Posts Tagged ‘S1 Filing’

Looking For An S1 Lawyer? Watch Your Back Jack

Saturday, July 31st, 2010

For companies wanting to go public the basic understanding is to find an S1 attorney that will look out for your best interest and make the process easy. But what you’re not thinking about is the sub-sector of predatory attorneys that just look at you as easy prey. They’ll jump into your company, distract you by confusing you with technical jargon, fast talking and stressful scenarios that could never happen and when you’re not looking they’ll carve out a nice fat piece of equity on top of their excessive fees that pile up as they rob you blind with their insularely fees.

Qualify your S1 lawyer the way you would a blind, deaf, mute, quadriplegic proctologist before you go in for surgery. The fact that they can do what you’ve read in their promotional material is possible but most likely won’t happen, not that it can’t happen it’s just they can’t make it happen. Got it?

Be wary of S1 attorneys that will try to confuse you and distract you from your original goal. Let’s say it was your goal to go public on the OTCBB, the attorney who wants to take you for a ride will distract you with statements geared towards far fetched issues to scare you into submitting to their, not so far off, actions of adding fees, slicing off equity and other things of this nature. A perfect example is an attorney who gets involved with the client’s PPM share price with oppressive authority. If you’re company has a valuation of $3m they are trying to tell you to sell shares pre public for $1.00 or so which is absolutely, completely unrealistic, especially when you look at existing in the post public arena. They will tell you that at .20 cents per share pre public your pre revenue company will never have a chance to get on the NASDAQ (NASDAQ should be the furthest thing from your mind at this stage as you should be focusing on your pre public share price and post public IR). If the predator S1 lawyer sees you’re organized and have a solid comprehension of the process they will take away your confidence in those around you to gain more dependence by you. They will tell you that you can’t pay your IR firm the way you’ve already pre negotiated or that they are dirty or whatever.

When it comes to the PCAOB audit they will absolutely insist on you using their guy even though he charges twice the amount of other firms that gave you a quote and you can rest assured that the markup is their commission for scaring you into using this firm.

At the end of the day the predatory S1 attorney will confuse you, up-sell, over charge, scare, belittle and whatever else they have to do to make sure that at the end of the day they can get away with charging and taking everything without having to deliver anything and it will be structured so that the blame falls on you for not fulfilling the obligations set on you by the attorney. Good luck out there!

S1 Filing, Taking Your Company Public, Valuations and Investor Relations Services Free Video Download , Take Your Business Public and Globalize Your Business call Princeton Corporate Solutions at 267-233-0183 We Have The Industry’s Top Financial Blog We Can Make Global Growth Happen For Your Company

S1 Filing – Advantages Of Taking A Company Public – Global Expansion

Saturday, July 24th, 2010

Going public in the United States means you have three options NASDAQ, NYSE and the OTCBB.

The Pink Sheets aren’t even an option, what were you thinking. There are only a few companies outside of broker dealers that actually have the ability, expertise and contacts to take a company public and have it make, as opposed to break the company. Timing is everything with an IPO and just like with comedy, get that timing wrong and you’ve blown your chances at a crowd pleasing exit.

Unbelievably some companies try to go through this process on their own. The CEO or CFO will convince a nave board of directors that they’ve taken companies public before, the board of directors approves the process and before you know it the company is in the S1 stage and stuck and everything stops. Just now the company blew their chances of creating a powerful market position and they are demonstrating their vulnerabilities to their competitors who sit like gargoyles waiting to pounce on them when they are at their weakest points.

Think about aggressive buyouts, mergers, acquisitions and other involuntary exit strategies by companies taking desperate measures. Of course for the NASDAQ and NYSE you can go to the large Wall Street broker dealers to take your company through the process but what if you’re part of the other 99% of companies wanting to go public who don’t qualify to go public on these two exchanges?

