Schlagwort-Archive: james scott

Go Public – How To Structure Your Company For Private Equity Investment

Business Owners: Build A Corporate Structure That Investors Love! Ok, you’ve decided to go after investment capital but you’re not sure where to start. Here are the basics that you should pay close attention to before putting your company in front of investors.

First and foremost you need to perform an industry analysis that answers the questions pertaining to where you are in the industry and who are your competitors. It doesn’t matter what product or service you offer. You could be selling underwater sock fitting kits and there is a competitor and industry leader somewhere in the world. Don’t be so naive in thinking that there is no competition or that you are at the pinnacle of your industry. Show your audience that you’ve done your research and that you’ve identified the players in your market.

Next get your executive team together and it better be the who’s who in your industry. If you can’t attract the upper echelon of your industry genre then you need to do some serious PR on behalf of your individual executive team to show the public what they are made of. Brand them as the up and coming powerhouse executives in the industry. Publish their articles and knowledge on industry blogs and article submission sites. When a funding source initiates general due diligence you need to shine like a lighthouse in the fog. Each and every executive team member needs to have an image that screams power, success and investor security.

The next thing you need to do is take a serious look at your board of directors. Who is on your board, what is their compensation and is there someone that is a better fit for formulating strategies and alliances than those who are currently populating your director staff.

One of the main reasons that investors turn down companies for funding is because they lack the backup of industry players in connection to strategic alliances. You need to identify and contractually reach out to companies that will enhance your overall business strategy. Your minimum goal should be 10 solid, aged companies that have already branded their names in the marketplace and are willing to add you to their mix of advertising and ongoing strategy and they will expect the same from you. Show investors that it’s not just you treading water in the industrial whirlpool and that you’ve built a life preserver of alliances.

Now you are ready to write a business plan and private placement memorandum that takes all the essential elements above and puts them in two well authored and to the point documents that will make an interesting and informative read for investors who have a track record of investment in your particular industry. If you’ve written your own business plan, toss it. If investors are going to take you seriously you need a professionally written business plan that touches on all the triggers that investors are currently looking for.

Next, it’s best to use the Regulation D, Private Placement Memorandum as the vehicle for staying within SEC guidelines for raising capital and you should use a Direct Public Offering as the process for raising the actual capital. Reaching out to friends, family, industrial counterparts and alliances should be the first place you go for funding. If you are lucky the consultant you hire to assist you with the above processes will have a solid database of investors to assist you in your initial, first round raise via DPO.

Last but not least you should consider, even though it’s not a mandatory requirement for a PPM or DPO, getting an independent audit done on your company to demonstrate an objective analysis of your financial reality so that investors can find their comfort level quicker without a prolonged comments stage.

There you have it. These are the basics to what it takes to achieve equity investment in this current market. Get out there and raise some money!

Find out how to globalize your business or You’re your Company Public , Find out how to Structure Your Company to grow fast and raise capital

Over The Counter Bulletin Board With Attitude, What?

I’ve been involved with more mergers and acquisitions and IPOs than I can even count. I’ve been called many names when I’m getting involved with corporate turnaround consulting but the most common of these terms are: arrogant, cocky and hardheaded. I take these names as a feather in the cap and a notch on the belt because the worst thing that can happen is that a company or board of directors hires a wimp or pushover. Having swagger when walking into a negotiation session or presentation makes all the difference. Refuse to lose and have the contacts to back up your moves.

Solar Panel CEO’s and executives take note…it’s ok to be cocky of you can back it up with performance. My clients love me. The people on the receiving end of my firm’s negotiations hate me (until they hire me on their next project). My hate of losing exceeds my love of winning and I’ll never stop until the clients pull me off of the project or until the transaction is done. This mentality is a must for today’s executive and corporate consultant.

I’m not saying this to impress anyone or to get more business. I’m trying to express to new CEOs of public companies and pre public companies that you have to be fierce. When you step in a room everyone has to feel it. Your presence has to be loathed by some and the epitome of curiosity by others. Keep them guessing.

Demonstrate loyalty to your client and make competitors fear being on the receiving end of your attention and above all, be calculated with your moves and stealthy with your strategy. Don’t speak until you can level the room with what you have to say and understand the reality that for every action there will be a reaction and for every strategic move you make on your clients behalf, there will be countermeasures taken by the opposition.

