As a strategies consultant my firm deals with IPOs on every scale whether we are the lead group on the project or not. Sometimes we run the project and put our own team in place, others we are part of a team for another consulting firm. One thing that I’ve learned is when is our project we need to take the ‘lead role’ because at the end of the day everyone just sits staring unless they are given exact descriptions of what needs to be accomplished and in what time frame.
In a perfect world I could send instructions via telepathy from my armchair recliner but for now I need a cell phone, laptop, conference line and plane tickets. The second thing I’ve learned is to create new relationships with caution and to protect the relationships that I have in place. To do this I have found myself turning down twice as many projects as I take on and as time goes on I’ve made myself less available for new consultant relationships that I did earlier in my career.
The objective is to retain and strengthen relationships as opposed to burning and creating relationships. This industry is polluted with fly-by-night, wannabe consultants that will drop your name like crumbs from a table and at the end of the day when they are off selling printers or franchises, you’re left piecing together the shattered remnants of your once flawless relationship. Here is a word of caution for new consultants trying to break into the world of IPO facilitation, corporate strategies and mergers and acquisitions, watch your back.
If you’re doing an IPO don’t jump at every deal that comes your way; instead, stand back, examine the deals being pitched to you and slowly progress from there. Don’t rush. If you’re being contracted to orchestrate an IPO on the OTCBB, after you’ve examined the deal, checked for holes in the business model, UCC filings, corporate liabilities, executive pedigree and the other basics, consider the team you’d put together. A public company is nothing without a market so I will typically start with evaluating the investor relations strategy.
This is a relationships business don’t go blind, get IR referrals from good sources and check previous trading symbols and references as Investor Relations companies are typically run by Florida based, ex-stock brokers who got their licenses snatched from them for fraudulent activity. Obviously you’ll do the corporate strategies, structuring, board of directors selection, strategic alliance and globalization in house so the next team member you need is your S1 comments team. This will be a law firm, don’t hire a consultant that claims to be able to do it on their own.
A good consultant will have the client’s best interest in mind and a lawyer with a license to practice that could be jeopardized by stepping out of bounds is the best way to keep the process in check. I can’t tell you how many times I’ve brought on an s1 attorney who seemed promising and turned out to be a back stabbing scumbag. The reality of having to change out your s1 attorney on a project is 50/50 the key is to do this before the s1 is filed so you don’t lose time and take on liabilities that are not necessary. You’re going to need to change out members of your team during the process, this is just a fact but the strategy is to change out these individuals before it’s time for them to step up and initiate their part of the deal. With an s1 attorney it’s good to get them started with a PPM (private placement memorandum/regulation d 504, 505 or 506) review. You can test their interaction with the client, other consultants and see if they are trouble makers. It’s at this point you’ll be able to test their ability to work under stress, their speed and work ethic. The s1 attorney should be the referring agent to the Market Maker for the 15c211 filing with FINRA if you’re new to the business.
Good s1 filing agents are constantly being lobbied by Market Makers and should have a file of options ready to go. A good consultant will stay in for the long haul to help the company grow. You should stay on to help your client keep the board in check as well as assisting them with growth strategies. Identify potential acquisitions and mergers and build relationships on behalf of your clients via strategic alliances as your portfolio of contacts grows.
Take care of your client and protect them. You’ll often times be the bearer of bad news and this is never easy. Accept constructive criticism but never stand for unprofessional venting with profanities and blatant disrespect from anyone. Don’t get emotionally involved with your client’s business, it’s their company, not yours so at the end of the day don’t take it personal if they bring on a new consultant or seek a second opinion. Relationships will come and go, clients will come and go but at the end of the day, when you’re sitting at your office chair, the room is quiet and you’re all alone all you have is your peaceful conscience and your integrity, don’t jeopardize either one.
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