Posts Tagged ‘james scott’

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IPO Facilitation – Socio-Economic Disinformation and The Powerful “Roadblock Chaos Strategy”

Tuesday, February 8th, 2011

Political and corporate strategies merge and in the end the same ‘chaos injection’ and ‘roadblock’ mechanism of controlling the self-proclaimed ‘uncontrollable’ parallel each other when strategies of war and economics come together as the invisible hands that can reach in and attach strings to the soul making the populace the marionette of agenda driven managers. Control is the name of the game when setting up a process to maintain and guide a group, individual or movement along the path desired.

Implementing strategies that yield the desired outcome comes down to the action of setting up roadblocks and challenges to cater to man’s innate motivation to take the path of least resistance and minimal effort. Catering to the ‘ego’ via subconscious triggers in the news, local, national and international leadership including religious leaders is how control is established quickly and efficiently.

There are two basic types of people that should be the center of focus when implementing this strategy for the fastest results, those who wear a designer label on their chest and those who wear their religion on their sleeve. Each of these groups are, in reality, in search of identity, legitimacy, inclusion in a concept larger than themselves, a voice and by projecting a ‘brand’ larger than themselves they are attempting to gain the personal level of legitimacy that the brand, as a whole, has in their immediate environment.

Another reality of the above groups is that by blatantly causing a reaction in the population around them with their ‘brand cause’ they are making an attempt to convince themselves of the solidity and legitimacy of their belief.

Those who either don’t wear deliberate representations of brands or bring up the concept of their religious curiosity are typically more reserved, self-assured and less easy to bypass the subconscious critical faculty. The former two groups should be at the forefront of one’s focus if they are to truly step in and control the actions of those who are, well, asking to be controlled.

Engineering a roadblock system is actually much easier to do than one may imagine. A master of this method is the United States government. The establishment makes little people feel important by their ‘get out and vote’ and ‘audacity of hope’ propaganda campaigns that convince the masses that their individual ballot counts in the critical presidential election and they their vote can change the course of the election. A perfect example of this is the Florida incident between Bush and Kerry. The media convinced the public that the election outcome came down to a few votes in a few towns in the single state of Florida, when, in reality this was far from reality as it is the Electoral College that elects the president and each state is strategically issued a certain number of votes that, when tactics are implemented properly via media propaganda, Sunday sermons concept ’seeds’ and university ‘I’m searching for my identity’ activism perpetuated by agenda driven university idealists. The entire ordeal in Florida injected scores of post hypnotic cues and mind seeds that can be triggered down the road for a desirable outcome which will be crucial as the government is gradually taking away rights with the Patriot Act agenda. Think about it, Americans are giving away their constitutional rights by the boatload and not a single peep from anyone on the right or left. For those who step up to bring attention to what’s going on, there are a series of roadblocks set in-place like a crisis management template that takes away the legitimacy of the source and limits their access to publicity via media control.

The same can be done with a corporation. If I had a penny for every propaganda and crisis management contract that I’ve been offered, I’d be able to pay off the national deficit (ok that’s a far stretch but you get the point). Obviously as a boutique firm we only choose the projects that cater to our direct skill set so we pay attention to corporate genre, industry niche, C level pedigree, board organization and pedigree and what the potential client is actually trying to achieve. For the most part, though they are afraid to say it, they want mind control over clients, potential clients and shareholders. That’s really what they want to achieve when they make statements like, “we need a way to get our information to the public in a way that is conducive to investor confidence and client satisfaction” or “we need a crisis management template put together for problem one, problem two and potential problem three so that our stock doesn’t plummet and so clients to stop buying”. What they want, what they are really after, is the ability to take an idea and distribute this idea in a way that enters into the mind and emotion like a multi-pronged fishing hook that once swallowed is virtually impossible to remove. But how does the company get the public to swallow? Easy, it’s like giving candy to a baby, literally.

Though a majority of the population believes in the ‘idea’ of free will, the reality is that the end result of their free will is usually the direct result set in motion by an outside source that sees the individual as a target to control. Predicting the outcome of the so called free will is really just a path with roadblocks that guide the individual through a maze with the smell of ‘personal gain’ and ‘ego satisfaction’ leading them to the outcome that was set in motion by the tacticians and strategist who have been charting their path with road blocks and encouraging movement with emotional drivers via media, religion, education and peer pressure.

