The call started with the accountant jumping in to take control of the conversation and asked me if I wouldn’t mind explaining what I am planning to do for this client. From beginning to end, this individual was completely out of his element as he’s never had direct contact with an IPO or Global strategies facilitator or someone with international legislative contacts to put to work on behalf of the client to expedite growth and revenues.

After my brief 30 second presentation there was silence on the other end of the line which typically means the opposing party cant intellectually formulate a response due to the sheer lack of experience in this field. So then I continued but instead of a presentation, I became concerned that I was getting involved in a project that had flees and I may need to step away if too many unqualified people were involved.

I proceeded to ask him the following questions that any consultant should ask of a person who claims to be an insider with your client. “How big is your accounting practice”…2000+ clients he boasts. My next question was “Wow! Great then please give me the breakdown of the inter-client base strategic partnerships you have created on behalf of this client to speed up their growth and increase their revenues?” He couldn’t respond because he didn’t know what strategic alliances were. I continued, being that this company has been trying to raise capital for over a year, with 2,000 clients obviously you have access to accredited investors, how much money have you raised and what SEC approved vehicle did you use to distribute shares for equity?” again, there was silence on the other end of the line. This was the way the entire call went which demonstrated to my client that they will obviously have to break out of that relationship for and experienced accounting firm who understands how to work with clients in expansion mode.

When you hire an accountant to do the books for your company, of course you want to make sure that they can perform the general tasks of numbers but you also need to evaluate their current client base and their track record for setting up partnerships between their clients? An accountant who doesn’t network his client base isn’t worth the fee. In this economic environment you need to choose your accounting professionals based off of strict criteria.

You don’t need a number cruncher. You need a number crunching networking executive with a strong and influential contact base to set up round table meetings, make introductions and help grow your company. Anyone with a general comprehension of tax law, book keeping and QuickBooks can be an accountant but few are able to facilitate all the additional services needed for an expanding corporation. You should pick an accounting firm based off of 10% expertise, 30% fees and 60% contacts and track record for helping expanding companies. Don’t settle for anything less.

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Everyone wants to be a player but in this industry you need a lot more than drive you need connections and capability. By connections I mean global political, global corporate, international finance and more. By capability I mean nerves of steel, the ability to bath in acid and swim with sharks and eat class for breakfast. This is one of the most stressful industries I know of with a burnout rate that is off the charts and any other global consultant that I know has struggled with their demons to stay on the top of their game. Business, by all categorical definition is War.

There are winners, losers, economies rise and economies crumble all because of global commerce. Global commerce as you know is control over the masses by an elite few. The elite are not the government officials as they themselves are pawns in a much larger game that even they don’t understand. Commerce and finance are numbers on a computer screen and fractional reserve lending, the IMF and other organizations at the end of marionette strings to impose the will of the elite on the global populace.

War in the form of economics is ongoing whereas war with guns and the military is to make a statement. Economic warfare is trade sanctions and limiting technology that will enable a developing nation to grow which will disable their industrial capabilities so that instead of a thriving economy they are dependent on the involvement by industrialized nations. With the Bretton Woods Convention in 1944 and the reconstruction of Europe and the doing away with the gold standard the above mentioned Numbers On A Screen are dictated by who holds the most economic collateral to enforce their idea of numbers.

This group of elites has the economic and military power to impose its will and enforce the idea that the numbers that they place on that screen are etched in stone and if those numbers demonstrate a Loan to a developing nation, though no actual empirical capital has been transferred, that developing nation now becomes a willing pawn in the overall game of economic warfare. So there you have it, business is indeed a form of warfare. This industry of global finance serves as the royal court while those around us are forced to play by the rules we invent and enforce.

I’m not saying that this is a good thing, I’m not exactly proud to be part of the problem but this is the awkward reality. I know you’re waiting for a happy ending or an idea that will help create a solution but I don’t have one.

When my firm is brought in as a strategist and alliance facilitator for global rollups, acquisitions, mergers and IPOs we try to create as many jobs as possible but let me ask you, by creating more jobs are we just perpetuating the problem of the masses being controlled by the few?

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

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

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

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

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

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

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

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

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

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

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

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

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

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For the former, going public is easy, find a consultant with a solid track record and take your company public, you’re ready to go. For those of you who are coming from a weakened position due to lack of capital you should strongly consider taking your company public with a DPO (direct public offering). Typically a DPO starts with a PPM (private placement memorandum) that breaks your company into shares and prepares it for the public eye. Form D is then filed and you’re then ready to start raising capital.

The only downside is, most companies have no one to invest in the PPM and their transaction is dead in the water. A DPO is an extremely powerful process which allows you to not only offer shares to your friends, family and professional contacts but you can also team up with an investor finder company that will contact their seed capital investor database to help you raise capital fast and easy if you are willing to sell seed stock at a discount before you go public.

