I consult in the turnaround sector with public companies on the Pinks, OTCBB, London Exchange, Frankfurt Exchange and every exchange in-between and everyone seems to have the same issue: there stock isn’t trading at the price they desire and they are dying to find a way to fix the problems that are hindering their trade. It usually comes down to a few basic elements. Use each of these elements with caution as this industry is full of predatory organizations and consultants and can be dangerous to amateurs. If you’re a newbie, that’s ok. Do what you can but know when you are in over your head and turn the remaining process over to people that swim with sharks for a living.

Public company structuring and turnaround strategies typically center around the elements of: corporate publicity, individual executive publicity, lack of an experienced publicist, lack of strategic alliances and lack of the proper promotion that is conducive to getting stock investors to pull the trigger.

Corporate publicity can be broken down into the immediate and ongoing use of: press releases, viral marketing video and article submission, corporate blogs, investor relations, market maker or broker dealer that is affective and of course the almighty strategic alliances that build hype and build power behind your brand.

Another major component that most companies are lacking is ‘Individual Executive Publicity’ by use of press release, viral market: video uploads with interviews and how to type material, article submission and personal blogs that center around the particular industry genre issues. It is important to make each executive stand out like a beacon in the industry and to press the reality or create the reality that your executive staff is composed of the who’s who of your industry.

Next you’ll need a corporate publicist with a focus on getting your CEO, CFO and/or corporate executives on TV and radio panel discussions as industry authority as well as newspaper and magazine articles and interviews about your company and its executives.

Don’t forget the importance of ‘Strategic Partnerships’. Announce new partnerships with multiple press releases, photo ops and articles. Pick strategic partners that have name recognition or are about to be in the public eye to piggy back off of the publicity they are receiving.

If you are an OTCBB or Pink Sheets company email campaigns to stock Investors are a quick way to get a nice bump in exposure and stock price but too many of these campaigns done the wrong way can hurt your company so be careful. Your investor relations consultant should have you listed on multiple stock alert services that run ongoing back to back. And the last but not least, the old fashion snail mail ‘Direct mail to stock investors’ can be the added bang to your stock price rising and stabilizing.

Turning around a company can and expensive proposition today but can increase your company’s value exponentially if done by an experienced professional. It’s a process that’s worth it to companies with an eye toward longevity.

Need A Corporate Consultant?, call Princeton Corporate Solutions at 267-233-0183We Can Transform Your Business

Are you taking your company public? Here is what you need to know. Disclosure Obligations: “If my company becomes “public,” what are its disclosure obligations?”

The Securities Exchange Act of 1934 requires a company to file certain periodic reports once its registration statement has been declared effective. This obligation continues indefinitely unless:

At the beginning of any subsequent fiscal year, the class of securities offered is held of record by less than 300 persons; or

At the beginning of any subsequent fiscal year (except the two fiscal years immediately succeeding the year the registration statement became effective), all securities offered are held of record by less than 500 persons and the issuer has had less than $5 million in total assets for each of its last three fiscal years.

In these cases, the reporting obligation may be suspended. Otherwise, a company must continuously disclose certain information about:

Its operations; Its officers, directors, and certain shareholders (including salary, various fringe benefits, and inside transactions between the company and management); The financial condition of the business (including audited financial statements by an independent certified public accountant); The Public Company Accounting Oversight Board (or PCAOB) (sometimes called “Peekaboo”) is a private-sector, non-profit corporation created by the Sarbanes-Oxley Act, a 2002 United States federal law, to oversee the auditors of public companies. Its competitive position, material terms of certain contracts or lease agreements; acquisitions and mergers, creation of certain financial obligations, and material impairment of assets; unregistered sales of equity securities; changes in its accountant; and changes in its board of directors and management;

In addition, a company must promptly disclose to the public any information that would be considered important to its present or prospective stockholders.

All companies with total assets exceeding $5 million and a class of equity securities held by 500 or more persons are required by the Securities Exchange Act of 1934 to file the same supplementary, periodic, and current reports as noted above. Companies with these characteristics must also comply with the Commission’s proxy rules if proxies are solicited from holders of its securities. In such a case, the company must furnish all shareholders proxy statements disclosing all material facts concerning matters on which they are being asked to vote. If the proxy solicitation by management relates to an annual meeting at which directors are to be elected, the Commission’s proxy rules also require the company to furnish each shareholder an annual report disclosing certain information about the company, including audited financial statements for its latest fiscal year.