This strategy can be applied to any business, political campaign or agenda. It’s just a matter of having the proper support mechanism in place to influence the pawn.

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

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How To Recruit Board Members, A Must Read

Saturday, February 5th, 2011

Finding and recruiting qualified board members for your new public company or growing private entity is a tricky business and riddled with mine fields with explosive triggers littering the path in which you will walk to assemble a proper board.

The easy advice here is that believe none of what you hear, half of what you see and any claims by the candidate should be checked and validated to exhaustion. The first type of board candidate to terminate from your list of candidates is the ‘freeloader’ or deadbeat.

This individual is seeking a ‘job’ type deal where he won’t have someone looking over his shoulder 40 hours per week, can live off of your dime and suck you dry like a vampire until you kick him/her to the curb and send them on their way in search for a new victim. These people will pick out general highlights in their, so called, career and exaggerate them to invent a fraudulent yet enticing profile of their bogus career to leave you salivating staying up at night running through the possibilities of what their contact base could do for your organization.

The best way to find out if they are the real deal is to see what they’ve published on the niche topic that they claim to be an expert. For example if they claim to be a MENA region political consultant, who has written about then, what company do they keep (company that is traceable and factual based off empirical evidence), can they show a contract proving their claims of association, have they put out basic audio, video or press releases or industry articles based on their claims? If any or all of the above are absent, chances are you’re dealing with a phony. Dump them and do it quick.

Next, be weary of the ‘double talker’. The double talker is similar to the deadbeat but will have a few contacts to throw into the mix to convince you of their claims. But these associations will never amount to anything but circular sprints that will never amount to monetization or even remote capitalization. They will even take you to meet these legitimate contacts in which they base their proclaimed legitimacy and these contacts will be solid but still, won’t amount to anything.

Now, you’ll begin to get the inkling that something is wrong and you’ll sit the individual down for some questions, this is when you’ll begin to see the tin foil armor begin to fall to pieces. When you question them they will be defensive and take a Socratic approach where they will respond to your inquires with questions that deflect responsibility as they try to make you seem misinformed or poor at general corporate management. When you try to pin them down for one particular response they’ll use juvenile terms lie, “I didn’t know about that”, “I never got that”, “You never sent me those documents to review” etc.

Stick to the questions, stay monotone and non-emotional and keep drilling. Soon this double talker will lose steam and this pompous and confident fraud will begin to deflate like a shriveled balloon. I once met an individual whom I perceived to be a worthy candidate for a board position with a client’s company. He was excited about the business model and was rambling off name after name of potential partners and global alliances within his contact portfolio for our client, he claimed to have worked for a very powerful and prestigious middle eastern oil family, he claimed a 20 year pedigree with active transactions in the most difficult to enter financial and business round tables out there. After three months of talking it was finally time to ’see the goods’ and to my astonishment, nothing.

This joke of an executive couldn’t follow through and complete anything and of course they never even read the business plan that was emailed the day after our initial conversation. It was actually kind of unbelievable. Whenever a real company with assets and revenues is seeking expertise outside of their particular niche, they fall prey to predatory scam artists.

The best advice I can give you is have each candidate investigated by each of your trusted staff members and pay for a background check and if you’re still not convinced get them to make claims about their past 3 years income and then via third party ask for stubs to act as evidence and have your financial and legal review and run additional background checks, if you are still unsure, go with your gut and pass over them and seek out new candidates.

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

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Taking A Company Public, IPO Consultants, Globalization Strategists: How To Pick The Right Consultant

Saturday, January 22nd, 2011

I talk to Ivy League MBA’s on an daily basis (as if that even means anything anymore) and at the end of each conversation I just want to scream into the phone, ‘Do you have anything other than text book graphs and memorized clich quotations?’. I feel, in a way, ripped off. Turn on the TV and you see the talking heads telling automatons what to think about current events and the resume to the left of the screen talks about Harvard this, Princeton that and at the end of the segment you find that all they were doing is regurgitating information spoon-fed to them by corrupt manipulators placing them on that program to promote an agenda as opposed to introducing original and true concepts to viewers. Don’t get me wrong, Ivy League graduates make great employees when they are in an environment where they are controlled but as for free thinking and creative entrepreneurial strategists, well, sorry but they just don’t have it.