Be prepared to pay a modest fee upfront as well as a small equity position as these investor finder services know full well that power that they possess with their database. If you successfully contract with a real, viable investor finder service, they will most likely want to be the consulting group that takes your company public as well. Be smart; sign on with them as they will have a vested interest in your success.

They will most likely communicate electronically with their database members via email. As interest by the investor group builds, you the company owner, will have to take over the closing as it is illegal for non licensed investor finder services to take over the closing and issuance of shares on behalf of your company.

Think of a DPO with an investor finder service as the golden tuna that can solve all of your problems in one swift movement. You can find these groups by going to your favorite search engine and typing in word combinations like “investor finder’” or “investor finder service”. You can team up with a solid investor finder service and they will take you all the way!

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Before you start trying to raise capital you have to look at your company as a whole. Are your corporate executives in place and who are they? Are they friends and family or are they the who’s who of your particular industry? Unless your brother is the premier and most sought after CFO in the widget manufacturing industry, he needs to be replaced with a professional CFO; the same goes for other executive positions.

When a VC reads the bio section of your business plan their eyes need to tear up as they see that you’ve strategically collected the best of the best in the industry for your company’s launch and you’ve just succeeded in passing the initial test of the VC. You must have an elite and specialized executive staff with a tried and tested career yielding success in previous business relationships with companies at the same stage as your company.

The next thing you have to look at is your board of directors. Again, each member must have a full bag of tricks and contacts that they intend on using liberally to help you grow you company at a rapid pace. After your business structure is sound and your board of directors is ready to start moving forward with their strategies, you need to use the contacts in the portfolios of your executives and board members to start creating strong and long term minded strategic alliances and partners that will enhance your company. These alliances must be solidified by contracts spelling out what each party will contribute to the relationship.

Leave nothing to chance, unless they are willing to sign a contract with you, it’s not a relationship that can be taken seriously and will only convert into negative baggage that will haunt you down the road. Now with all this in place, you’re ready to put together a business plan. Find a consultant who can not only author a premium grade business plan but also offer corporate structuring and turnaround services to look for holes in your business model and correct them. The author of your business plan is playing a vital role in your company’s ability to raise capital and grow. Choose your BP author wisely.

Now that your company is structured and your business plan is done you’ll need a way to distribute equity that protects you from lawsuits and gives the investors the comfort of knowing that you are ready for funding if they decide to invest, you need a PPM (private placement memorandum). Your business plan author is the natural ‘go to’ consultant for this as they already have an intricate knowledge of your business and have the writing experience to author such a technical document. After all this is done you are now ready to start talking to venture capital firms. Don’t leave the success to chance, hire a consultant that matches companies like yours up with the global venture capital market. Go to Google or another search engine and search for “investor finder” or “Venture capital finder service” these investor finders are a elite group that has substantial contacts in the funding world and can often match you up with investors and equity firms who are seeking investment opportunities like yours.

Raising capital is the last thing you do after you’ve gone through the process of structuring your company properly, now that you have, get out there and start raking in the cash! Here’s to your success!

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Next you want to make sure that your entity is prepared to receive debt and/or equity capital. You’ll need a solid business plan, don’t write it yourself, you’ll only hinder your ability to raise capital. Call a professional to write your strategic business plan. Next you’ll need a way to distribute equity or debt shares, a Private Placement Memorandum is the most common mechanism for helping companies raise capital quickly and easily while staying within the regulation guidelines of the SEC. Your PPM must be written by a professional to deliver the ultimate protection for your company while simultaneously spelling out the technical intricacies of your business to the investor.

Now that your company is structured properly, you have a business plan and a PPM, you are ready to start raising capital. Your first call should be to a corporate turnaround consultant with an arsenal of global funding contacts composed of all the necessary contacts such as: venture capital firms, private equity firms, angel investors, private investors, accredited investors, structured finance firms and so on. This turnaround consultant, if they are part of an established firm (always use a small boutique firm if you can find one, they are much more affective and one on one than the larger firms and tend to get the job done quicker without the headaches) they will have a service call and ‘Investor Finder’ service. They will reach into their gargantuan bag of contacts and give you so many funding options your head will spin, thus, making your fund raising efforts fast and painless.

Now that you achieved your first round of fund raising it’s time to get serious. Yes! It’s time to take your company public. Stay away from Pink Sheets and Reverse Mergers, you’ll only regret it. If you are a smaller business or a startup, your best bet is the OTCBB. Go back to your turnaround consultant and have them start putting you through the sec audit, sec registration, FINRA registration and Market Maker joint venture and S1 filing. They should be able to handle the entire ‘going public’ process for you and in 4 to 7 months, you’re public and trading.

