Science Horizons

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!

Get S-1 Filing InformationWant To Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!

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Are you trying to raise capital for your business? Have you been turned down by institutional lenders for loans and corporate lines of credit? Why deal with the hassle and embarrassment of perpetual declines and risk losing your business because of lack of cash? Wouldn’t it be great to raise capital quickly and easily for your company without constantly having to fill out scores of credit applications to stay afloat?

The important thing to realize is that if you are a small or medium size business and even if you are a start-up you can take your company public on OTCBB. When going public you really have two viable options: first, most people consider the IPO, but very few qualify because of the necessity of massive amounts of capital in reserve, SOX 404, extensive time in business and finding a broker dealer to take you through the process; the second option is taking your company public OTCBB (over the counter bulletin boards), this process is inexpensive, lightning fast, minimal qualifications and offers start-ups and small/medium size business the ability to raise gargantuan amounts of capital from investors worldwide.

There is no other way to go public on a legitimate platform. With Pink Sheets and Reverse Mergers you’ll only get burned so buyer beware! Are you short on cash? A popular mechanism for raising the initial capital to go public via OTCBB is by using a Private Placement Memorandum (Regulation D Rule 504) with a built in mini/maxi.

Right when you hit that minimum you can start using capital to grow your company while simultaneously initiating the ‘going public’ process.

The moral of this story…even if you’re a startup or small business owner you can raise capital by going public! Get informed and get funded.

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The psychological profile of business proprietors and entrepreneurs in general boasts the critical ‘Risk Taker’ element which allows one to take the leap from the financial security of a 9 – 5 job to the dicey waters of action based, success based income generation meaning: No Sales = No Money and No Food.

Many of these risk takers function within the realm of right brain communicative as opposed to left brain analytical which passes over the critical detail oriented solutions that are mandatory for raising capital. It is crucial for someone of this profile to hire a professional to come in and cross the t’s and dot the i’s in preparation for corporate fundraising efforts. After this is facilitated the entrepreneur needs to prepare mentally and emotionally for the turbulent road ahead.

Raising capital is no easy task and after the company is properly structured and you have an investor finder service, market maker or broker dealer in place to sell or promote your funding cause, you must step back, take a deep breath and prepare yourself mentally and emotionally. This preparation should start with the concept of ‘objectivity’ when you talk to investors, some will love your business model while others see an investment in your company as a waste of time. You must take these critiques, good and bad with a grain of salt. Don’t get caught up in the habit of emotionally reacting to these ideas from outside sources, don’t allow your mind to attach itself to an investor’s idea of your company or it will drive you insane and you’ll find that these emotional ups and downs will find their way home as your family will quickly be affected by your emotional fluctuation.

The second thing you must do is read and absorb the knowledge in such books as “The 48 Laws of Power” and “The 33 Strategies of War” by Robert Greene and of course “The Art of War” by Sun Tzu. These books deal with strategy that can easily be translated into the business world and can help you prepare mentally for the art of fundraising. Read these books cover to cover and then read them again. Absorb the intricacies and strategies that these books offer and make it a point to use these concepts in your daily professional life; believe me, you’ll be glad you did.

The next thing you want to do is to study great strategists like Napoleon and Machiavelli. One thing that you will realize almost instantly is that these investors are out for their own gain, period (Why wouldn’t they?). They will try to attract your attention with the right hand while their left hand is reaching in your financial records looking for chinks in your corporate armor to make their case for more equity for less investment. You need to be able to analyze, not just the words of the investor but also all the other elements of their expression such as: intonation, facial gestures, eye movement, standing and sitting positions and other ‘tells’ that can give you an insight to what they are truly trying to communicate so you can anticipate their next move. These are just a few things to consider before entering the world of venture capital. Raising money for a business is a daunting task only to the unprepared.

Go Public With Your Company, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!

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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.

$5,000 can Take Your Company Public, Call Princeton Corporate Solutions at 267-233-0183 OTCBB, IPO and PPM we do it all.

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