Posts Tagged otcbb org

Over The Counter Bulletin Board – Take Your Business Public

May 21st, 2010 Posted in law | no comment »

Structure your company should spearhead your capital raising initiative. Make sure that your corporate layout is conducive to creating and retaining investor and venture capitalist attention. You should have a solid and elite executive team composed of the best of the best that your industry has to offer and if you can’t attract those in the upper echelon of your business genre, you need to take an active approach to branding them as experts using on and offline PR campaigns labeling yourselves as industry experts who are innovating industry changing solutions. Create a stir, be controversial (but not offensive) and be ready to back up your stir with empirical evidence of your knowledge and success. You should have an advisory board and board of directors composed of industry specialists. Each individual should represent a forte that makes investors start to salivate when they are reading the bio section of your business plan. They should be able to contribute with contract negotiation, strong alliance introduction capabilities and more. When choosing professionals to fill the void of adviser and director positions you should think in terms of corporate ‘growth’ and ’stabilization’.

Next you want to make sure that your entity is prepared to receive debt and/or equity capital. You’ll need a solid business plan, don’t write it yourself, you’ll only hinder your ability to raise capital. Call a professional to write your strategic business plan. Next you’ll need a way to distribute equity or debt shares, a Private Placement Memorandum is the most common mechanism for helping companies raise capital quickly and easily while staying within the regulation guidelines of the SEC. Your PPM must be written by a professional to deliver the ultimate protection for your company while simultaneously spelling out the technical intricacies of your business to the investor.

Now that your company is structured properly, you have a business plan and a PPM, you are ready to start raising capital. Your first call should be to a corporate turnaround consultant with an arsenal of global funding contacts composed of all the necessary contacts such as: venture capital firms, private equity firms, angel investors, private investors, accredited investors, structured finance firms and so on. This turnaround consultant, if they are part of an established firm (always use a small boutique firm if you can find one, they are much more affective and one on one than the larger firms and tend to get the job done quicker without the headaches) they will have a service call and ‘Investor Finder’ service. They will reach into their gargantuan bag of contacts and give you so many funding options your head will spin, thus, making your fund raising efforts fast and painless.

Now that you achieved your first round of fund raising it’s time to get serious. Yes! It’s time to take your company public. Stay away from Pink Sheets and Reverse Mergers, you’ll only regret it. If you are a smaller business or a startup, your best bet is the OTCBB. Go back to your turnaround consultant and have them start putting you through the sec audit, sec registration, FINRA registration and Market Maker joint venture and S1 filing. They should be able to handle the entire ‘going public’ process for you and in 4 to 7 months, you’re public and trading.

Be sure to take advantage of the multitude of strategies to capitalize off of your securities. Remember there are many ways to capitalize off of your shares, selling shares through your market maker, continuously engaging in heavy PR to stabilize and enhance your stock price and another way that many entrepreneurs don’t consider as an option when raising capital, the almighty hedge lender will can lend your company money against your collateralized securities. Yes! Use your stock as security for financing. After you pay off the loan, line of credit or lease you get those shares back (be sure that your lawyer audits your contract with the lender to keep away from any convertible stock clauses). So now you are raising capital by selling stock as well as the ‘on demand’ loan or LOC concept of security backed lending.

Congratulations! You’ve just completed ‘Real’ corporate finance 101! Now get out there, put your company together and start raising the capital you need.

Want To Grow Your Company? Free Reverse Merger Info Video , call Princeton Corporate Solutions at 267-233-0183. We can also help you create Global Strategic Alliances

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Going Public OTCBB: Take A Power Position In Your Industry

May 21st, 2010 Posted in internet | no comment »

Corporate strategies’ consulting is, in its truest essence, a dirty business. Few understand this tiny, yet elite genre of consulting and even fewer are masters of its concepts. The same principles applied by this select faction of specialist should be applied by CEO’s and company executives in all industries.

First and foremost, executives must understand the idea of power. There are certain unbreakable laws necessary for the ascension of professionals to positions of influence and power within an organization or industry. Here are a few of the concepts applied by serious corporate strategies consultants that are mandatory prerequisites for the rise and maintenance of power in the corporate world.