It’s ok to stay up at night distracted by ideas that will press the throttle peddle on behalf of your client. It’s a forgivable sin to force-feed strategies and alliances to your client that will help them get a competitive edge over their competition. And above all remember this, at the end of the day in global commerce the winning side achieves more than domination but the ability to keep and create jobs and grow through acquisition which creates more jobs and profitability. Arrogance and the refusal to lose is the beginning of this entire process. Get it or get out!

Stop wasting your valuable time. Find out How To Take Your Company Public, visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger, S1 Filing or Incubator Program that best fits your needs

Stock Option Loans and Stock Secured Loan

There is a lot of confusion about stock and securities backed, non-recourse lending. Here is a case study for three different scenarios of what can be done for ultimate capitalization if one owns stock and wants to monetize without selling their shares.

Client A is in the gaming business based in the Southeast and had problems getting conventional financing to fund their growth. The project was a bid and fulfillment of contract to place gaming machines in new locations recently approved for gaming. The need was $1.2 million and while the company itself could not fund its growth, the owner’s personal portfolio of mostly blue chip stocks got a loan to value of 85% and a rate of 0.75% with a cap at 1.75% for 5 yrs. He has the option to renew for 2 additional 5 year periods.

Client B has substantial real estate holdings both residential and commercial. One of his larger commercial mortgages was getting ready to reset with a large balloon payment due. Not having the money and not being able to refinance with his bank he came to us. The need was $1.4 million and in this case the portfolio consisted of only one stock. That stock was a large cap stock nearly a ‚blue chip‘ company that got a loan to value of 82% and a rate of 1.05% with a cap of 2.05% over a period of 3 yrs. He has the option of renewing for 2 additional 3 year periods.

Client C has a company that is ready to go public. They are already on board with an investment bank and their IPO has already been priced and is ready for sale to the underwriting syndicate prior to its listing and trading on the NASDAQ stock exchange. The company needed a bridge loan as well additional funding to pay the substantial investment banking and stock exchange fees to complete their listing. The need was $1.5 million and we used the Treasury stock of the Company itself that was going to be issued to do a loan at 78% loan to value at a rate of 1.00% and a cap of 2.00% over a period of 3 years. They have the option of renewing for 2 additional 3-year periods.

Raising fast capital for any reason, regardless of credit is easy if you know how!

Find out how to globalize your business or You’re your Company Public , Find out how to Structure Your Company to grow fast and raise capital

How To Go Public: Good Luck, You’re Going To Need It

Taking a company public has multiple intricacies. I get calls and emails daily from people who want a quote for taking their company public and I respond the same way each time, „No Thanks and good luck, you’re going to need it if this is how you’re approaching the process of going public“. Business owners who are seeking a ‚competitive quote‘ from a consultant to take them public are asking for trouble and just begging to attract the wolves. Its shocking how many startup consultants are crouched over in darkened alleyways waiting to pounce on unsuspecting entrepreneurs and take their money and deliver absolutely nothing.

If you want to find a consultant worth their weight in salt you need to take the approach of general evaluation using targeted questions to find out if they are truly qualified to take your company to the next level. First and most basic, ask them if they are offering a turn-key public offering service, meaning do they participate in everything from soup to nuts including but not limited to: S1 filing and comments completion for SEC approval and market maker designation and 15c211 filing with FINRA to obtain symbol.

Think of this as the stuffing between the OREO cookies. Now you need to qualify them for their pre public and post public solutions. Pre public you need to make sure they will assist you with corporate structuring, expansion strategies, board of adviser selection, board of director election, executive pedigree evaluation for a public company, corporate and executive publicity generation using traditional means of radio and TV expert panel participation and viral publicity branding.

Your post public strategy is crucial and should be set in motion pre public so that you can hit the public market full throttle from the onset of your public offering. Post public strategies should entail a vast and in-depth investor relations strategy using stock alerts, press releases, promotion to market makers and other advisers, TV and radio interviews, article publishing and growth through acquisition just to name a few strategies.

You shouldn’t come out of the gate and lead the consultant to answer with the above information but target your questions so that they are general enough so that the consultant gives you their pre customized, boilerplate template strategy.

Going public can be extremely rewarding if done properly. Don’t try to do this on your own. Find qualified professionals to take you through the process in a structured and orderly manner.

