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| − | How Does A Company Go Public?. Going Public can involve a variety of structures depending upon each company's specific needs. Companies seeking to Go Public can involve an Initial Public Offering (IPO), Direct Public Offering (DPO), Form 10 transaction, Slow Public Offering and/or a Reverse Merger. It is critical that companies seeking public company status select the right going public attorneys for their transaction. A skilled [https://www.securitieslawyer101.com/2015/going-public-strategies-going-public-attorneys/ going public attorney] can assist issuers seeking to "Go Public" without an underwriter or reverse merger by using a Direct Public Offering and obtaining their own stock ticker symbol. This holds true for company seeking to Go Public on the NYSE, AMEX, NASDAQ, OTC Markets OTCQB, OTCQX or OTC Pink Sheets.
| + | Intuit Features Brenda Hamilton To Discuss DPO's And Going Public. Intuit Inc. a provider of small business software solutions, including QuickBooks, tackles accounting, taxes, budgets and personal finances with TurboTax. Quicken featured an interview with securities attorney Brenda Hamilton* |
| − | Going Public Eligibility, Listing & Requirements
| + | Brenda Hamilton practices securities law focusing on direct public offerings /DPOs, initial public offerings /IPOs, accredited crowdfunding, intrastate crowdfunding and going public transactions for small and mid-sized businesses. |
| | + | The interview's focus included options for small businesses seeking to raise capital. Brenda Hamilton, a securities & going public lawyer, discussed direct public offerings /DPOs, accredited crowdfunding and Form S-1 registration statements for small businesses going public. |
| | + | Small Business Center: What is the difference between an IPO and a DPO? |
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| − | The OTC Markets OTCQB, OTCQX and/or OTC Pink Sheets have NO asset and NO revenue requirements for going public. Numerous small businesses [https://www.securitieslawyer101.com/2015/considerations-foreign-companies-going-public/ go public] first on either the OTC Markets OTCQB or the OTC Pink Sheets, then uplist to higher market or exchange. Moving from private to public company status can be structured numerous ways and to determine which method is the best, a company must consider a variety of factors including the amount of capital needed, resources available, the number of shareholders it has, skills of its management and its financial condition.
| + | Brenda Hamilton, Going Public Attorney: Both an initial public offering /IPO and a direct public offering /DPO involve the sale of a company's securities to investors to raise capital. In an IPO an underwriter sells the securities for the company. In a direct public offering /DPO, the company sells the securities itself. The success of the direct public offering /DPO unlike an initial public offering/ IPO depends upon the company's own selling efforts. Many companies conduct unregistered direct public offerings / DPOs using accredited crowdfunding which allows the company to engage in advertising if it verifies the purchasers are accredited investors. |
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| − | Some issuers interested in [https://www.securitieslawyer101.com/2015/roadmap-successful-direct-public-offering/ going public] conduct a Direct Public Offering so they can begin trading on the OTC Markets OTC Pink Sheets because of the cost and management time required for Securities and Exchange Commission (SEC) reporting. To list on the OTC Markets OTC Pink Sheets, there are NO audits or periodic SEC reports. For companies with the required shareholder base and unrestricted securities, an OTC Pink Sheet listing is a viable solution. A company can initially begin trading on the OTC Pink Sheets if they want to Go Public quickly and, if they choose, can trade on the OTCQB later at a later time if they qualify with minimal effort. The OTC Pink Sheets provides many companies with an effective going public strategy. A skilled Direct Public Offering [https://www.securitieslawyer101.com/going-public-attorneys/ attorney] can assist the company with a direct listing on the OTC Pink Sheets.
| + | Can any size business conduct a DPO? |
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| − | Going Public Structures | + | Brenda Hamilton, Going Public Attorney: Yes, that's one of the benefits of a direct public offering / DPO. |
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| − | There are a variety of ways of Going Public each with its unique benefits and risks. One way for a company to Go Public is by conducting an Initial Public Offering with an underwriter. Companies can also go public using a [https://www.securitieslawyer101.com/2015/form-s1-direct-public-offering-going-public-lawyers/ direct public offering] without a underwriter. But these are only two common structures. There are many other methods including the Slow Public Offering and the Form 10 transactions. Both Slow Public Offering and [https://www.securitieslawyer101.com/2014/difference-form-10-form-s-1-registration-statements/ Form 10] transactions can be structured numerous ways. Only a skilled Going Public attorney can assist the company in determining the most time and cost effective method.
| + | What other benefits can small-business owners realize from DPOs? |
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| − | Regardless of the structure, Going Public assists companies in their raising capital endeavors. Many investors seek to become seed shareholders in Going Public transactions. Once public, the company can transition into larger securities offerings.
| + | Brenda Hamilton, Going Public Attorney: A DPO allows a company to raise capital at their own pace without the limitations of an initial public offering /IPO imposed by underwriters. Generally, direct public offerings /DPOs are less expensive than initial public offerings /IPOs because there are no underwriter fees. Shares sold in direct public offerings can be covered by a Form S-1 registration statement which provides investors with an exit strategy. Because a DPO can be structured a variety of ways, it provides flexibility and allows companies to ease into SEC and OTC markets reporting. |
| | + | How should small-business owners decide if a DPO is right for them? |
| | + | Brenda Hamilton, Going Public Attorney: To raise capital from investors, any company must be prepared to provide transparency. |
| | + | What advice would you give to small-business owners who are considering a direct public offering/DPO or accredited crowdfunding? |
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| − | We assist companies in the transition from private to public company status and in structuring their subsequent securities offering.