The individual seeking to take a position of power must possess the ability to customize and facilitate a turn-key solution to transform the fate of a crumbling company. They must have the ability to construct an infrastructure that perpetuates growth and stimulates longevity and stability. Power, in a corporate sense, is purely economic without excuses of any kind that is driven by greed, self assured stamina and the inability to accept anything but a number one position in their specific industry genre.

The ability of an individual to prompt a capable executive group to ‘die hard’ action and a no holds barred mentality is what will save a company from being a statistic. The unrelenting passion to win and the tactical action of this executive to strap the burdens of a company and its employees to his back and take responsibility for all that is to come, good and bad, to absorb the stress, anguish and deprivation of sleep due to mission focus are characteristics of a leader that will step into any company in any situation and deliver them from failure to profitability and growth.

This individual will assimilate into a battle while forcing the war to transfer its current to his terms. He can break through industrial and bureaucratic chaos and capture the essence of the obstacle and create multiple synergetic strategies to inject the corporate growth engine with rocket fuel. An executive primed for corporate power wears a velvet glove over an iron fist and is quiet and calm yet calculating in demeanor. He can step into negotiations composed and cool while simultaneously eying up the jugular of everyone in the room, scanning those present for weakness and chinks in their armor, preparing for psychological attack at the perfect time to press the mission of his agenda that much further adding security to his company.

This individual will not fall for the false lore of friendship from potential competition but will reciprocate like a gentleman to those initiating camaraderie while keeping them at arm’s length and will always release enough rope to allow those around him to hang themselves if it means strengthening his company and position in his industry. The executive who has achieved the art of power will be able to prick the underlying wound of his target to find weakness then step back and watch them self-destruct as it is easier to do this then verbally pointing out the individual on the executive team who is the weakest link.

Most professionals who have mastered the above find themselves in consulting positions and are hated by their client’s employees but loved by the shareholders. If you own a business or are in a senior position at a corporation, try applying some of these characteristics to your daily repertoire and watch the response of those around you. You’ll find that you will naturally fall into a position of power because of the strength that these characteristics hold in the psyche of those around you. You’ll become the problem solver and the ‘go to’ guy who has a reputation for being able to structure any situation so that your company lands on top. Get ready for rapid promotion, real leaders are hard to find and will usually take a bidding war to keep.

Take Your Company Public and have Strong Investor Relations , call Princeton Corporate Solutions at 267-233-0183 or Call Us To Take Your Company Public the easy way!

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Over The Counter Bulletin Board: How To Raise Capital Fast And Easy

Apr 28th, 2010 Posted in insurance | no comment »

If you own or run a company that is trying to raise capital in the current economic conditions you’ve undoubtedly been challenged by the limited funds available. Investors are more difficult to find and the individuals that are actually willing to part with their cash are even tougher to find. You’ve talked to friends, family members, your cpa and your attorney but trying to get them to invest is like drawing blood from a stone, it’s just not happening.

There is an easier way. Most broker dealers and market makers have an emergency number in their rolodex that reads “Investor Finder”, these specialist consultants are brought in when there is nowhere else to turn for cash. A true Investor Finder has 1,000’s of investor contacts that they can call on to get funding for their clients and are constantly using online viral strategies to attract more investors to their database.

An investor finder usually is not a licensed securities broker/agent or attorney; instead they are traditionally consultants that are active in the investment banking facilitation aspect of the industry. Being that they are not licensed they do not accept equity payments or percentages; instead they work on a flat fee basis.

A good consultant in this genre can bring in 30 to 70 real investors per day and it’s up to the client to sell the opportunity from there. A typical lead from an investor finder will be an investor or investment firm that is responding to the consultant’s opportunity introduction email or snail mail mailing, they have read about the opportunity and they respond one of two ways, either they are calling into a phone room to be screened and qualified or they are contacting the client directly.

Many times the investor doesn’t know that they are part of the “finder’s” database but do recall signing up to receive investment opportunity updates, so either way the investor is solid and active. If you are trying to raise capital and need real results quickly and can’t afford to waste time begging for cash, you need to seek out a qualified Investor Finder consultant and make your fundraising efforts fast and easy.

Investor Finder Services, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!