I’ve never been at a round table meeting after hours for a crisis management issue concerning the jobs of massive groups of people where anyone at the table was from an Ivy League school. The people around the table are people with something to prove, not to others but to themselves and this ‘proving ground’ is not based on insecurity, rather the obsession with pressing the intellectual and strategic evolution of the mind. Genius is not defined by intellectual IQ rather it is defined by emotional IQ, street-smart and inner demons that keeps one up at night with globalization charts and crisis response targeting maps. It’s the mentality of win at all costs, crush competition and controlled and evenly distributed rage to annihilate obstacles and absorb market share that makes one great in globalization and IPO facilitation. Attorneys are a must for corporate expansion processes and going public but they should never be the lead on the overall strategy. As for education, I’m more interested in the post university street education of a consultant or employee than where they when to university, as long as they had the discipline to complete their degree in a timely fashion, got involved and took advantage of all the school had to offer is a good start.

When choosing a consultant for political tie in strategies, globalization, ‘real’ mergers and acquisition facilitation and IPO’s you need someone that has presence. Look for nervous habits, the proper consultant will be absent of such ‘tells’, their eyes should tell a story of hardship and victory which is defined by their gaze which will penetrate you, intimidate you and make you uncomfortable, for; this is exactly what you want in someone that will be speaking and engaging the opposition on your behalf. They won’t need the last word in the meeting because they know that if they take you on as a client, in the end, their word is all that will matter anyway because they know the depth of their abilities that are most likely beyond your comprehension as during your conversations is mind is storming with tactical maps as he plugs your scenario into them formulating strategies that, based off of his track record, will already know the outcome before your meeting is over therefor he can give you a realistic perspective of your economic and corporate fate before a contract is even consummated.

The proper consultant is a street wise, intellectual street fighter that is open to confrontation under the right circumstances but doesn’t seek it out. Their decisions during a meeting are not solely based off of the words of the party on the other side of the table rather a combination of words, intonation, head tilt, facial creases, hand gestures, lip movement, body movement and other involuntary tells that give the truth behind the lies and over exaggerations.

The above is a guide to finding the right consultant after you’ve looked at the resume and want to take the next step with a consultant to take your entity to the next level.

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Merger Consultants – Acquisitions Consultants – M & A Consulting And Facilitation

Wednesday, January 19th, 2011

Today, public companies are seeing the value in growing their entities and easing shareholder anxieties with a streamlined acquisitions and merger process which increases corporate holdings, stimulates share value and trading volume while offering a valuable and unrivaled incubation process for the company being merged (or a profitable exit strategy for those being acquired).

There are a minimum of 12 angles that one should observe and research during the due diligence phase: Corporate Documentation, Securities, Entity Financials, Tax, Contracts, Government and/or Organizational Licenses, Litigation, Product Offering, Marketing, Executive Staff, Corporate Assets and Research and Development. To keep this educational article from becoming a book we will simply list, in general terms the basic intricacies of the above categories:

Corporate Documentation, meaning articles of incorporation, bylaws and articles of association; as well as recent shareholder communications, certificates of operating authorization and minutes of board and other meetings.

Securities should be evaluated using copies of stock certificates, copies of options and warrants, stock register, shares issued and when they were issued, holdings stated by percentage, outstanding preferred stock and any applicable covenants. Your due diligence officer should also examine outstanding warrants, options or other securities as well as options and other employee benefits and employee stock ownership.

One of the most crucial components in a merger or acquisition are the Entity Financials which are composed of, for the most part (but not exclusively limited to) audited financials since inception, balance sheets, cash flow, accounting methods and practices and revenue recognition policies. Don’t forget the basics such as management accounts, budgets and projections and of course the business plan spelling out the premise of the company and its use of proceeds etc. Furthermore, there should be a critical evaluation of the corporation’s accounts receivables and policies, revenues and margin by product, extraordinary incomes and expenses, analysis of material write downs and bad debt summary (don’t forget to collect data on outstanding contingent liabilities and external financial reports and studies if applicable).

Though fraud is always an issue in transactions of this sort, there are added investigative measures that are more difficult to ‘fraudulently convey’ and by doing so is a federal offense. Therefore Tax records should always be investigated by gathering federal, local and state tax returns for the past three years, details of any and all government audits and for European transactions a VAT Registration should always be a mandatory prerequisite for all pre acquisition/merger data collection.