Then, if you expect to eventually qualify you’ll need to go public on the OTCBB (over the counter bulletin board). The one and only firm that can facilitate this process quickly and without a hitch is the one and only Princeton Corporate Solutions with the master James Scott at the helm. This boutique firm in Philadelphia, PA is the be all and end all in IPO facilitation on the OTCBB. You can use other firms but why would you?

With the track record that this firm has why would you even consider using another outlet to take you through the process? Don’t kid yourself! You need consultants that do this day in and day out or you risk losing your company position and even your company. Stick with the experts on your offering, the life of your company could be depending on it.

For Global Expansion Strategies try these links Wiki Power, or This Consulting Firm or contact your local Congressmen

Equity IPO, Hot IPO, Initial Public Offerings And Internet IPO

Sunday, July 18th, 2010

Investors who are able to achieve higher yields on their investments take a different approach to growing their portfolio than most. Of course they use a broker and/or investment adviser for information on transactions but will typically make their investment decisions based off of their own collective research.

The reality is the few that have gained a comprehension for seeking out and getting involved with trades that open the floodgates to massive profits use their own money and operate as part of a small, tight knit group. The members of this ‘group’ always have their feelers out like tentacles sucking up and analyzing potential transactions, immediately looking for strategic elements and immediately dumping 99% as they don’t meet the criteria.

Two major components that professional investors who use their own money and are able to consistently pick winning transactions are companies that are in merger and/or acquisition mode and companies that are seeking seed capital specifically to go public.

Let’s focus on the latter. Companies seeking seed capital to go public are often financially viable companies with modest liquidity but are taking on seed investors so that they can meet the SEC minimum criteria of having 40 investors on the books to qualify for going public. Investors that are able to, literally, make millions per transaction have a way of getting into these opportunities by connecting with consultants who take companies public. If you are able to get involved with these consulting firms and if you have some capital to designate as a seed investor, you can literally be placed in 4,5 or even 6+ pre IPO investments per year. When you are one of the 40 investors in a pre public OTCBB corporation you are usually investing seed capital at a fraction of the future public price. The difference between what you pay for the seed stock and what the company charges per share when public is the profit.

It isn’t at all out of the ordinary to buy seed stock at 50 cents and have that stock gain in value of $1.00 to $1.50 when the company goes public and yes, you just made 50 cents to $1.00 net profit on each share (note: seed prices and opening prices vary). The great thing is you can often invest as a seed investor with as little as $5,000 to $10,000. If you have more capital you can spread it out over multiple pre-IPO opportunities. Seek out the pre- public companies and make your investments worth

The author of this article is not a securities broker or attorney. Before moving forward with investments of any kind the reader should seek the advise of a licensed professional.

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

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public

S1 Filing – S1 Comments – Find The Right S1 Attorney

Saturday, July 17th, 2010

I wish I could say that I wasn’t writing this article from experience but that would be a lie. I wish I could say that chemistry is never an issue between the consultant, S1 attorney and newly elected board members but that would be nave.

The truth is some attorneys who perform great on some public offerings are an absolute nightmare on other transactions. Some board members with a gargantuan size portfolio of contacts are worth the aggravation on some deals but on others fall flat on their face as they try to take the whole company to the ground with them. The reality is qualifying an attorney for the process of an S1 filing goes far beyond whether they’ve got time and experience under their belt. You need to ask the more difficult questions that are almost impossible to test for such as, how do they react in stressful situations? Are they open to stepping outside of their comfort zone to engage in cutting edge filing strategies to speed up the offering process? Do they help with the fundraising? Are they able to refer a PCAOB auditor and a market maker to file the 15c211? These are things that need to be addressed with your S1 attorney but are difficult to actually test beforehand.

Each lawyer is different and all I can say is sit down with them and drill them with a million different questions from a multitude of angles to test their knowledge and their patience. Watch their facial expressions, hand gestures, eye and forehead shift. Look for a bouncing leg or foot and other nervous habits and what questions did you ask to trigger this nervous twitch?

