Most companies who are on the venture capital trail are not set up properly to attract investors. When an investor looks at your business plan and private placement memorandum they are looking for certain things. Of course funding sources look for the obvious, a solid business model, positive cash flow, industry genre with solid future growth, recession proof business (if there even is such a thing) and minimal debt.

Countless companies are turned down for funding because they lack the basics such as: an advisory board, board of directors, solid executive staff with a well groomed pedigree, reasonable share price, business plan and PPM that spell out the risks for the investor and an original marketing strategy that covers all the angles. These are just a few of the most common mistakes that companies make out of naivety and by not taking the time to hire an expert to properly structure them to make the entity appeal to investors.

Seasoned expansion and turn-around consultants can step into a company and immediately zone in on the issues that will hinder a client’s investment magnetism. Often times it only takes 2 to 3 weeks to completely reorganize a company to make it stand out like a beacon in the turbulent finance industry. If you are seriously considering the idea of raising capital with a private placement memorandum, traditional institutional loans, venture capital or a public offering don’t be penny wise and dollar foolish.

Spend some money and hire a consultant who is completely submerged in the finance industry to take control of the elements of your corporation that are seen as ‘black eyes’ to investors so that you can achieve the capital you’re seeking.

The reality is, raising capital for your company is easy and straight forward if you’ve taken the time to examine your business objectively and sought out the expert analysis of an industry expert consultant who will run your company through a formula and make the necessary changes to increase your ability to raise capital.

The Question: “How can we afford to “Go Green?” The Answer: “You can’t afford not to!”

As companies and institutions everywhere are asking, “How can we afford to go green?” Others have learned that the real question should be, “How can we afford not to?” Between the savings from energy efficiency, government incentives, rebates and well structured financing and lease options, energy projects can be excellent investments rather than daunting expenses.

By taking a carefully planned “whole facility” approach, companies can target both the “low-hanging fruit” (such as lighting upgrades and maintenance solutions) and a combination of other equally significant and cost effective solutions (such as available technologies to improve the efficiency of HVAC, refrigeration, equipment loads, etc) to achieve substantial returns. The efficiency gained across multiple load categories will amass to very significant reductions in overall energy consumption and costs. Often, these savings can help to fund more expensive, longer term solutions. Experts all agree that increasing energy efficiency is the most important and financially prudent step any business can take in “going green”. By reducing demand and consumption first, the scope and cost of secondary phases (such as adding renewable energy sources) can be better controlled.

Many government and utility programs have been designed to reward companies following just such an approach. For example, New Jersey’s Pay for Performance program returns up to 100% of the money spent for design and 50% of the money spent for implementation which significantly reduces payback time and increases R.O.I.

Furthermore, equipment lease or rental agreements can be used to eliminate out of pocket and capital expenditure costs and immediately enrich cash flow. Structured properly, these agreements cover the entire project cost and have such low monthly costs that they are off-set by the savings. In other words, the monthly energy savings outpace the monthly lease payments creating additional, immediate, unexpected cash flow and profit for the facility.

In addition to cost concerns, companies are often interested in knowing how energy reduction programs will affect their operations. A professional, well designed system should improve lighting quality, enhance occupant and employee comfort, reduce wear and tear on system components and improve equipment performance.

So again, the answer is, “You can’t afford not to go green”.

So many companies dream of going public both as a growth and exit strategy but unfortunately few succeed with this process. The third party audit, sponsoring of the S1 and 211 by a market maker and SEC comments stage is just one of the obstacles involved with taking a company public. The attempt at going public and actually achieving a symbol are two entirely different things and if you are lucky enough to achieve a symbol there’s a completely separate area of expertise needed to keep your stock trading and to preserve a company’s longevity in the marketplace.

Here are some things you need to keep in mind when gearing up to take your company public. Forget everything that you’ve read and heard and pay attention to what you’re about to read because this is the straight forward, objective reality of the process. First, do not hire an attorney to take you public as they will take you on a long drawn out process to get as many billable hours as possible, instead, hire a consulting firm whose sole business model is to take companies public and take advantage of the relationships that they have with attorneys. This is the first rule: hire a consulting firm that offers a complete A to Z turn-key solution for taking a company through the process of going public, achieving a symbol and preserving the trade with a solid, ongoing post public investor relations strategy.