Stop wasting your valuable time. Find out How To Take Your Company Public, visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger, S1 Filing or Incubator Program that best fits your needs

Merger Firm – Merger Reverse – Merger Reverse Triangular

Growing your company sales by adding promotional and sales agents and increasing your marketing exposure is an obvious way to beef up revenues but few companies consider the virtually instantaneous power of strategic alliances. Creating strategic partnerships with ‚would be‘ rivals and companies that cater to your business genre can help you rapidly take possession of your market.

If you are a printer, team up with brochure designers, ink and paper distributors, advertising firms and print solution resellers. If you are a solar panel technology company then team up with corporations who have government grants for research and development and other alternative energy groups such as wind energy turbine technology firms, Department of Energy contractors etc. By teaming up with other companies and combining resources. You can stimulate growth in every area of your business. Look at each individual product and service you offer.

Now think of other companies who you can team up with to share resources. Make sure you create win/win opportunities for everyone involved as this is the only way to truly take advantage of this type of partnership. Don’t look at this concept as leaching off of other company’s resources, to the contrary, carefully researched and structured alliances will transform the here and now as well as future business of all parties involved. Strategic alliances will also enhance your appeal as an ‚invest-able‘ business to venture capital firms and angel investors.

Think about it. You have a carefully constructed and managed corporate infrastructure. You’ve taken the steps to make sure that each of your ‚C‘ level executives has been promoted as the ‚who’s who‘ in the industry to speed up investor due diligence and increase customer confidence. You’ve carefully selected a board of directors that will effectively and actively guide you through the turbulent industry environment with their proven track record of success. And you’ve even initiated and solidified powerful partnerships that enhance your business concept and strengthen the longevity of your company.

You are now ready for expansion, investors, venture capital firms, taking your company public, attracting a professional CEO or CFO and practically anything your company is setting out to do.

Stop wasting your valuable time. Find out How To Take Your Company Public, visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger, S1 Filing or Incubator Program that best fits your needs

Top 10 Global Consulting Firms

Internationally, the top business strategies firms and corporate consulting firms are in the United States yet operate here and abroad. The Top Ten firms when taking into consideration globalization capabilities, governmental client base, regional rebound power, corporate ‚Who’s Who‘ client base and overall exposure would easily be McKinsey & Co. based in New York, Bain & Company out of Boston, The Boston Consulting Group, Monitor Co. centralized out of Cambridge, Arthur D. Little, the omnipresent Booz Allen & Hamilton, newcomer Princeton Corporate Solutions a recent transplant to NYC from Philadelphia, Mercer Management Consulting in DC, AT Kearney in lonely Chicago and Mitchell Madison Group, another New York Madison Ave veteran. These companies have their strengths and weaknesses.

One universal strength is that they have unique and targeted niches. They are lean and mean and able to turn on a dime when making a decision. From an employment perspective these companies have more downside than upside. If you’re considering working at any one of these firms expect long hours, seniority rule (last to be hired is the first to go) which works out well for those that can hide behind their desk and duck behind the computer monitor when management comes by to lower the hatchet on the non-performers and rookies.

If you’re looking to hire one of these companies know what sets them apart from other firms and why you are paying the premium for their efforts. The Boston Consulting Group specializes in strategies consulting known for creating matrices and diagrams to clarify issues, Bain stresses that all its strategy recommendations must be immediately useful totally customized around the client, McKinsey & Co is focused mainly on the ‚long term‘ strategy that builds traction over time best suited for those experiencing current organic growth and want to maintain it with a plan that will begin to yield scalability results a year or two down the road. (note: McKinsey & Co. is a hiring giant with over 9,000 consultants globally.

Princeton Corporate Solutions is a small firm with massive international exposure to senior governmental officials. Their unique blend of economic/political regional and corporate turnaround has made them one of the most powerful micro-corps on the international scene. (note: it’s pointless to try to engage their HR director for a job because, as difficult as this is to believe, they don’t have a human resource department, if you’re the best in your field of expertise, they’ll find you, spooky.)

Are you an MBA? How’s it feel to have wasted your time? Booz & Co, McKinsey and Princeton Corporate Solutions want real world experience and pedigree as opposed to a hiring decision based off of educational and solely analytical.

Get Educated, investigate at MBA Programs For Consulting, See You At The Top

Educate Your Child Or Watch Them Crumble: The Sad Future of Global Economic Strategies

In life, real life (not this politically correct utopia brainwash content they are force-feeding our children with in school to cripple their minds) is truly, absolutely survival of the fittest. Make no mistake intellectual battle lines are drawn and at the end of the day there are two educations a child gets today: School and Home.