Exemptions

The Securities Act of 1933 provides several exemptions from the registration requirements; the most common are discussed below. Nonetheless, purchases or sales of securities (even in exempt transactions) are subject to the antifraud provisions of the federal securities laws. This means that issuers are responsible for false or misleading statements (whether oral or written) which may be redressed through private or government legal action, including criminal sanctions. Also, if all conditions of the exemptions discussed below are not met, purchasers may seek to have their purchase price refunded. In addition, the fact that an offending may be exempt from certain provisions of the federal securities laws does not necessarily mean that it is exempt from the notice and filing obligations of various state laws.

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

Many companies have a unique service or product but either lacks the capital or know-how to go public. Going public slams open the doors to massive global capital possibilities and massive partnering and strategic growth capabilities. A financially broke company should never try to go public to raise money to stay afloat as you’ll only attract the fee based predatory consultants who make their money on individual fee oriented services without the ability to bring it all together in a turn-key solution so in the end there is no accountability.

The prototypical company that will succeed in going public is either a profitable and mature company or a start up with contracts in place for capitalization and patented and/or proprietary technology or systems that give it a massive edge over competitors. The decision to go public should be based in the desire for rapid growth and capitalization. The qualities of a company that will succeed on the public forum is one with a solid executive staff, experienced board of directors and a service that is recession proof (Yeah I know, what business is recession proof?), and finished with the actual developmental stage with a solid product or service and identified partners and distribution sources.

If you realistically have a chance at going and staying public you’ll attract consulting firms and/or broker dealers and market makers and many times law firms that focus on taking companies public in return for minor upfront fees and a solid equity position. Be careful not to sign on with a company that does not offer a ‘one stop shop’ or turn-key solutions which includes everything if you are going to be paying an upfront fee and equity. Many solid firms will ask for both fee and equity compensation and it’s worth it if they are truly capable of delivering a full range of services.

You should have a polite yet rigorous interview process with the firm before signing on. The ideal situation for a company going public is to partner with a consulting firm or broker dealer who offers absolutely everything you will need to succeed in the pre-IPO and post-IPO market. Expect to pay a fee for corporate structuring, business plan, private placement memorandum and Direct Public Offering to the firms database of investors (if they do not offer an introduction service to investors you should not take them seriously as a full service consulting firm as they are only offering you a sandwich without the bread).

Parts that a consulting firm will partner on if they can truly take your company public from A to Z is the initial Direct Public Offering to an in house group of investors who will invest the capital needed to pay for the audit (though many times this will have to come out of your pocket even if you team of with the best firms in the business), S1 filing and comments, SEC and FINRA approval and ultimately to the point where a market maker or broker dealer is selling your securities to the public. Sometimes it’s good to just hire a company that is strictly fee based for your ‘going public’ ambitions but be prepared to pay hefty fees. If you are a solid corporation with a realistic chance at going public, you’ll be able to tell by the tone that consulting firms have with you when you engage them in the initial phone consultation. If you’re ready to go public, a proper consultant will be able to identify your position in the market place to fill in the blanks.

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

With global economics the way they are it would be redundant to rant and rave about the downsides of corporate fund-raising. Quick infusions of cash from venture capital firms and institutional lenders are on hold and it is what it is but companies are becoming creative and corporate attention is steering away from the problems and toward the solutions.

The US and Chinese markets are intertwined in many ways and now a new trend in finance is making the relationship even closer. It’s a fact that Chinese corporations are still trying to figure out how to make their domestic stock market profitable and stable. Many of these companies have global ambitions with unique technology solutions business products and strategies but because of the week Chinese economy (compared to the power of other currencies) they have no choice but to head to the Frankfurt Exchange or the OTCBB market here in the United States.

As a corporate consultant that facilitates the process of going public for both domestic and global entities I have received maybe 5 to 10 calls per year from Chinese companies wanting to set up American corporate subsidiaries to absorb their foreign corporations and trade on the Bulletin Boards but all that has changed. I now receive 5 to 10 calls from Chinese and Indian companies per week to take advantage of the global market place that centers around America’s gravitational pull.

Here is how you can take your foreign entity public: set up a domestic corporation (I usually have corporations set up in Delaware because its fast, easy and the states statutes go back to the original 13 colonies so there is sufficient case law and precedence to protect a public entity affectively). Next you will need a professionally written business plan in English. Translated business plans don’t work as Western investors look for different details in transactions than their Asian counterparts. Write a new business plan based off of this new corporate entity.