Next, when you’ve decided on a consulting firm evaluate their team, don’t ask for references to call to research their track record, better yet, ask for symbols of previous clients and links to the Edgar database to check out current deals in the comments stage. The proof is in the empirical track record, not potentially fraudulent phone references that are easily engineered and BS.

Now look at their team. Make sure that the consulting group has a solid legal team, market makers, investor relations team, auditing group and someone well versed in the comments stage response as this can be one of the major hang-ups in achieving your symbol in a timely manner. Also, most important, they absolutely MUST have a solid group of investors to fund the process for equity and to sell their shares into the marketplace post public to create a market for your stock as well as a network of market makers familiar with your deal to piggyback off of the sponsoring market maker’s 211.

About one month away from symbol achievement you’ll want to meet with your consultants to get a solid IR strategy together for a big offering dbut. You will want to set up a strategy for 30 day IR intensives every other month with general corporate publicity strategies in between. I suggest changing your IR firm each quarter to keep it fresh and open up your trade to a new network of investors.

One special note to consider is that when you are raising your initial round of capital from seed investors, the fastest way to do this is to have a fist full of contracts and purchase orders in hand to strengthen your position and publicize this reality with an arsenal of press releases. Its 100 times easier to raise capital if you are showing seed investors a handful of ‘soon to be’ cash than to solicit them empty handed.

Obviously there are a multitude of other issues that you need to take into consideration when going public so find a consulting firm that can help you make it happen. Don’t try to venture out into these waters on your own as you’ll be diving into shark infested waters and you’ll almost certainly fail.

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.

Stock investors will typically go with whatever stock play their broker recommends. You’re banking on the broker to know what they are doing so you don’t have to spend all day and all night draped over charts, statistics a buffet of TUMS.

Your broker will most likely pitch you the stock that his or her boss has pressured them into promoting in this morning’s meeting and unless all the stock pushers cooperate with a collective effort, they will not achieve the desired result of the stock price jump that will yield a modest profit.

Traders with a conscience find it hard to work under this type of pressure that places them in the gray area of securities ethics. As an investor, you need to stop and observe the obvious, it’s your money and to make more money you simply need to take the initiative to diversify your investment portfolio. Every investment portfolio boasts the same prototypical elements: stocks, FOREX, IRA, bank savings all seasoned with modest microcap investments. A small minority of ‘in the know’ investors have a secret weapon.

Some investors have stepped outside the cliches of investing with the masses and sought out the diamond in the rough, the mother of all investments and that investment is ‘seed’ capital in pre-public companies. I’m not talking about pump it and dump it Pink Sheet garbage but I mean the home of the prosperous, land of the lucrative OTCBB market.

These affordable and powerful stocks should exist in every portfolio but buying discount stock as an initial investor in a pre public company that is in the process of qualifying with the one SEC guideline that has made some modestly wealthy people, extremely wealthy and that qualification is that in order for a company to go public they must have a minimum of 40 seed investors whether they need the capital or not.

Being one of the 40 investors in a promising, cutting edge pre public company can, many times, mean that your small initial investment can increase by 200%+ in an extremely short time. Seek out the ultra-lucrative pre public companies and watch your net worth skyrocket!

Pre IPO Investing: How To Triple Your Investment. A Must Read For All Investors!

It’s no mystery that IPO investing can make you millions overnight and investors savvy in this niche investment process constantly triple and quadruple their investments day in, day out. How do they do it? How does an investor pick a company with a winning model where they can buy a pre public share for .50 cents and go public with a solid share price of $2.00+ per share? Here is how it’s done.

First the company that you are considering investing in must be either a stable market or an emerging industry with massive demand. There must be rapid domestic and international expansion potential. The company must be a lightning rod for top tier strategic alliances that will voluntarily spend publicity, branding and PR dollars announcing its alliance with this new company.

The corporate structure must be one that is conducive to streamline processes with little need for micromanagement while simultaneously no being so macro managed that no one is accountable. Each individual executive and board of directors member must have a solid track record of successful ventures, similar to the enterprise at hand. Each C and Executive level member must be completely submerged in the industry and should be able to hold a press conference, give an intelligent interview and by mere presence be able to give a skilled public face to the company when they are put on the spot.