At school children are taught that if they play along with the group, all is well, they’ll get good grades and if they say no to drugs, fall on bended knee before the teachers they will make it. A child’s education at home must be about applications, strategy and considering the public education game a playground. Understand that when you send your child to school they are submerged in a ‚follow the leader‘ subculture that goes like this: go to class, study, ready, test well and put your napkin on your lap at lunch get into college and get that piece of paper that convinces intellectual halfwits that you’re qualified for that $30k paper pusher job, fall in line with the student loan suffocation mechanism to allow the government to take their piece of the action and you’ll be fine.

As parents, we need to have a strong, updated comprehension of this because we place our children in a position where they are tied down and force-fed by self proclaimed intellectual scholars yet the reality is they teach because they cannot do (yes I know I’ve said this before but keep reading). Those who can apply the tactics taught in school go from tactician to strategist. A strategist is able to apply the tactics studied in university class rooms to their current and immediate environment, ‚teachers‘ also referred to as ‚tacticians‘ cannot.

Train your children in the Machiavellian ways that have been demonized by those who are afraid to lose control but mastered by those in control. Throughout elementary and high school training it is your job as a parent to show your child how to apply what they are learning in school as the instructor as their educational facility is unable to do this as they are a tactician not a strategist. Strategists own the companies that tacticians work for. Strategists are on the board of companies and have C level executive stations while hiring and firing an ongoing ocean of tacticians. How can you tell if you’re child’s teacher is a tactician as opposed to an educator with the full package? They treat the halfwit concepts of the new ‚political correctness‘ as if they were laws passed down from Mount Olympus and constantly use backwards, mean nothing terminology such as hyphenated ethnicities which is nothing more than one additional strategy used by the powers that be to separate the citizens of this nation even more in turn securing more of a strangle hold on the minds of our youth, they take a kumbaya approach to communication with a ‚there is no wrong answer‘ process to confusing the balance of a soft maturing mind, they’ll teach about Victoria, self proclaimed Queen of a so-called ‚United‘ Kingdom with no mention of the ongoing British attempts to infiltrate this country with chaos missions during the civil war, the war of 1812, multiple invasions from Canada early in the history of our Nation and ongoing via economics and our current legislative and trade system.

Its war and we are battling for the minds of our children in order to keep them from entering into the zone of the mindless drone. They will brainwash your child all day in school, instead of handing your child over to more negative influences by allowing them to sit in front of the idiot box for four hours per night, give them books to read like the Art of War, The Prince and other books that will train them to assimilate this lame public/private school education into practical, strategic concepts that will set them apart, above and beyond their peers.

Find out how to globalize your business or You’re your Company Public , Find out how to Structure Your Company to grow fast and raise capital

Advantages And Disadvantages To Going Public – S1 Filings – Corporate Expansion

Companies decide to go public for many different reasons: expansion, need for capital, exit strategy, acquisition facilitation, globalization etc. But what are the real advantages to going public? First, let’s go over the disadvantages. Your life becomes an open book and as an executive your spending habits and failures will be a matter of public information with your annual and quarterly filings.

You’ll be accountable to shareholders. You’ll have a board whose main interest is the company and the shareholders no you or your need for a new luxury car, financial bonus or need for a quick loan from the company that was once possible and easy when your company was a sole proprietor entity. You need trading volume and without it your stock is worthless and your company becomes a blind, deaf, mute, quadriplegic (a bit extreme but you get the point).

The advantages are numerous if your company is ready for the public realm. With a solid trading volume, minimal dilution of stock, solid executive management, an active board of directors, powerful strategic alliances and the ongoing advisory of a strategies consultant your company can expand globally, identify and grow through acquisition and subsidiary mergers, purchase entities and services with stock to retain cash flow.

Banks and other institutional lenders will make more funding solutions available. Your exit strategy is built in and turn-key.

The most successful public companies have a few common themes built into their infrastructure. They have recruited a proven and tested CEO, CFO and COO with professional pedigrees and track records that are recognized in the industry and media and will bring with them a strong following of partners and solution mechanisms that will typically yield instantaneous, empirical results on behalf of the company. The board of directors is restructured so that major industry enhancing components are represented such as industry niche legal, financial, distribution, domestic and international. Each of these board members will put their contact portfolio to work for your company for immediate and long term growth and stabilization. One other aspect that all prosperous public entities have is a strategies consultant that keeps everything in line. This individual is also what is referred to as a ‚fixer‘.