The same techniques can be used for qualifying a board member. The only way to get the best idea of whether there is a fit is to push them to the brink during the interview?

Be careful with this as many qualified professionals could easily take this challenge as disrespect and they’ll walk so don’t be rude or arrogant but with a placid look on your face and a calm voice, drill them and drill them hard.

Many consultants in this industry, myself included had to learn this lesson the hard way and took a lot of time and effort to correct the mistake of bringing on the wrong individual for the solution we were seeking. This is an extremely high stress industry and the environment is constantly at 100 degrees.

Concentrate on being calm, forward thinking, compromising on some issues and uncompromising on others, write down 10 pages of questions and when you sit down with the candidate ask all those questions and other questions that come to mind during the meeting. Test them, push them and get the right person for the job.

15c211 Filing, S1 Filing, Taking Your Company Public and Investor Relations Free Video Download , Take Your Company Public and Globalize Your Business call Princeton Corporate Solutions at 267-233-0183 Free Video Take Your Company Public and Expand Globally FAST We Can Make Global Growth Happen For Your Company

Pre IPO Investing – How To Invest In Penny Stocks – How To Make Money With Penny Stocks

Tuesday, July 13th, 2010

The internet and boiler-room stock promoters are constantly selling unsophisticated investors the dream of Penny Stock Elixirs and Alchemical shortcuts to Wealth. They ask you to make a few sacrifices here and there and in the end your dreams of massive liquidity, a butler pockets loaded with cash will come true.

The science of charlatanism and gaining a cult-like following has been a business in and of its self since the beginning of time. Followers of a cult and it’s figure head are blindly loyal and will recruit other members with unbridled enthusiasm and the group leader just sits there as the recipient of the profits initially promised to the followers.

Use the followers until they burn out and move on to the next flock of sheep. The above is the mentality of the penny stock solicitor so approach investment with eyes, ears and mind wide open with your critical faculty cranked on high. The good news is there is some truth to what the charlatans preach.

There can be gargantuan profits made in placing capital in OTCBB stock and NASDAQ and NYSE penny stock but you have to look at the whole picture. Things you should look at are (at a minimum): ‘C’ level executives and their professional pedigree, industry genre an company’s position within that market, strategic alliances, investor relations strategy to create the market and streamline promotion of stock, potential acquisitions and mergers, product and service globalization potential, web presence, ease of gathering company information and so on.

You shouldn’t day trade penny stock, contrary to what the Saturday morning infomercials tell you, you’ll almost always get burned. Instead, penny stock should be bought as early as possible. Pre public seed capital (pre IPO) investing is the best way to go if you are interested in getting involved with this type of investment.

It is not uncommon to have the opportunity to buy shares at as little as .10 cents with a public offering price estimated at .50 cents to $1.00+. this is where the real money is made. You can typically buy a combination of restricted and non restricted shares, just make sure that there is a selling shareholder offering in place and that your name is going directly on the S1 and you’ll typically be able to sell some of your shares right when the company goes public while retaining the balance of your shares for 6 to 12 months while the company builds traction in the market place.

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

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public

Take A Company Public – OTC Pink Sheets – OTC Bulletin Board

Tuesday, July 13th, 2010

Seriously, sometimes I have to step back and laugh when I see company owners trying to pre-qualify consulting firms to take them public. I just stand there and scratch my head in disbelief when they think they are asking all the ‘right’ questions when all they are doing is setting themselves up for failure.

I recently had a company who claimed to have investors who wanted to invest in pre ipo deals. For a few weeks these guys called with a million questions and demands, most of which were contrary to basic SEC regulations and compliance. I tried to set them straight but they just didn’t get it. These guys who called themselves consultants really had no clue as to what they were doing and the questions they were asking me about my firm in order to qualify our firm were completely off base and were actually laughable. It was irritating at the time, now I just sit back and laugh as I chalk it up as another lesson learned and another relationship that fortunately did not come to fruition.