After this you will use the Regulation D Rule 504 exemption to offer discounted stock to a core group of investors via DPO (direct public offering) we have spent 11 years putting our core group of investors together that can finance around 80% of the public process so it becomes extremely reasonably priced for foreign companies. Then the S1 is put together while simultaneously their SEC audit begins which is simple and fast because the company in the US is a startup. We go through and get the SEC approval, then FINRA and then the market maker that we have attached to the deal goes to work.

Now here is the kicker. If you have any experience with taking companies public you’ll see one common thread throughout all the companies that you work with and that is the fact that the company executives who started this company and are more than likely the majority share holders, want to retain as much equity as possible so this is simple. When the company is publicly trading, limit the issuance of stock specifically to your original core group and let the stock price stabilize then you simply take some of the company owned shares and use them as collateral for equity loans and lines of credit.

Once you’re public the last thing you want to do is liquidate shares to raise capital quickly. Instead, use your shares as collateralized bartering chips and you’ll never have a problem with cash flow or fund raising or the threat of losing control of your company. Foreign companies that want to go public in the United States are often intimidated by the strenuous process and the concern of ‘who to trust’. Find a consulting firm with experience in turnkey ‘go public’ facilitation and you’ll be fine.

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

OK, so you’ve just spent 5 months to a year in the process of going public. You’ve paid fat fees to auditors, consultants and lawyers, now you’re public…now what? How do you make a success of your new public company? Obviously you have solid executives at the helm and a board of directors advising you on various strategies and setting up new strategic alliances. You’ve eyed up companies to purchase as growth through acquisition is one of the main reasons for being public but how do you keep your stock selling and stable? How can you make it so your company stands head and shoulders above all other priorities of your market maker or broker dealer? You need to make their phone ring by pounding the pavement via public relations and pure publicity.

A sizable portion of your corporate budget as a public company has to be publicity. You need a publicist that will get you on the radio and on television as an industry expert. You need to be mentioned in newspaper and magazine articles. You have to create a presence that forces people to call their brokers to get information about your company and make a move toward stock purchase.

You must take an ‘in your face’ approach to your public relations strategy and your CEO and even your CFO have to take this as their full time occupation until the company gets the traction it needs and then after you have gained traction, take it up a notch with a simultaneous approach of both publicity and product placement to start rapidly building your brand.

After this, again you should take it up another notch by adding publicity solely to market makers and broker dealers. Get published and buy ad space in journals that cater to this crowd. Do the dog and pony show rounds. Introduce yourself. Tell these industry specialists about your plans for the company this year. Leak out some potential acquisition info that can act as a juicy tidbit to get them to dig deeper.

Now you’re ready to take it up a notch again; be seen with the in crowd. By in crowd we mean other professional executives within your industry genre, not competitors but potential strategic partners, get snapshots taken and have your publicist start the hype machine and remember, anything even remotely ‘note worthy’ should have its own press release sent out to the masses!

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

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Where Are All The Good Investor Finder Services? Companies raising capital whether trying to get a loan, raise equity capital with a private placement memorandum or go public on the Pink Sheets, OTCBB or any other platform has no doubt been told to find a good investor finder. Sure there are multitudes of membership databases like ‘Angel Funding Project’, one of the industry’s largest and many others but where are the ‘investor finders’ that everyone’s CPA and CFO are talking about?

I’ll tell you where, they’ve discovered how valuable their portfolio of active investors actually is and they’ve teamed up with consultants that take companies public and they provide the 40 initial investors needed to qualify for a public offering and they also help supply the capital that the consultants need in order to facilitate the ‘going public’ process. They have gone from making $2,000 here and $10,000 there, to making $100,000 here and $500,000 there by getting involved in the ultra lucrative world of pre-IPO finance and technical facilitation.

They are going from the headaches of trying to get investors interested in placing money with a goofball who doesn’t think he needs a business plan or PPM to raise capital to getting the red carpet rolled out for them at every term by investment bankers, global broker dealers and companies that desperately want to go public but are working with minimal liquidity.

Quality investor finders are becoming more and more valuable as the economy declines in some regions and remains stagnant in others. Good investor finders no longer sell their services, instead clients and strategic partners must sell them on why they should break open their contact base on their behalf. As the global economy changes, new opportunities are popping up everywhere. Investor finders are being heavily lobbied by Chinese and Indian companies who want to merge their foreign corporation with a public American entity.

Any solid consulting firm can take a company public but few have the contacts to be truly considered full service. If you are interested in taking your company public and have a solid business model, find an IR consultant and sell them on your corporate strategy and if they take you on you’ll be raising capital with lightning speed.

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

Business Owners: Build A Corporate Structure That Investors Love! Ok, you’ve decided to go after investment capital but you’re not sure where to start. Here are the basics that you should pay close attention to before putting your company in front of investors.