This professional will typically stand in the background constantly analyzing every aspect of the company for weak points and correct them. Whether it be a lazy board member, potential acquisition, CEO not pulling his/her weight, potential legal issues etc., this strategist has a keen eye and typically a massive contact base that, when put into place can correct virtually any situation quickly and seamlessly.

Going public is a great strategy for the right organization. Having all your ducks in a row pre and post public is the key to a successful offering and public markets longevity.

Find out how to globalize your business or You’re your Company Public , Find out how to Structure Your Company to grow fast and raise capital

IPO Consultant – Globalization Strategist – Taking Companies Public

It’s outside the nature of the strong willed, motivated IPO consultant, global strategist or structuring consultant to give up and through in the towel but sometimes failure is the only option. When you deal with a company, which will represent most of your clientele, that will follow instructions to get from point A to point B you can help them succeed promptly with little resistance and you can optimize their position with relevant ease if you are truly qualified for the contract that you’ve taken on.

But when you step into an organization that at first is motivated and then because hesitant and fights you on the aspects of your solutions that will help them but they need in depth descriptions and conference calls in order to move on one minute detail of the strategy it’s time to step away. Benchmark your fees so you don’t have to negotiate a refund.

Get a small retainer and set up the remaining fees that are bench marked, success first, then payment. This way the worst that could happen is that the company get’s free services and you walk away leaving the company better off than when you started and they have no angle in which to speak maliciously about you.

If you have a client that brings you on and then fights you for change there is a deeper rooted issue at play. There are psychological elements of insecurity, inferiority, partner disputes, undisclosed debt and other things that are outside of your control so don’t take giving up as failure. Sometimes stepping away is best for the company but only if your billing cycle is as described.

It’s important to leave the company better than it was before your were contracted. Your job as a consultant is about creating value and sometimes creating value is limiting your ability for personal capitalization.

Take it on the chin and move on. There is no shortage of assignments for good consultants in this desolate economic climate.

Want to find out more about Taking Your Company Public, then visit Belvedere Global Strategies Corporation’s site on how to choose between a Reverse Merger or S1 Filing for the best results

Reverse Mergers Into Shells – Plastic Palm Trees and The Hunchback of Notre Dame

Clean OTCBB shells that are ready for a reverse merger are like the legends of White Elephants, the Chupacabre and Bigfoot. Everyone has heard of them but no one has seen one. I have seen so many fly-by-night consulting firms pop up in the past year it’s depressing. Of course the claim to have 17 years in the industry with 100’s of reverse mergers tomb stoned on a page that ‚they just can’t remember the link to‘.

I’ll tell you what, if you’re sold on going public with a shell and won’t consider any other way, make it easy on yourself walk into your local Burger King, give the cashier $200,000, lay down behind a Mack Truck that is backing out of a parking space and fill your bathtub with razorblades and rubbing alcohol and dive in face first, be sure to set yourself on fire before the dive. Believe me, the above is far less painful than a messy reverse merger.

Sure, solid shells exist but it will cost you a ton of equity, $500k + in upfront fees and an ongoing Sumo Wrestling match with FINRA and inherited shareholders. That said, I have seen a few successful reverse mergers into Pink Sheet shells with the intent of qualifying for the BB. The bad news is, they didn’t and don’t have a chance in hell of ascending to another exchange (well maybe Frankfurt and other pump and dump domains) and the good news is, they did successfully merge while simultaneously being 80% diluted within three months with a par value of .007 per share. So they succeeded in merging but completely failed at the attempt to fund their company or secure actual trading volume.

Going public is a big decision and if done properly can be incredibly rewarding for the company, shareholders and the company’s strategic partners who find themselves in the spotlight and mentioned on press releases, webinars, roadshows and other investor relations branding and promotion. Do yourself a favor, if you care about your company at all; if you want to survive and thrive in the public realm and don’t have $200m in annual revenues, file an S1. It takes a few months longer but it’s a move that will create a foundation for a customized filing.

Consulting firms that actually care about their clients and truly make their money on the back end once the company is public as opposed to front heavy fee oriented structures will always do an S1 to preserve the longevity of their client’s company. Think about it!

Looking to Grow Your Company? , find out how to Structure Your Company and Grow Fast With an IPO