Private Placement – Over The Counter Bulletin Board

Apr 27th, 2010 Posted in law | no comment »

Private Placement Memorandums and Direct Public Offerings, the most common mistakes made. When gearing up to raise capital it is typically a business owners first instinct to simply throw together a business plan and find the cheapest company to put together the private placement memorandum and then seek funding. What these professionals don’t realize is that they are doing things in reverse and often times a PPM is not a standalone solution to financial needs.

The first problem is the most companies will first write a business plan and cheap PPM and look for a capital solutions last, when strategically speaking, one should first find a full service solution who has a database of investors ready to fund properly structured corporations with well authored business plans and private placement memos. After you find a company that has a ready network of seasoned investors you will often find that this firm will also structure your business and documents so that you are able to attract the attention of these investors. Next, don’t make the mistake of hiring just anybody to write your biz plan. You need to find a professional author who is well rooted in the art of technical writing and has a solid comprehension of your industry.

Now it’s time to write the PPM. Here is a warning that will most likely go in one ear and out the other but you must never choose the cheapest service for your PPM you will regret it and this is a guarantee. Investors see these documents all day everyday and they know a template when they see it. Don’t believe for a second that you will get a viable private placement memo that will actually achieve funding for anything less than $3,000; it’s just not going to happen. There is too much work involved in putting a fund-able strategy together and you’ll never find an experienced firm to do it for cheap.

The moral of the story is to first find an investor finder solution with a solid network of investors, second have this company write your business plan and private placement memorandum to fit the needs of their investor base and lastly, talk to this consultant about helping you perform a DPO (Direct Public Offering) to their group. This is what separates the men from the boys in the venture capital consulting industry.

Legitimate consultants who stand behind their work will take your PPM directly to their investor base and help you raise capital quickly. In return for this service the company may want a modest equity position in addition to their fee but it is always worth it and typically they will take the final step and have their investors pay to take your company public. This is the ultimate for any company that is seeking a long term funding solution.

Remember the order: 1. Find an investor finder 2. Have that company write your biz plan and PPM 3. Convince the firm to perform a DPO for fast funding 4. Offer some equity to sweeten the pot so that they take you public!

Want To Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Direct Public Offerings and Private Placement Memorandums the easy way!

Over The Counter Bulletin Board – Here Are The Keys To Your Success

Apr 27th, 2010 Posted in law | no comment »

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.

Foreign, Indian and Chinese Companies, Take Your Company Public, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!

Over The Counter Bulletin Board – Want To Raise Capital? A Must Read If You Need Investors!

Apr 27th, 2010 Posted in law | no comment »

Regulation D, Under Sections 4(2) and 3(b) of the Securities Act of 1933, the SEC adopted Regulation D to coordinate the various limited offering exemptions and to streamline the existing requirements applicable to private offers and sales of securities. The Regulation establishes three exemptions from registration in Rules 504, 505, and 506.

Rule 504, which provides an exemption for non-reporting companies unless they are “blank check” issuers or certain “shells”, stipulates that: The sale of up to $1,000,000 of securities in a 12-month period is permitted provided that there is no general solicitation, the securities sold are restricted securities and cannot be resold except pursuant to a registration statement or exemption, and a notice must be filed with the SEC within 15 days after the first sale. Rule 504 does not provide an exemption under any state laws. In certain limited circumstances where an offering is conducted under state accredited investor exemptions, securities offered under Rule 504 may be freely transferrable. Unlike Rules 505 and 506, Rule 504 does not mandate that specified disclosure be provided to purchasers. Nonetheless, the business person should take care that sufficient information is provided to meet the full disclosure obligations which exist under the antifraud provisions of the securities laws.

Rule 505 was adopted by the SEC to provide small businesses more flexibility in raising capital than under Rule 504 – but without the uncertainty of determining the quality of the purchasers that generally is involved in using Rule 506. Rule 505 provides issuers a limited offering exemption for sales of securities totaling up to $5 million in any 12-month period.