First and foremost you need to perform an industry analysis that answers the questions pertaining to where you are in the industry and who are your competitors. It doesn’t matter what product or service you offer. You could be selling underwater sock fitting kits and there is a competitor and industry leader somewhere in the world. Don’t be so naive in thinking that there is no competition or that you are at the pinnacle of your industry. Show your audience that you’ve done your research and that you’ve identified the players in your market.

Next get your executive team together and it better be the who’s who in your industry. If you can’t attract the upper echelon of your industry genre then you need to do some serious PR on behalf of your individual executive team to show the public what they are made of. Brand them as the up and coming powerhouse executives in the industry. Publish their articles and knowledge on industry blogs and article submission sites. When a funding source initiates general due diligence you need to shine like a lighthouse in the fog. Each and every executive team member needs to have an image that screams power, success and investor security.

The next thing you need to do is take a serious look at your board of directors. Who is on your board, what is their compensation and is there someone that is a better fit for formulating strategies and alliances than those who are currently populating your director staff.

One of the main reasons that investors turn down companies for funding is because they lack the backup of industry players in connection to strategic alliances. You need to identify and contractually reach out to companies that will enhance your overall business strategy. Your minimum goal should be 10 solid, aged companies that have already branded their names in the marketplace and are willing to add you to their mix of advertising and ongoing strategy and they will expect the same from you. Show investors that it’s not just you treading water in the industrial whirlpool and that you’ve built a life preserver of alliances.

Now you are ready to write a business plan and private placement memorandum that takes all the essential elements above and puts them in two well authored and to the point documents that will make an interesting and informative read for investors who have a track record of investment in your particular industry. If you’ve written your own business plan, toss it. If investors are going to take you seriously you need a professionally written business plan that touches on all the triggers that investors are currently looking for.

Next, it’s best to use the Regulation D, Private Placement Memorandum as the vehicle for staying within SEC guidelines for raising capital and you should use a Direct Public Offering as the process for raising the actual capital. Reaching out to friends, family, industrial counterparts and alliances should be the first place you go for funding. If you are lucky the consultant you hire to assist you with the above processes will have a solid database of investors to assist you in your initial, first round raise via DPO.

Last but not least you should consider, even though it’s not a mandatory requirement for a PPM or DPO, getting an independent audit done on your company to demonstrate an objective analysis of your financial reality so that investors can find their comfort level quicker without a prolonged comments stage.

There you have it. These are the basics to what it takes to achieve equity investment in this current market. Get out there and raise some money!

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

For many professionals, entrepreneurs and business owners the current reality of their intercompany and inter industry promotion and prominence is a far cry from where they originally envisioned themselves to be. What is the factor that thrusts some people and companies forward in the professional sense and why are some straggling behind like desperate, obsolete room size computers in a hand held PC world?

Its actually quite simple and it all comes down to a decision… a decision to step up and dominate in a no holds barred, bare knuckle fight to the finish. You need to understand and be comfortable with the reality that not everyone will make it. Most of your colleagues and professional friends are not psychologically or professionally built to last, meaning, they are not willing to do ‘whatever it takes’ to get to that next level.

Here is how it’s done: First, decide on what you want, who you want to be and where you want to go in your career. Second, surround yourself with people that have the above characteristics your are seeking to acquire. Chances are, most of these characteristics will be spread out over several different people as opposed to one or two professional who demonstrate your future self so find 10+ people to become well associated with and begin to pattern them. Don’t just pattern the outward and obvious characteristics but absorb the aura of their overall presents (calm, cool, collect and maybe even arrogant and rude at times).

What are their hobbies and extracurricular interests as these interests are a contributing factor to who they have become. Next, make a decision! Make a decision to overcome any obstacles that stand in your way. Dump friends and associates who are not supportive as they will only hold you back. You should quickly sever ties with any and all counterproductive individuals and interests that keep you from achieving your goal. Next, every morning as you’re getting dressed, brushing your teeth you should also be putting on your psychological garb as well. Slip into the mindset of that person you want to be.

Put blinders on your eyes so there are no distractions. What you will find is that opportunities will seem to fall into your lap because you are willingly submerging yourself into a subculture that has worked for all of those around you who are living the dream that you will soon be part of.

As for domination, you will find that stepping into this new code of conduct and professional character you will begin to steamroll forward, yes some people will be crushed under the wheel of your progress but this is a natural part of evolution. Use the element of arrogance, not in an artificial way that is used by insecure people but in a form of self promotion. Begin to state your opinion on industry specific blogs.