Next, who is the team that is taking them public and what are they doing to ensure that the company has an organized S1 and audit phase with enough market maker contacts to match the company with a group that will aggressively promote the company shares to the public. One of the most crucial elements to the entire process of going public is ‘publicity’ and ‘investor relations’. During the pre public phase the publicists should be slamming the internet with viral publicity which will brand the company as the be all and end all of all companies within their direct market place. They should make effective use of press releases, video uploads, social and news media bookmarking, inter-industry blog participation and a high traffic blog of their own on their own website.

Post public services must also be taken into consideration as you don’t want your stock to crash. The company must have multiple 30 day investor relations, stock promotion and TV and Radio campaigns to ensure that the company and stock will stabilize and gradually increase in value at a semi controlled rate.

These are the basics on what to look for when investing in pre IPO situations. Follow these general rules and watch your net worth grow! The best thing to do is find a consulting firm that takes companies public and offers a ‘public float’ or Direct Public Offering service to companies that meet certain criteria. This is where you will find a treasure trove of million dollar investment opportunities with quick turnaround and optimal profitability.

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.

When an investor is looking at your business they are obviously looking for the basics: an executive team that has worked with other companies in your industry at the exact stage you are at now with a solid track record of success, an active advisory board that is eager to help and has a solid comprehension of your industry, a board of directors that acts as your company’s strategic think tank and action center where the tough issues get dealt with and questions get answered. Investors also want to see that you are in a growth industry and that all involved have the discipline to step out of the emotional ups and downs of a start up or company seeking capital and look at the business objectively.

All this said, the one aspect to creating a salivating group of investors is your massive and powerful strategic partner database. These partners are able to enhance your company is ways of distribution, sales, contracts, legal, tax etc. The partners that you team up with are often build off of and initiated by the rapport of your executive staff, board of advisers and board of directors. Your corporate attorney and accountant should also contribute heavily to helping you build strategic alliances with like minded companies in their client base. These companies that you are teaming up with allow for rapid expansion and optimal eye candy for people that are interested in placing capital with your company. Having some big names in your corner with the label ‘strategic partner’ just sweetens the pot. Companies thrive and dive on relationships.

If you are considering raising capital with a Regulation D exemption like 504, 505 or 506 (also referred to as a Private Placement Memorandum) chances are, your company will be funded by angel investors, private investors and other private equity money sources. Having a powerful partnership base is like adding a blanket and warm milk to your business plan and PPM when handing if off to the investor, it’s soothing and comforting to see that you’re not alone but you have some big names helping you on the road to success.

Are you thinking about taking your business public? The same thing goes. The public wants to see that you are in bed with big names who can step in and help your company out of a tight spot and that you can co-op advertisements and promotional campaigns together.

Raising capital is easier when you are moving forward with establish partnerships to ease the weight of the load and stress that comes with a growing company.

Take Your Company Public: A Must Read Before You Do Anything! As a consultant in the business of structuring companies, setting up strategic alliances for clients, writing business plans and PPM’s and taking companies public on the OTCBB, I must admit I’ve seen my share of scams and swindling of uninformed clients. One sad issue that permeates the industry is clients who believe that their only option is to give up substantial equity while paying hefty fees to consultants who take your company public.

Here is the reality. When you are investigating the industry to find a consulting firm to work with to facilitate your ‘go public’ process, the first thing you need to do is make sure you are hiring a ‘turn-key’ solutions consulting group; meaning they need to offer everything soup to nuts in house because the second your consultant outsources anything, accountability is lost.

Next, on the issue of paying fees and also giving up equity, it should be either or, not both. If a company tells you that they want you to pay them in both upfront fees and in equity, you should laugh and walk away. In actuality the best deals for the client are those that are simply fee based, not equity based.

It’s better to pay 100k in a few easy installments than to pay millions in stock that will only be liquidated after the IPO which will completely obliterate your stock price and almost certainly ruin your company’s chances of success. It baffles me to see the scenarios that uninformed company owners accept. Currently there is a company that is promoting all over Google Adwords that they will take your company public for $25k and after a month of talking to the company, when you finally agree to use them they break the bad news that they are not going to charge you $25k or anything even close to that, they are, in fact, going to charge you $125k upfront, plus $10k to $20k for your initial SEC audit and on top of all of that they are going to take 30% of your company! It’s shocking but this group of consultants, because of their extensive advertising, has no problem bringing in clients and turning the tables on them at the last minute and sadly, because the client is uninformed, they accept the contract and pay the fees.