Here are some realities to consider when talking to a consulting firm to take your company public. First, no consulting group acts alone, instead they play quarterback or orchestrator to facilitate a smooth, stress free process. Most consulting firms that take companies public on the OTCBB will have securities attorneys on staff for the s1 filing, third party SEC approved auditors for the SEC audit, multiple market makers to choose from for the filing of the 15c211 and scores of Investor Relations contacts for post public market creation.

When doing due diligence on an Edgar link for S1’s in process you’ll only see the attorney information and the auditor. The Consultant has to be content to stand in the background making the entire process function and succeed with virtually no public claim or credit. If you’re doing due diligence on a consulting firm it’s more important to find out how vast their network is as opposed to being the predictable intellectual midget who will look up the consultants previous stock symbols and call the company and expect to miraculously get on the phone with a person who knows the consultant first hand. The mere thought is so ridiculous it’s redundant to even bring it up but this is something that uninformed people actually do as part of what they consider ‘due diligence’.

All you need to do is this: Talk to the senior partner at the consulting firm. Establish whether or not they are full service. Gain an understanding for how long it takes them to get you from S1 to trading symbol. If you want to do some real due diligence, find out about their post public investor relations strategy so your company not only goes public but can stay public and profitable.

Consulting firms who take companies public on the OTCBB are a small part of the whole but without them, the transaction couldn’t happen. They are the 24/7 worker bees doing the impossible for the ungrateful….until the symbol is achieved and the stock is trading properly, they you get a pat on the back and, “hey thank you so much for your hard work…what was your name again?” And I always respond, “you can call me whatever you want but on my Share Certificates you can put Princeton Corporate Solutions”.

OK, maybe that’s a bit of an exaggeration, of course they are going to remember my name but the reality is, solid due diligence by a company wanting to go public starts with a general evaluation of the consulting firm, some basic technical questions and then getting to the root and depth of their contact base to make sure your going public efforts are fast and smooth.

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

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public

Taking Company Public: What The Government Giveth It Will Surely Taketh Away

Tuesday, July 13th, 2010

As the unfortunate recipients of a bastardized economy whose immediate future is as grim as the past two years there is a massive economic shift. Banks are crumbling towers of cards and executives in charge of this so called ‘rebound’ effort are about as qualified as a blind, deaf, mute, quadriplegic trying to win the iron man. In short, at this rate we’re in big trouble.

How ca a global economy prosper when we have intellectual midgets at the helm as nothing more than marionettes dancing to strings attached to the fingers of bureaucratic madmen controlled by power, greed and the need to dominate? The answer in short, take the control out of their hands and put it in the hands of the people. Companies need to stop looking to the government and bailout legislation for assistance.

“What the government Giveth It Will Surely Taketh Away”. The government gives only to receive ten fold. Banks and institutional finance are under the thumb of the Federal Reserve, a private organization keeping the citizens of this country in debt with fractional reserve lending and FDIC criteria that turns well intentioned banks into armed henchmen.

The only way to step out and take control of our economic fate is to step out of the institutional mainstream and all things associated with the traditional ’system’. The best way a company can do this is by going public. Taking your company public allows you to take control of your financial destiny and take advantage of the OTCBB (Over The Counter Bulletin Board), London Exchange and Frankfurt Exchange. The NASDAQ and NYSE are great but flawed by institutional over involvement.

Align yourself with globalization consultants that can take our mid size regional company and transform it into a well oiled, economically viable international powerhouse. Going public can offer you the financial means to eliminate the fragility that automatically transcends into your business model when held hostage to the institutional mainstream. You have a great product or service, you have customers, go public and then go global. Nothing is holding you back from there. Your future is bright! Now get out there and make it happen.