Having a well-rounded comprehension of the targets Contracts is an important element depicting the liabilities and arrangements in place that you’ll inherit when the transaction is completed. Particular points of investigation should be initiated by collecting bank and non-bank lending contracts, JV and purchase agreements, liens list, equipment leases, mortgages and other loans (as well as insurance contracts). Other basic contracts that should be reviewed are supplier and vendor contracts for a sufficient contractual investigation. Government and/or Organizational Licenses will need to be investigated in many cases depending on the particular industry genre and nature of business therefore copies of (as well as transfer process criteria for) permits, licenses and registration certificates should be examined at the offset of your investigation. During this process one should record the reports to and requests from official bodies and/or organizations.

Nothing damages a promising M&A process more than Litigation. One should have their legal tactician gather data on pending litigation ‘against’ and ‘by’ the target company, potential liabilities and potential costs as well as settlement documentation, employee claims or litigation, patent actions and intellectual property actions that could hinder your ability to proceed as planned.

Product Offerings (in addition to assets) is typically the primary reason entities engage in M&A. when analyzing the products of a target company the following will be good places to start investigation: product or service offering, market share by product, total market size, inventory list and valuations, obsolescence policy, product backlog analysis and seasonality as well as major suppliers and supplier spend analysis.

Marketing plans and information will tell how well the company understands its competition and client base. When investigating the marketing process the target’s documents should include: list of competitors and competitors market share, major clients, major client income, pricing strategy, marketing collateral (brochures, website, blog, etc.), sales projections by product/service and commission structure.

Executive and Support Staff within the target need to be committed to the process and remain motivated after the completion. To gather intelligence on the structure population you should start with an organizational chart, blogs for senior staff, labor disputes information, employee compensation plan and pension plan, options/profit sharing plan, management incentives, non-cash payments, non-salary compensation such as medical/insurance, car and travel. The basics of evaluation of this particular aspect of the company should be evaluation of employee, confidentiality, non-compete agreements and IPR protection. Many M&A agents forget to investigate the obvious such as corporate consultants and consulting agreements, employee numbers, absenteeism/sickness records, copy of employee manual(s), health and safety policy, company directors and blogs for company directors.

Many times a merger’s value lies in direct correlation to its Corporate Assets. Asset investigation items to check are: fixed asset register, asset valuation, property owned/leased, recent surveys and appraisals, mortgages, deeds, easements, encumbrances, leases and sub-leases. Continuing research should also cover growth and contraction plans, patents, trademarks, domain names and other intangible assets.

Research and Development is a valuable aspect to M&A in patent heavy industries such as pharmaceutical and biotech among others. Elements to investigate should start with research in progress, research budget, documentation policies, sample documentation, patent policies, IPR protection and of course IPR Register.

Other general items to look into are (but not limited to) social media presence, crisis management models, current defamation issues on the internet or other media venues, IT policies, backup and recovery, business continuity plan, press and media relationships as well as the basic internal communications and intranet and newsletter history.

The above is a general criteria checklist for initiating dialog and facilitating due diligence for a basic merger or acquisition transaction. Of course each transaction brings with it its own issues that may deviate the researcher from this basic process therefore this should be a research tool that is used as a template to develop a customized strategy for completing the necessary due diligence to bring both parties to the table to close the transaction. The above does not take into consideration the psychological elements involved with a merger from the viewpoint of the ‘founder’ of the company being merged into a larger entity or the corporation being acquired. Most times, public relations and a solid communications director can grease the wheels for the human elements that will come into play. Before engaging in mergers or acquisitions of any kind proper legal counsel should be engaged to assist you in the process.

Want to find out more about Mergers and Acquisitions Consulting , then visit Princeton Corporate Solutions’ site loaded with information on M & A, Taking Your Company Public, Globalization and much more

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Investor Relations, Crisis Management And Corporate Publicity: Propaganda Warfare

Tuesday, January 11th, 2011

I remember in college a professor said that, ‘Any publicity is good publicity’. I took that idea with me and tried to apply it early in my career and found the outcome of that concept to be disastrous for a client who was under the same misguided assumption. What university students don’t realize until it’s too late is that instructors teach because they cannot ‘do’.