If you are going to give up any amount of equity in exchange for the process of going public, it should be with a licensed broker dealer and there should be zero out of pocket expenses from you. Your broker dealer should pay for the SEC audit, S-1 filing, SEC approval, FINRA approval, Symbol achievement and ongoing investor relations to keep your stock price solid. Unless your broker dealer is doing all of this, you need to find a new, full service broker.

Keep in mind, each consulting firm you talk to will give you a million reasons as to why their fee structure and process is the best but here are some comparable facts so that you can make the right decision on how to proceed. First of all, if you get an emotional consultant that acts like he is excited about your project and ‘can’t wait to get started’ this is bogus and you should walk away. The best consultants keep clients at arm’s length and never get emotional because it clouds the process and makes them ineffective. Besides, if they are acting so excited about your company it’s probably because they are trying to convince you of their legitimacy that won’t stand on its own merit.

Next you want to make sure that you are getting a quote on your specific company type which includes at a minimum: corporate structuring, strategic alliance facilitation, board of directors evaluation, business plan authoring built for IPO, investor finder service, SEC audit (the should be able to give you a general idea of the cost of the audit and have a company that you can use as most consultants don’t employ an auditor on staff), S-1 filing, SEC approval, FINRA approval, symbol achievement, market maker or broker dealer relationship/contract setup and investor relations for long term success.

Becoming a publicly traded company is an exciting and rewarding experience. The following sets forth the method, steps, fees and estimated timetable to go public on the OTC Bulletin Board (OTCBB) ‘from scratch’, or through a self-filing and discusses the 1934 Exchange Act responsibilities after a company’s registration statement has gone effective (after the company has become publicly traded):

Prior to filing the registration statement, a company that wishes to go public must first obtain an audit of the Company’s financial statements for the past two fiscal years. For most companies, the financial audit can be completed in about a month and costs typically range between $5,000 and $25,000, depending on the complexity of the company financials.

A public company will also need shareholders. To that end, if additional shareholders are needed, the company going public will need to complete a self-underwritten Regulation D, Rule 506 offering in which the company sells shares of its stock to investors for real consideration. This is not a difficult task, so long as you have a properly prepared private placement memorandum (PPM) and you follow the relatively simple rules of Rule 506. The price per share and number of shares offered can be determined by the Company, but most registered broker-dealers that will eventually submit a Form 211 for an OTC Bulletin Board quotation prefer to have a minimum of 400,000 shares distributed among the investors.

In addition to the minimum number of shareholders requirement, a company must have free-trading shares, called the ‘float’, in order to go public. Upon completion of the private offering and the financial audit for the prior two fiscal years, an S-1 Registration Statement must be filed with the Securities and Exchange Commission (“SEC”) to register the shares sold in the private placement, thus creating the free trading shares. The completion of the S-1 process with the SEC will make the Company a 1934 Exchange Act reporting company, which is required in order to obtain a quotation on the OTC Bulletin Board. The SEC will review the S-1 and provide comments within 30 days from the filing date. Comments from the SEC typically relate to the terms of the offering, the Company’s business and its financial statements. It usually takes between 2 to 3 months for the SEC to approve a registration statement on Form S-1 and for the S-1 to become effective. However, the actual amount of time will depend on the level of review and number of comments given by the SEC and the corresponding response time by the Company in filing its amendments.

Shortly after filing the S-1 registration statement with the SEC, a market maker must be ‘engaged’ to file a Form 211 application with FINRA for the purposes of obtaining a quotation of its common shares on the OTC Bulletin Board. It is important to note that market makers cannot receive compensation for making a market in a stock, thus typically you must have connections to accomplish this. The timetable for approval of the Form 211 process is approximately 3 weeks to 5 weeks. However, the Form 211 will not be approved until the S-1 is approved by the SEC since the approval of the S-1 provides the “free trading” shares necessary to obtain the OTC Bulletin Board quotation.

The completion of the entire process to become a public company typically takes approximately 3 to 4 months from completion of the private offering and financial audit, however, the actual time could vary based on the factors discussed herein. If done right, with planning, hard work, the proper foresight, and a good firm guiding you through the process, going public is a truly exciting and rewarding experience.