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

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public

Pink Sheets – OTCBB – How To Take A Company Public The Right Way

Tuesday, July 13th, 2010

As the global economy becomes more uncertain, entrepreneurs and CEOs are evaluating their fundraising strategies as traditional institutional lenders and government grants are become less available. For solid companies with profits there is a strong possibility of going public.

Pink Sheets aren’t very appealing to investors so these otc pink sheet companies can rarely stay in existence post public and the NASDAQ is a platform in which few can qualify so for companies seeking a rapid public offering of the pinks and the legitimacy of the NASDAQ the OTCBB (over the counter bulletin boards) is a viable option. The process can take from 3 to 6 months for a direct s1 filing and if it’s a real company getting the market maker to file the 15c211 is not that big of an issue as long as the initial audit and S1 filing went through without a hitch.

Post public operations are a completely different story and the investor relations strategy can and will make or break your ability to succeed in the public realm.

A strong investor relations campaign should contain a few central components: general corporate publicity, publicity wraps that go around each ‘C’ level executive to create the ‘expert’ label with your key staff, phone room communication to brokers to notify them on the ins and outs and what’s coming up for your company, stock alerts keeping seasoned traders up to speed with your stock position and information, press releases, keeping an eye out for and announcing the potential acquisitions and don’t forget about viral media (video, bookmarks, articles etc). One other thing is to hire a solid publicist who can get you on radio and television expert panel interview sessions as well as getting mentioned in journals and news papers.

All of the above is absolutely crucial to surviving and thriving in your post public life. One other thing, keep an eye out for solid strategic alliances who have multiple synergies that overlap with your business model. This is an important element for domestic and international growth and investor appeal.

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

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public

Take Company Public – Full Service Consultants – S1 And 15c211- A Must Read

Tuesday, July 13th, 2010

For those of you who have reached the point in your company’s evolution where it’s time to take your company public there is often a lot of confusion centering around the services that a corporation needs in order to go public at a solid price, hold it’s position and grow steadily.

The solution is to bring on a consulting firm steeped in a solid history of creating solid corporate foundations so that building on that foundation is simple and streamlined. Below is what you can expect to pay and the services you’ll need for a solid public offering on an exchange like the OTCBB that will help your company eventually qualify for the NASDAQ.

Of course there are many consulting firms out there who will do reverse mergers into public shells or charge $400k+ for the process of going public but the truth is, your company can get a premium grade public offering solutions without having to pay even remotely close to that much.

For a solid, top tier consulting firm to come into your company and provide everything from A to Z, the below is what you can expect to get and pay from reputable consulting sources.

For a full turnkey solution, the costs involved and solutions provided would look something like this: 1. Retainer ($25k to $35k)+ equity distribution 2. Business plan and Private Placement Memorandum authoring 3. Company Valuation by top tier analyst 4. Board of directors selection and evaluation 5. Advisory board selection and evaluation 6. C level executive evaluation and recruitment initiation (if needed) 7. Strategic Alliance search and facilitation 8. First round of funding offered to our investor network (and your investor contacts) 9. PCAOB audit 10. $50k fee from proceeds raised paid to Consultant 11. S1 filed by PCS legal team through SEC comments stage to SEC approval 12. Market Maker attachment, 15c211 filing with FINRA and final payment of $50k is made to Consultant from capital raised 13. Trading symbol issued to company by FINRA 14. Company is up and trading on OTCBB 15. Consultant brings in first phase Investor Relations strategies to create market and trading volume activity 16. National Public Relations strategy begins by having C level executives placed on top tier radio and TV programs as Expert Panel participants for industry 17. Ongoing acquisitions identification, corporate expansion strategies and Investor Relations consulting by Consultant to assist company with growth.

You don’t need to overpay for a service as intricate as going public. Just find a turn-key consultant who understands your company and what you’re trying to achieve and take it from there.