I have yet to find a professor who was so unbelievably successful in business that he threw it all away in order to mold young minds and shape the future of our economy with tomorrow’s decision makers. To the contrary, those who have a difficult time convincing fellow professionals in the real world of their cerebral preeminence would rather stand in a classroom and spat off statistical concepts formulated and tested by those who this talking head admires yet will never become. It’s a matter of emotional intelligence vs. book intelligence. The former is a prerequisite for powerhouse, contact rich executives and the latter is reserved for individuals that are limited to the creativity and genius of the authors of the material in which they memorize.

The turbulent genre of investor relations, which encompasses crisis management and corporate publicity is limited to the confines of the emotional marathon runner. The up and down swings of this unique niche profession are not for the faint at heart. The ability to parley a crisis situation into that which stimulates trading volume of stock (in a positive manner) is a gift endowed to the street wise, leveraging demigod.

The IR consultants that I know are the guys who get A’s and B’s at a state university, sold vacuums and cell phones the year after college, got their series 7 and after a few years of successful trading, made a nice chunk of cash, got bored and left the industry only to re-enter on the stock promotions side.

They have the technical experience needed to evaluate a stock and test it for chinks in the armor and leaks and they have the industry contacts and street smarts to formulate a deliberate process to promote the company in a way that is conducive to superior public interest and investor coziness.

Successful IR, PR and crisis management really comes down to creating a template for information distribution; once this is accomplished it then in becomes a process of articulating the actual content, good or bad, in a way that reflects the idea that the company’s end result will leave them better off than they are now.

For countering negative press or crisis management issues a company should always have an arsenal of positive information ready to pump out 3 to 1 for the ultimate public distraction (meaning for every one negative, drive 3 positives through the publicity template put together beforehand). What should your template look like? You need a combination of media contacts on all levels (radio, news, TV, talk radio, etc) along with an ample supply of high traffic blogs, article directories, podcasts with large followings, double opt-in email list to investors and shareholders, legislative style spin contractors and powerful bookmarking tools to add to the affect. It is important to test-run through the scenarios before you need them. You’re going to have problems that could hinder your company stock or reputation, it’s just a fact of commerce. Prepare ahead of time so that your crisis management solution is in place. Hire a troubleshooter that can come in and set your organization up with concepts that will free your head from the noose that would otherwise cause your company’s demise.

Characteristics to look for in a consultant of this caliber would be: even keeled and calm, no nervous habits such as nail biting, sniffing, shuffling feet etc. Watch out for name dropping to base their abilities off of their association with another entity or individual, hiring a consultant like this will result in failure and they’ll pass the buck and won’t be accountable. Watch for the involuntary micro expressions controlled by the subconscious mind. To measure this, ask a few trigger questions you know the answers to and watch for the facial reactions immediately after the question but before the verbal response.

Next, ask him questions that would need modified or critical thinking and again, watch for the facial expressions. After you’ve discovered his ‘tells’ you should be able to effectively proceed with a general comprehension of the truth and lies (or over exaggerations) during the qualifications interrogation. Have him run you through scenarios that he’s worked on in the past and the processes that were put in place before hand or on the fly to deliver a powerful end result for the client. Ask him to elaborate on his most powerful crisis management tactics. Find out what he’s done on the IR side to generate trading volume and share price strength. Ask him how he would take your product or service and pump it through his PR stratagem for optimal outcome.

Again, this specialist is a dynamo, not an instructor and they are more of a strategist than a general tactician, meaning they are able to apply the tactical knowledge that the public has access to but apply it to his current environment, good or bad, for a strong, predictable end result.

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

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Taking Your Company Public? Check Out What Real Presence Looks Like

Tuesday, January 11th, 2011

From one blog maniac to another, I feel that blogging gives us all an opportunity to express our opinions, good and bad, off the cuff and to the masses. I remember getting bad service in a Subway sandwich shop with my family, I sent out a twitter to my group and in 24 hours I received a personal apology from the franchise owner and the corporate office with a hefty supply of free food vouchers that literally lasted us a year. It’s nice to know that we are able to keep companies in check using social media.

That said, we should use these mediums to put out praise as well. I just left an NJIT (New Jersey Institute of Technology) conference for their incubator program where the latest and greatest in technology and biotech got to pitch their companies to angel investors and private equity firms. There were some pretty reputable companies their and investors that could pay off the deficit of a small country with their signature on a check. I was there looking at a company with a unique EKG technology that will revolutionize emergency rooms everywhere but that will be in another blog if we cut a deal; back to the conference.