Rule 505 contains certain restrictions regarding “accredited investors” and non-accredited persons. The-term “accredited investor” includes:

Banks, insurance companies, registered investment companies, business development companies, or small business investment companies; Certain employee benefit plans for which investment decisions are made by a bank, insurance company, or registered investment adviser; Any employee benefit plan (Within the meaning of Title I of the Employee Retirement Income Security Act) with total assets in excess of $5 million; Charitable organizations, corporations or partnerships with assets in excess of $5 million; Directors, executive officers, and general partners of the issuer; Any entity in which all the equity owners are accredited investors; Natural persons with a net worth of at least $1 million; Any natural person with an income in excess of $200,000 in each of the two most recent years or joint income with a spouse in excess of $300,000 for those years and a reasonable expectation of the same income level in the current year; and Trusts with assets of at least $5 million, not formed to acquire the securities offered, and whose purchases are directed by a sophisticated person.

If the issuer sells any securities to non-accredited investors, it must furnish to all investors the same type of information as required by Regulation A. It must also furnish audited financial statements.

If an issuer other than a limited partnership cannot obtain audited financial statements without unreasonable effort or expense, only the issuer’s balance sheet (to be dated within 120 days of the start of the offering) must be audited.

Limited partnerships unable to obtain required financial statements without unreasonable effort or expense may furnish financial statements prepared on the basis of federal income tax requirements and examined and reported on by an independent public or certified accountant in accordance with generally accepted auditing standards; and The issuer must also be available to answer questions by prospective purchasers about the issuer or the offering.

Further restrictions under Rule 505 include:

The total offering price of each issue of securities may not exceed $5 million. The offering may not be made by means of general solicitation or general advertising. The issuer may sell the securities to an unlimited number of “accredited investors” and to 35 non-accredited persons. There are no requirements of “sophistication” or “wealth” for persons to whom the securities are sold. A company must take any necessary steps to ensure that the purchasers are acquiring securities for investment only, not for resale. The securities are thus “restricted” and investors must be informed that they may not be able to sell except pursuant to a registration statement or exemption from registration. The issuer is not required to file any offering materials with the Commission. Fifteen days after the first sale in the offering, the issuer must file a notice of sales on Form D. The notice also contains an undertaking under this Rule for the issuer to furnish the Commission, upon its staff s request, any information given to non-accredited purchasers in connection with the offering. Rule 505 does not provide an exemption from state securities laws.

SEC Rule 506 offers and sales of securities by an issuer that satisfy the conditions stated below are deemed transactions not involving any public offering within the meaning of Section 4(2) of the Securities Act. For an offering to be considered exempt from the registration requirements, Rule 506 stipulates: There is no ceiling on the amount of money which may be raised. No general solicitation or general advertising is permitted. The issuer may sell its securities to an unlimited number of accredited investors and 35 non accredited purchasers. Unlike Rule 505, all non-accredited purchasers (either alone or with a purchaser representative) must be sophisticated – that is, have sufficient knowledge and experience in financial and business matters to render them capable of evaluating the merits and risks of the prospective investment. The term “accredited investor” is defined under Rule 505.

If the issuer sells any securities to non-accredited investors, it must furnish to all investors the same type of information as required by Regulation A. It must also furnish the same financial information as would be required by registration on Form S-1.

If the issuer cannot obtain audited financial statements without unreasonable effort or expense, then financial statements may be provided in accordance with the special treatment described under Rule 505.

The securities sold are “restricted” under the same stipulations in Rule 505.

A company is required to file a notice of the offering on Form D at SEC headquarters within 15 days after the first sale in the offering. All states except New York provide an exemption from state securities laws for offerings under Rule 506 but the company must file a copy of the Form D and pay a filing fee in each state. New York has a distinctive law which makes a Rule 506 offering within that state impractical.

Accredited Investor Exemption

The Small Business Investment Incentive Act of 1980 created a new statutory exemption from registration under the Securities Act for transactions involving offers and sales of securities by any issuer solely to one or more “accredited investors.” Under Section 4(6):

The total offering price of each issue of securities under the exemption may not exceed the limit on small offerings set by Section 3(b) the Securities Act, which currently is $5 million per issue. The offering may not be made by means of any form of advertising or public solicitation.

The term “accredited investor” is defined to include the same individuals and entities as included for purposes of Rules 505 and 506. The issuer is required to file a notice of sales on Form D with the Commission 15 days after the initial sale is made in reliance on the exemption.

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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