structure, here is a way that just about any business can afford to go public.
First, get a real business plan. Your business plan needs to sizzle and reel in the investor and clearly paint a picture of your vision to the investor and their advisors. Next, you’ll want to raise an initial round of cash quickly so that you can afford to take your company public without hindering your current company structure with additional ancillary costs. You’re going to need something fast and affective; you should consider having a professionally authored private placement memorandum put together for your company.
If you are trying to go public via OTCBB a Regulation D Rule 504 exemption will suffice, if you are trying to achieve an IPO you’ll need to go with a Regulation D Rule 505 exemption (pink sheets and reverse mergers into shell corps are not very successful in immediate and long term success so I would suggest you stay away from these structures). Build into the PPM verbiage that you are raising an initial round of capital that will be used to take your company public. When savvy investors see that they are investing in a real, viable pre-IPO or pre-OTCBB formation you will see investors climbing out of the woodwork to give you cash if your business concept is sound.
Next you hire the consultants (usually the same firm that wrote your PPM) to start the process of taking you public. On the PPM your Mini/Maxi should allow you to use capital almost immediately to get the ball rolling on your public company. You can count on a solid OTCBB going for between $75k and $250k and an IPO going for $1M+ so have your PPM written accordingly. If you follow the path set forth above you will notice something extraordinary.
The only out of pocket expense you had was for your Private Placement Memorandum (and your business plan if you didn’t have one) and 100% of the capital needed to go public was supplied by greedy investors who are excited to invest because of the quick payoff of their investment when you go public. This process means you can literally take your company public for less than $5,000 (the typical cost of a strategic Private Placement Memorandum. This is a simple, strategic and inexpensive way to get the capital you need for your company quickly, without using your limited financial resources in the process.
Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!
Read More...Take Your Company Public Quickly and Easily
Take Your Company Public: Beware of Scams! Many entrepreneurs dream of taking their company public and expanding their venture into an international enterprise that begins to hemorrhage investment capital and profits from the get-go but then reality sets in as one begins to navigate the dingy, shark infested waters of the ‘go public’ market place.
There are consultants and boiler room penny stock misfits just waiting for you to stumble onto their site and in only a few minutes on the phone you’re reeled in and signing contracts and making wire transfers and equity disbursements and at the end of the grueling 3 to 6 month process, you’re broke, your company is in shambles and you just stand their staring off into space feeling like the boogeyman just slapped you around. Welcome to an industry where the weak are preyed upon like wolves on an injured lamb tangled in a fence.
If you are serious about going public there are some structures to stay away from because 99.9% of the time they fail. Pink Sheets and Reverse Mergers into a public shell are two formations to be very weary of. Pink Sheets are almost a completely unregulated trading platform and known by any savvy investor as the ‘red light district’ of the public trading industry. Pump ‘em and dump ‘em is the name of the game with Pink Sheets. Stock Price manipulation is as common with pink sheets as gross stench is to 5 day old road kill on a desert highway. If you are going to get involved with Pink Sheets find an attorney or consultant that can guide you around the scammers, it’s difficult to make in on the Pinks but I have heard of a few companies making it.
The next cesspool in the trading industry is ultra popular (for newbie’s) and the number one ‘big mistake’ made by countless ‘go public’ rookies, the reverse merger into a public shellouch! It even hurts to say it. I get calls on a daily basis from business owners who thought they were getting droppings of manna from heaven when a consultant suggested that they save $100,000’s and months of work by simply buying a public shell and merging their entity with it and abracadabra you’re big time and public and making millions. Sadly the reality is that this poor sap just spent $200k on an entity with liens and 15% equity distributed to a group of investors who pumped up the stock and dumped it before the ink on the contracts was dry. Now his dreams are shattered, he’s broke; his company will get stripped down and sold off in pieces like an unlocked car in the ghetto.
It’s sad when I see the same scams perpetrated on the uninformed over and over again. If you are trying to raise capital, find a consultant, objective broker dealer or attorney who will listen to your needs and before doing anything will give you the good and bad news about the various options. Taking your company public can be one of the most rewarding experiences of your career. You can purchase other companies with stock. You can use stock as collateral for quick loans to support growth. You can reward employees with shares in the company for meeting certain objectives. Go public, fulfill your dreams just use caution as you proceed.
Do you want to Take Your Company Public, then call Princeton Corporate Solutions at 267-233-0183 Go Public quickly, easily and affordably!
Read More...Take Your Company Public? Get The Right Publicity
Do you want to fine tune your publicity marketing plan. Publicity without tapping into the emotions of the individual is just a blur of words and sounds in a language that no one can understand. Publicity that plays the strings of human emotion suddenly becomes the sirens song that brings the masses to your doorstep. Publicity with an aim of tugging at the heart, getting to the root of human desire and the call to action as the solution to all their emotional, spiritual and greedy needs transforms a simple branding message into a ‘come to Jesus’ message at the end of a televangelists tent meeting where the mind and heart have been softened and the masses come clamoring to the front to be saved.
Reaching into the emotions of the public must be done in a stealthy manner. The publicist or marketing professional must place the media in such a way where the future client is constantly bouncing into the brand message each day.
An extremely powerful way to do this is by understanding the subconscious mind of the client so that their online web search habits can be predicted and patterned so that in every direction they are being politely bombarded with your brand message as the be all and end all solution for whatever ails them.
This can be accomplished by tapping into the various genres of online media such as video, blog, social book marking and press release and article directories just to name a few. Material existence is a blurred vision on a gray wall, the infusion of mind and emotion is what brings color and definition to our reality.
It’s the same thing with internet publicity marketing; words are meaningless without the element of emotion which add color, feeling and definition to the message being passed along to the public.
Publicity Marketing, at it’s finest! Call Princeton Corporate Solutions at 267-233-0183 for Business Publicity Power.
Read More...Take Your Company Public: Your Technology Company Can Raise Capital Fast!
Are you trying to raise capital for your start-up or corporation in expansion? Have you exhausted your traditional institutional sources and hedge fund contacts? Don’t lose hope just yet! First of all, take all those pamphlets and brochures from banks and other traditional lenders that are lying all over your desk and toss them in the trash…they are absolutely useless.
Banks don’t have your company’s best interest in mind as they are hardly even staying afloat in this economy. Today’s institutional financier isn’t qualified to run a bath let alone a bank. Don’t put your future in the untested hands of a 20 something knucklehead. After you’ve tossed all that useless info in the trash, clear your head and then look at your company and ask yourself a few tough questions: Is your company invest-able? Do you and your executive staff have a pedigree that investors deem as seasoned enough to take their money and make affective use of it and not lose it? What proprietary concepts/technology/patents do you have that give you a larger market share with the proper cash infusion? What is your current capital/debt situation?
If, after pondering these questions you’ve come to the conclusion you honestly, truly have something worth pursuing then the next step is to look at the reality that your company is worthy of a public offering. Stay away from Pink Sheets and be weary of reverse mergers and in reality your company won’t qualify for the NASDAQ so the quickest way to raise public capital is the OTCBB (over the counter bulletin boards).
OTCBB is an SEC regulated platform that has a solid investor following and market makers that can effectively promote your stock to rapidly raise capital. Don’t let these difficult economic times steal your dreams of corporate prosperity and personal growth.
If you have a solid business concept, there is a way to fund it. Look into the OTCBB, it’s your best bet for an inexpensive public offering with a direct path to long term funding.
Want To Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!
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