We’re sitting in a room packed shoulder to should, no seats available just standing room by the door then a guy comes in, walks into the seating section (people waited in line for an hour for those seats) with his assistant, the people in their seat looked at him, he looked back and they moved and offered him their seats, then two minutes later, one of the owners of a pretty large hedge fund brings him coffee. Um, can you say strange?

As it turns out, this was James Scott the CEO of Princeton Corporate Solutions, absolutely the creme de la creme of international strategies and IPOs. The reason everyone was kissing his backside was because he was there to pick a company to spearhead legislation for his political clients. Their firm is unique as part of their process is to find promising but underdeveloped companies and blast them into super-stardom with capital, structuring and organization and IPO and getting his clients built directly into legislation, bills that are in the process of raising votes and awareness to be passed as laws and regulations. He can make or break a company, hedge fund or politician over his knee like a twig. He was the personification of power. His presence made the room vibrate with his influence. I couldn’t take my eyes off him. It was pretty awkward as we were all staring at him whispering.

20 minutes before the conference was over he got up and left, I guess he didn’t find anything he liked but the funny thing is, half of the players in the room got up to chase him down the hall to initiate contact. It was nice to see that the people that everyone was trying to sell and impress still have to do some butt kissing of their own to keep climbing the circles of influence within their industry.

Looking for more info on NJIT, or PCS

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Tuesday, January 11th, 2011

Are You Taking Your Company Public? Warning: Hang With The Big Boys Or Get Crushed Let’s see, for the gargantuan corporate conglomerate with bottomless pockets, flooded with cash there are the options of and IPO on the NASDAQ or NYSE but for the remaining 99% of corporations to intelligent and seasoned to fall for the venture capital equity snatch yet in an industry that isn’t appealing to private investors there is the OTC market.

The OTC market is pretty much comprised of the smaller exchanges such as the OTCBB, London Exchange, Frankfurt Exchange and of course the ultra-pointless and almost laughable Pink Sheets and Toronto Exchange. The strongest of the OTC ‘type’ exchanges is the OTCBB which delivers strong trading volume, minimal financial qualifications for listing and with the PCAOB audit, 10k and 10q filings; shareholders always have the ability to check on an SEC compliant process of financial filings for a solid grasp of the truest position of the company.

One of the most attractive aspects to the OTCBB is that many consider it a ‘pre-NASDAQ’ structure which makes it easy for a company with the proper daily trading volume, share price, corporate criteria etc. to bump up to the NASDAQ, the main advantage being access to a heavier trading volume and more access to funding options to trigger growth and stability.

The biggest downside is the process of getting on the OTCBB. There are countless steps to achieve that almighty symbol and only a handful of consulting firms have a full comprehension of all the intricacies involved in not just obtaining a symbol for trade but everything else during the pre and post IPO timeline that makes a corporation successful both short and long term.

With 20 years in the industry I can honestly say that there is only one company that has mastered this exchange and has a track record of success that is so off the charts that it is virtually impossible to hire them as they are now established enough to take on deals for equity as opposed to fees which places them in a premium and almost untouchable class all to themselves.

Princeton Corporate Solutions Inc. now based in NYC takes their clients through the most rigorous pre public structuring phase that they will transform even the most trivial of aspects to a company to strengthen their ability for globalization, scalability and IPO success. They have a ‘political tie in’ solution that will catapult an organization to the premier power position in the industry. PCS’s strategic alliance facilitation will have you eating lunch with the most influential international players in your industry and as for their globalization process, let’s just say that CEO, James Scott is connected from top to bottom in both US governmental affairs as well as European Union and Asian proximities, you’ll be an international economic machine gun in a land of bows and arrows. The positioning and partnering process of a company is crucial to a solid public existence.

For those of you about to take the dive into the public market place for capital and are considering the OTCBB as an option hire a consultant with a team. This team should have, at a minimum, PCAOB firm, transfer agent, Edgar agent, S1 attorney, IR group, crisis management agent and solid market maker. The good consultants will stick to SEC solicitation compliance and never solicit new business with previous trading symbols as most seasoned consultants are not licensed securities dealers so that they can assist their clients with a full range of solutions without having their hands tied with federal restrictions.