| + | Brenda Hamilton, Going Public Attorney: Small companies and investors are often inexperienced in the financial markets and are easy prey particularly in the OTC Markets. Over the course of my career, I have seen numerous companies and investors devastated by reverse-merger transactions, most of which were recommended by securities lawyers. I would also encourage small-business owners to learn as much as possible about the process before they begin. |
| − | | + | Hamilton & Associates Law Group, P.A. is recognized for its experience in securities law and going public transactions including direct public offerings, Form S-1 Registration Statements, SEC disclosures on Form 10-K, Form 10 Registration Statements, internal and corporate investigations involving microcap stocks and white collar crime. With over 15 years of experience it has represented more than 300 market participants in securities matters and going public transactions. The firm was founded by Brenda Hamilton, a securities lawyer. |
| − | Regardless of the structure chosen for the going public transaction, the company must meet the requirements of the Financial Industry Regulatory Authority as well as the Securities and Exchange Commission. While the [https://www.securitieslawyer101.com/2014/form-s-1-registration-statement-lawyer/ SEC] oversees the securities registration statement process and SEC reporting, it is FINRA that assigns ticker symbols.
| + | For further information please contact Brenda Hamilton, Securities Attorney at 101 Plaza Real S, Suite 202 N, Boca Raton, Florida, (561) 416-8956, by email at bhamilton@securitieslawyer101.com or visit www.securitieslawyer101.com. |
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| − | Going Public on the OTC Markets is ideal for small companies that may not be large enough to attract an underwriter for their IPO and/or those that don't need to raise capital immediately, but instead chose to transition into public company reporting. | + | |
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| − | Going Public To Status to Raise Capital
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| − | Public companies offer investors something very few private companies can offer – an exit strategy. Investors in companies seeking to [https://www.securitieslawyer101.com/2015/considerations-foreign-companies-going-public/ go public] have an exit strategy through the public markets upon completion of the company's going public transaction. Private companies may seek to go public because of the many benefits of public company status, such as increased valuation, using public stock as currency to acquire other companies and assets, liquidity, and to reduce the need for expensive venture capital and other financing terms available to private companies.
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| − | There is no question, it is easier to raise capital. Once you become public it gives a company credibility and a trading price to serve as a benchmark to raise capital.
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| − | The securities of public companies are typically valued much higher than their private counterparts. So, what many sophisticated CEO's and CFO's do is Go Public without simultaneously raising capital and thus receive a higher valuation and benchmark stock trading price. Then, as a public company, the company conducts an offering providing their old and new investors with an exit strategy.
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| − | The Truth about Reverse Mergers and Public Shells
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| − | Private companies are sometimes advised to Go Public using a Reverse Merger with a Public Shell. A Reverse Merger with a Public Shell is risky, costly and more often than not is not an effective means of obtaining legitimate public company status. The most important reason for avoiding a Reverse Merger with a Public Shell is that Public Shell companies are more often than not vehicles for fraud and legitimate investors avoid Reverse Merger issuers like the plague. Despite what shell purveyors may tell you, Public Shell companies do not speed up the process of Going Public. In fact, hundreds of individuals associated with Public Shells and reverse mergers have been the subject of criminal and civil charges, including many lawyers.
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| − | Yes, Your Company Can Go Public
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| − | Many of our clients ask the question, "does my company qualify to go public?" Any company, including foreign companies, can Go Public in the U.S. and access the capital markets. If structured properly, companies do not have to meet asset or income requirements to Go Public. Any company will qualify for public company status if they have the right Going Public team.
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| − | Once deciding to Go Public, companies should select their target going public venue such as on a stock exchange, Over-the-Counter Bulletin Board (OTCBB), OTC Markets OTCQB, OTCQX, OTC Pinks and NASDAQ. Regardless of where you chose to list your company, we can assist with listing.
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| − | Learn More about Becoming a Public Company
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| − | We have published numerous reports, Q & A's and newsletters addressing such topics as the going public process & taking a company public, private placements, accredited crowdfunding, intrastate crowdfunding, public shell company rule changes, investment banking, public shell corporations, corporate finance, corporate hijackings, [https://www.securitieslawyer101.com/2015/roadmap-successful-direct-public-offering/ going public] methods after the JOBS Act, stock exchanges listings and reverse mergers and acquisitions.
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| − | Experience & Skill Matters
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| − | When Going Public, you want the confidence of a firm founded by an experienced Securities Attorney with over 15 years of [https://www.securitieslawyer101.com/2015/sec-integration-going-public-attorneys/ securities] law and Going Public transactions.
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| − | We will assist your company in going public on the NASDAQ, OTC Markets OTCQX, OTCQB, or OTC Pink Sheets. A publicly traded company is a valuable and prestigious entity that comes with benefits as well as responsibilities. We are a leading provider of Going Public services for small and midsized companies. If you would like to learn more about how to Go Public, please contact us at info@securitieslawyer101.com and tell us about your company and its needs.
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| − | Our founder is frequently engaged as counsel to other lawyers for securities law matters including to assist them with clients wishing to go public. Our founder has testified as a witness for the Securities & Exchange Commission and is frequently consulted as an expert by local and national media about going public and securities law.
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| − | For further information, please contact Brenda Hamilton, Securities Attorney at 101 Plaza Real South, Suite 202 North, Boca Raton, Florida, (561) 416-8956, or by email at info@securitieslawyer101.com. This securities law Q&A is provided as a general informational service to clients and friends of Hamilton & Associates Law Group, P.A. and should not be construed as, and does not constitute legal advice on any specific matter, nor does this create an attorney-client relationship. Please note that the prior results discussed herein do not guarantee similar results. | + | |
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