Follow us on Twitter Princetoncorps , Take Your Company Public and Globalize Your Business call Princeton Corporate Solutions at 267-233-0183 Free Video Take Your Company Public and Expand Globally FAST We Can Make Global Growth Happen For Your Company

International Business Consulting Firm – Expanding From China To USA

Thursday, July 8th, 2010

As a global corporate strategies firm we are beginning to get many inquiries from foreign corporations that wish to take advantage of the rapid growth capabilities of trading stock in the US. Getting set up with a consulting firm that specializes in fund-raising mechanisms such as private placement memorandum, direct public offering and/or taking one’s company public on the OTCBB can help a foreign entity obtain virtually instant gratification of raising large amounts of capital in an expedient manner.

Chinese companies typically have similar questions and concerns when they contact us such as: How long does it take to go public? What are my options for raising capital with a US structure? Do I need to have an American corporation? How much equity should I give up to the public? Can I merge my Chinese company with my American company to strengthen the American corporation’s asset value? And How do we sell the stock to the public once we have a symbol and are ready to trade?

How long does it take to go public? To go public on the OTCBB you need to have a solid business plan and corporate structure, usually a pre-public round is done with a Private Placement Memorandum to offer discounted stock in return for equity seed capital that will fund the ‘go public process’. This process can take a few weeks to a few months, it all depends on the deal and what you’re offering the investors at this stage. Next you’ll want to do your third-party audit and your S1, after your audit is done and your S1 is filed you’ll enter into the ‘comments’ stage where the SEC is going back and forth with you or your lawyer or your consultant (whoever is helping you go public). The comments stage can be anywhere from a couple weeks to a few months, the more unorganized the company, the longer the audit and comments stage will take to complete. The average for an organized company with the audit and S1 prep done simultaneously is around 4 to 6+ months (the more unorganized the company the longer it takes).

What are my options for raising capital with a US structure? Raising capital in the US happens quicker than in other countries because of the vast wealth in North America and its position in the global market place. Invest-able deals are all in the eye of the investor. The challenge is getting in front of investors with a track record of investing in your particular industry genre.

Do I need to have an American corporation? Yes, to go public in the United States, you need to have an American corporation. This doesn’t necessarily mean that it has to become your primary corporation. You can use one corporation as your operational entity and one as a subsidiary but to strengthen and stabilize your share price you’ll need to eventually show growth and assets in your US entity.

How much equity should I give up to the public? This is a decision that will be made with your attorney and Board of Directors and the decision is based off of your company’s industry position, the value of empirical assets like equipment, contracts, patents, current foreign based share holders etc.

Can I merge my Chinese company with my American company to strengthen the American corporation’s asset value? Yes absolutely. This is the most popular technique to show current and future shareholders that your company will be a long term public player. The more asset ’skin’ you are able to put in the game in the beginning the better for the longevity of your enterprise.

How do we sell the stock to the public once we have a symbol and are ready to trade? During your ‘going public’ process you’ll be attached to a market maker. The market maker, your consultant and your publicist (if you don’t have one your consultant will find one for you) will work together at all fronts to help you leverage your new public entity. Your publicist will have authors in newspapers and magazines do write-ups on your company as they help you label yourself globally as a new industry powerhouse, each of your executive team members will also have their own publicity strategies going as well so that your publicist can place them on expert TV and radio panels as industry experts which brings website visitation, new distribution opportunities, personal and corporate branding and investor confidence which is all conducive to an increase in your share price. All of this will bring call volume into your market maker while they are selling your stock to new contacts as well as calling on their established database of investors. The process is typically audited quarterly by your consultant to find dead weight or weaknesses and tighten everything up.

Using the public fundraising strategies based in the US is a wise decision to grow your business. Finding the right consultant is crucial. The right consultant can make or break your efforts to go public in the United States.

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

categories: Taking Your Company Public,Reverse Merger,S1 Filing,Belvedere Global Strategies Corporation,James Scott,direct filing,s1 registration,taking a company public,take your company public