While the above represents the minimum requirement when you consider an IPO facilitation firm, the reality is that will only boost your chances of getting through SEC comments, audit and then the FINRA issuance of a trading symbol. To survive and thrive as a public company you’ll almost certainly need your consulting firm to take over the following restructuring aspects to your corporate model: board of directors and advisory board overhaul, C-level executive qualification and hiring, legal team interview and selection, corporate alliances, international scalability plan, government introduction solutions for involvement in agenda driven processes, political lobby introductions for furthering congressional and senate member corporate economic involvement and of course PR (and this is only pre public).

Post public you’ll need an investor relations process customized by the securities gods and facilitated by a team of prophets with connections that, right now, will seem almost superhuman. To capitalize off of your new public company you need trading volume which doesn’t happen by itself. You’re going to need newsletters, shareholder update processes, webinar productions, phone room participation for introducing your company to the marketplace, road show strategy, radio, TV and internet expert panel involvement and much more. Unless you can do this, stay private, you will never make as a public company without this.

Lastly, your quarterly and annual reports tell the current and potential shareholders about your growth goals. Oh, you didn’t think that you could grow your public company organically did you? No sir, ‘mergers and acquisitions’ is the name of the game for growing at a pace that will keep shareholders and bring in new funding opportunities. Your consulting team must put an M&A process together for your company complete with both identification as well as facilitation.

If you’re going to go public, you may as well stay public. Get it right the first time and you’ll grow faster than you’ve ever dreamed possible.

OTCBB, OTCBB Requirements

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Taking Your Business Public – Private Placement Memorandums – You’re A Tasty Treat For Wolves

Tuesday, December 21st, 2010

So many companies make gargantuan mistakes that are irreversible when it comes to fund-raising. Whether you’re taking a company public, finding an attorney to file your S1 or using a consultant to write a Private Placement Memorandum to raise capital; you need to know that you are a tantalizing snack for industry wolves. Companies seeking the above services with ill-informed executive decision makers often fall prey to predatory consultants who have no intention and couldn’t fulfill the services they are being hired for even if they wanted to. Upstarts and fast talkers who call themselves ‘business consultants’ are usually nothing more than resellers of a service who is a boilerplate, template driven organization without the contacts or know-how to facilitate an IPO, S1 or PPM.

You’ll be pulled in by their promise of delivery and via technical jargon they’ll impress you with their grasp of the technical intricacies and use of terminology that seems so polished and refined but buyer beware; 9 out of every 10 consultants that I’ve come across don’t know the difference between a reverse merger and a direct filing or regulation d rule 504 and regulation d rule 506 and even worse new or wannabe s1 facilitators will often confuse a DPO and an IPO and in the end the client, who doesn’t know what questions to ask, is left with a structure they can’t capitalize.

The later is true! A few months back my schedule was completely booked and there was an organization that needed to go public. They were within a 3 mile radius of a lawyer that had been calling me for months to get project referrals so I referred this IPO transaction to her in hopes that she would take care of the client, next thing I know she has the client convinced that a DPO is the best route and authored the PPM accordingly.

It’s absolutely ridiculous. If you’re looking for a real consultant who can actually come through with the above solutions or expansion strategies stay away from the pushy ’sales’ oriented organization. You almost want a consultant that you have to call 3 times to get on the phone and then have them talk you out of moving forward. They are testing you and your dedication to your company and project.

Stay away from ‘broker’ types who ‘love’ your business and don’t or can’t poke holes in your corporate structure, expansion strategy, board of directors or other elements to your business. On another note, walk away from those who try to disguise their true lack of comprehension with technical talk.

They are just trying to distract you from the fact that they don’t have a clue as to what they are doing. There are so many distraction techniques.

The best consultants start out with, “OK, tell me about your business and what are you trying to accomplish”? They’ll ask about your ‘C’ level executives, product and service intricacies, marketing plan, three year projections, strategic alliances in place, board of directors and more. Your response to these questions will help the strategist formulate a plan to set up a structure that works.

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

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Micro Cap Mutual Fund – Private Equity – Micro Cap Fund and DPOs

Monday, December 20th, 2010

A direct public offering is when a company raises capital by selling its shares directly to what is referred to as affinity groups, unlike an IPO which are sold by a broker dealer to its customers and the general public through other broker dealers who have customers interested in buying shares in the company.

