Tag Archives: s1 lawyer

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

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

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

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

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

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

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

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


S1 Filing – How To Spot The Attorney That Will Make Your Nightmares Come True

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I deal with S1 attorneys all day every day and most of them are entrepreneurial, hard working and interested in helping you in any way they can but there are also a lot of bad ones out there. If you are taking your company public the last thing you want is a broke as a joke s1 filing agent.

I recently had the misfortune of working with (for a very short time I might add) a New Jersey lawyer who had us all convinced by her pepper gray hair and fluency of legal jargon as a second language and quick calls to what she had us convinced where big shot investors who had millions to put into this and other transactions we brought her way.

During initial negotiations she and I sat down in a coffee shop and went over her equity position and fees in the transactions that she’d be working on for us and it was pretty simple and straight forward. I would have my team organize and structure the company and transaction and she would simply file the s1 in exchange for 2% to 3% equity. Pretty nice payday for minimal work and gaining equity in an average company producing $5m+ per year.

Ah yes, but when it sounds too good to be true it is and when it seems too easy of a negotiation…it is! When she sent us the contract she felt the need to add a few percentage points to the tune of 7%, making a total of 10% equity and she also was charging an extra $10k to fill in the blanks on your prototypical PPM doc. Why did she jack up the price? Her response was, “This S1 will have comments”. I almost died laughing. Of course it’s going to have comments with the SEC, that’s why it’s called the ‘comments’ stage.

We talked her into taking 2 payments for the $10k, half upfront and half on completion but we really should have dumped her right there. She didn’t want to keep her word on that either so I paid her the last payment before the fee was due and just got rid of her.

Turns out she never filed an s1 before and her whole act was a sham. She was desperate for cash and nickled and dimed us the whole time. I laugh about it now but it wasn’t funny when it happened. We lost over a month of transaction time because she couldn’t tell the truth.

The client was going public on the OTCBB with a valuation of around $5m, her suggestion was to raise capital pre public for $1 per share because the company would have a hard time qualifying for the NASDAQ if it started at anything less than $1. This company was years away from even considering the NASDAQ as an option but her in experience and need to prolong the deal to rape us for fees was so blatant and careless that she did everything she could to add as much confusion to the deal as possible so that no one knew what was going on, therefore she got away with a lot and was able to pick our pockets for weeks before we got rid of her.

The moral of the story is this: not all attorneys are rich. The truth is, most are very modest as far as their earnings. There is too much competition these days so there are predatory lawyers out there that will lie, double talk, triple talk and run you around in circles. All the while the clock is ticking and they are billing you like it’s going out of style. Watch your back with the dead broke S1 lawyer.

Take Your Company Public For Less Than $50k Free Video Download , call Princeton Corporate Solutions at 267-233-0183 Take Your Company Public For Under $50k


S1 Attorney – S1 Filing – How To Take Your Company Public

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

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

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

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

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

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

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

Valuations, S1 Filing, Taking Your Company Public and Investor Relations Solutions Free Video Download , Take Your Corporation Public and Globalize Your Business call Princeton Corporate Solutions at 267-233-0183 The No 1 Industry Blog We Can Make Global Growth Happen For Your Company