Be sure to take advantage of the multitude of strategies to capitalize off of your securities. Remember there are many ways to capitalize off of your shares, selling shares through your market maker, continuously engaging in heavy PR to stabilize and enhance your stock price and another way that many entrepreneurs don’t consider as an option when raising capital, the almighty hedge lender will can lend your company money against your collateralized securities. Yes! Use your stock as security for financing. After you pay off the loan, line of credit or lease you get those shares back (be sure that your lawyer audits your contract with the lender to keep away from any convertible stock clauses). So now you are raising capital by selling stock as well as the ‘on demand’ loan or LOC concept of security backed lending.

Congratulations! You’ve just completed ‘Real’ corporate finance 101! Now get out there, put your company together and start raising the capital you need.

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Of course it’s important to cater to the traditional media (TV, radio, newspaper, industry journals, etc) but the genre of publicity that wins every time is viral publicity consisting of video, social and news bookmarks, article submissions, press release submissions and photo/logo sharing sites. The reality is online publicity is where you’re going to completely annihilate your competitors and claim your rightful position.

When you take into consideration the ultra powerful medium and stealth of viral publicity, all other promotional genres cower in comparison. Online your pre public or post public company will claim instant viewers and a cult-like following that TV and radio can’t even remotely compare. Billions of searches take place every day and it is the viral publicists job to do what SEO and traditional publicists can’t do and that is get solid search engine ranking while simultaneously bringing in powerful results that are targeted and strategically placed.

Forget pay per click, it’s a waste of your time. crush everything in your path with viral publicity that claims power positions on the natural search results on all search engines. You must have a solid combination of mediums at use to take control of targeted keywords and industry genres.

So the next time you tell your self-proclaimed publicist or seo agent that you need publicity that will claim your position and deliver virtually instantaneous results for your company, you’ll understand why there is silence on the other end of the line…because they have no clue as to what it takes to get serious results that will rip and shred everything in your path. The powerful combination of viral publicity and massive exposure will force-feed your concept to the willing masses who are pleading with a company in your industry to step up and spoon-feed the very info that your company is offering.

Stop wasting time and money with so called ’solutions’ that don’t work. You need a publicist, investor relations specialist and SEO demigod that will take you by the hand and pave a way for your company to succeed.

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There is an easier way. Most broker dealers and market makers have an emergency number in their rolodex that reads “Investor Finder”, these specialist consultants are brought in when there is nowhere else to turn for cash. A true Investor Finder has 1,000’s of investor contacts that they can call on to get funding for their clients and are constantly using online viral strategies to attract more investors to their database.

An investor finder usually is not a licensed securities broker/agent or attorney; instead they are traditionally consultants that are active in the investment banking facilitation aspect of the industry. Being that they are not licensed they do not accept equity payments or percentages; instead they work on a flat fee basis.

A good consultant in this genre can bring in 30 to 70 real investors per day and it’s up to the client to sell the opportunity from there. A typical lead from an investor finder will be an investor or investment firm that is responding to the consultant’s opportunity introduction email or snail mail mailing, they have read about the opportunity and they respond one of two ways, either they are calling into a phone room to be screened and qualified or they are contacting the client directly.

Many times the investor doesn’t know that they are part of the “finder’s” database but do recall signing up to receive investment opportunity updates, so either way the investor is solid and active. If you are trying to raise capital and need real results quickly and can’t afford to waste time begging for cash, you need to seek out a qualified Investor Finder consultant and make your fundraising efforts fast and easy.

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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.

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The first problem is the most companies will first write a business plan and cheap PPM and look for a capital solutions last, when strategically speaking, one should first find a full service solution who has a database of investors ready to fund properly structured corporations with well authored business plans and private placement memos. After you find a company that has a ready network of seasoned investors you will often find that this firm will also structure your business and documents so that you are able to attract the attention of these investors. Next, don’t make the mistake of hiring just anybody to write your biz plan. You need to find a professional author who is well rooted in the art of technical writing and has a solid comprehension of your industry.

Now it’s time to write the PPM. Here is a warning that will most likely go in one ear and out the other but you must never choose the cheapest service for your PPM you will regret it and this is a guarantee. Investors see these documents all day everyday and they know a template when they see it. Don’t believe for a second that you will get a viable private placement memo that will actually achieve funding for anything less than $3,000; it’s just not going to happen. There is too much work involved in putting a fund-able strategy together and you’ll never find an experienced firm to do it for cheap.

The moral of the story is to first find an investor finder solution with a solid network of investors, second have this company write your business plan and private placement memorandum to fit the needs of their investor base and lastly, talk to this consultant about helping you perform a DPO (Direct Public Offering) to their group. This is what separates the men from the boys in the venture capital consulting industry.

Legitimate consultants who stand behind their work will take your PPM directly to their investor base and help you raise capital quickly. In return for this service the company may want a modest equity position in addition to their fee but it is always worth it and typically they will take the final step and have their investors pay to take your company public. This is the ultimate for any company that is seeking a long term funding solution.

Remember the order: 1. Find an investor finder 2. Have that company write your biz plan and PPM 3. Convince the firm to perform a DPO for fast funding 4. Offer some equity to sweeten the pot so that they take you public!

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