Put out industry niche information videos on viral media sites. Bring internet surfers to your blogs and videos with social and news bookmarking links scattered all over the web. Brand yourself as the ‘god’ of your industry. Your opinion matters and after others see you opinions and concepts enough they will begin to see these ideas as the norm. They will feel that up until now they have been misinformed and uninformed and you are the person on the cutting edge of your industry. As you build momentum, whatever you do, do not stop! As you build traction of growing your own personal ‘brand’ and ‘subculture’ within the industry, this should only influence you to take it one step further with articles submitted to global, high PR article directories and press releases through various channels. This is just the beginning but you are on your way to absolute, industry domination!

Need A Corporate Consultant?, call Princeton Corporate Solutions at 267-233-0183We Can Transform Your Business

Think back to just a few short years ago, banks were on a lending spree, corporate lines of credit were being issued in record volume and companies were able to raise equity and debt capital with reasonable ease; then came the banking crash which unfortunately brought on an entirely new group of scams preyed on the innocent and naive small business owner which damaged the economy that much more.

Scams such as platform based funding, banking instrument collateralized lending, shelf corporation scams and on and on. Fortunately there is a light at the end of the tunnel thanks to some of the venture capital and private equity industry’s talented global finance executives who have decided enough is enough.

Now entrepreneurs are seeing professional collective funding efforts put forth by these seasoned finance gurus in the form of online membership databases which possess some of the best kept secrets in the global funding markets. Many of these databases include finance companies and methods that have never been available to the public and were used for decades by VC professionals who were able to pull off funding miracles on behalf of clients and in return made hefty commissions.

Now, with these unique contacts being placed in database form they are now available to everyone and anyone who needs capital. Imaging going to one website, joining for a modest fee and getting access to thousands upon thousands of private investors, angel investors, venture capital firms, hard money lenders, private equity firms, aggressive hedge fund lenders, Asian and European finance, factoring and other wonderful and easily comprehensive options to acquire capital.

A few of these membership databases have even taken the next step to give the business owners the elements to promote their business in a way that will help them pass due diligence with ease. Some venture capital executives got so fed up with having a client with a great business model, solid infrastructure, exceptional board of directors and even money in the bank but the deal would die when the company went into the due diligence and offer phase that they actually paid programmers to design a download-able application that offers the entrepreneur easy yet extremely powerful publicity with the strength of an actual high end PR firm all at the click of a button, it’s truly amazing.

The economy may not be what it used to be but it has forced the evolution of certain aspects of the financial industry to be more small business and entrepreneur friendly. There is massive funding out there for your company if you take the time to look.

Do You Need Financing For Your Business? Do You Need Angel Investors, Private Investors or Venture Capital, then visit Angel Funding Project’s site and find the best Business Funding Sources In The Industry.

Bypassing the blistering reality that banks aren’t making small or medium size business loans. Lines of credit are deal. Hard money predators are out in full force and legitimate funding sources are at an all time low. Companies can take the tried and tested route in hiring a consultant, structuring their company, building strategic alliances, creating a solid board of directors and then authoring the business plan and PPM for the initial raise but why would they when they have so many scammers telling them that they can easily raise the capital with a shelf corporation or reverse merger into a pink sheets public shell.

People in need of capital don’t want to be bothered with the reality the capital is not as easy to obtain as it once was. Entrepreneurs are seeking the quick and easy way out which typically turns out to be the route that ruins their company and depletes their cash flow.

The truth is that your company has to be constructed on the success and failures of your executive staff. These individuals are the lifeblood of your company and their contacts and experience is what will drive your company forward into ongoing self-perpetuating growth.

Don’t believe the hype when it comes to raising fast capital in the corporate realm. Don’t believe that a shelf corporation will do anything but make you and your company look like idiots and don’t think for a minute that there is any way to initiate your first round of capital without an SEC regulated Private Placement Memorandum.

Big brother is always watching and those who try to raise money without the proper structure always get burned. Why not step back, take a breath and start off your campaign to raise your first round of capital the right way with a private placement memorandum, then a direct public offering then move onto the public offering on the OTCBB.

Why not for a change, do things the correct way, using the structures that are conducive to actually raising capital the legitimate way as opposed to the fast and easy way.

The fast an easy way is often the wrong way and in the end there is no capital being raised at all, only headaches and lawsuits. Find a consultant with the experience of taking startup companies and expansion mode companies public.

Don’t waste time with the scammers. Raise capital the right way and you’ll never have to redo the process.

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