In IPO’s you have a firm commitment underwriting, where the underwriters promise to purchase the securities for their own account if they can not sell them to customers.

Best-effort underwriting: The underwriters do not guarantee any specific number of shares to be sold, they merely act as brokers.

In an IPO the lead underwriter is referred to as the syndicate manager, he keeps the book and invites other broker dealers to join the syndicate. In a firm commitment underwriting, an underwriter’s agreement makes members liable for any unsold securities, regardless of how much of their allotment they sold. .

In a direct public offering the company sells the shares to affinity groups; who falls in this category? Customers, suppliers, distributors, friends, family, employees and other members of the community. In a direct public offering (DPO) the company places its shares in the hands of those people who are familiar with the company and know the company’s product and management, and are most likely to hold the shares longer because they feel comfortable with the company’s prospects for the future.

Direct public offerings are considerably less expensive than IPO’s and most effective for smaller offerings, for large offerings the sales staff and customer base of a broker dealer are usually necessary.

Since the affinity group is already familiar with the company and its practices it doesn’t put pressure on the company to change the way it does business, and will remain loyal to the company because of it’s presence in the community.

DPO’s are preferable to venture capital financing because it allows the present management to execute its business plan without outside interference. When a small company turns to a single large investor they tend to surrender the freedom to make all the decisions.

In a DPO like other methods of going public today audited financial statements are required. Unlike a reverse merger you choose your shareholders and you don’t have to deal with shady, unscrupulous shell owners.

Shell owners usually keep between 5-15% of the shares outstanding and are quick to liquidate, and they do not have an interest in the well being of the company’s share price. Even if you insert a stipulation in the contract that they can not sell for a year they will find a way of shorting the stock and destroying the share price.

This makes the DPO a preferable option even for companies that don’t need financing but would like to go public.

A DPO does not always require audited financials but if you plan on going public you will need them. So you must hire an auditing firm that is “peer review” or PCAOB.

If you wish to take your company public then you must file a form S-1 with the Securities and Exchange Commission and a form 211 must be filed with FINRA.

A DPO is an alternative to an IPO or Reverse Merger for a company wishing to go public or obtain financing; it allows the company owner(s) to call the shots instead of an underwriter or a shell owner.

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

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Take Your Company Public – How To Take Your Company Public And Thrive Longterm

Monday, December 20th, 2010

There is a gargantuan divide between a public company that is exists and thrives. An company that is merely existing has a stock price that is is stabilized by constant promotion and fund raising with every bell and whistle, warrant and promotional gimmick as the company’s business model is not conducive to inner and outer expansion, globalization or general scalability.

The public company that thrives will have an IPO that is both promotional and informative and will show a clear cut and active plan for growth via acquisitions, mergers and both domestic and international alliances. Public companies that thrive will have a team of consultants making introductions, setting up round table meet and greets to introduce and build rapport with funding players and potential partners where there is a strong synergy. The share price for the ‘thriving’ company will be triggered naturally by press releases in combination with promotion to investors by updating current and potential shareholders of these benchmark achievements.

Another massive element that is all together ignored 99% of the companies out there, even thriving public and private entities is the almighty legislative tie-in. Get to know your congressman, senator and all their affiliated groups. Become a permanent fixture at their fundraising events and look for angles that would help create a win/win situation for your political counterpart when his activity wanders into your particular business genre. Offer to consult with them to help them navigate the tepid waters of your industry without making the amateur mistakes of those not completely submerged in the industry. Be their industry expert, adviser then publicize your efforts in a way that helps both you and your political alliance.

Globally there are, maybe four or five consulting firms that specialize in the above. A full service, turn-key solution facilitating merger and acquisition identification and facilitation, all aspects and angles of investor relations, globalization and alliance identification and facilitation, professional executive placement into your organization, powerful board of director facilitation and more.

Though the above may sound like the consultants lack focus, to the contrary they are extremely focused and are well versed in walking into an organization and mapping the structure. What are the weak points and what are the strong points? And then they put together a strategy to build the structure that will gain rapid traction that will stick with expansion and funding benchmarks that are realistic, scalable and achievable.

Taking a company public in today’s economic environment is fickle and impossible for the untested to succeed. Find a consultant to put together a team that will launch or maintain your corporate stabilization and expansion strategy properly.

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

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