Going public in this manner is ideal for companies that may not be large enough to attract an underwriter for an IPO and those that don't need to raise capital immediately. They want to go public because of the many benefits that being a public company offers such as increased valuation, using public stock as currency to acquire other companies and assets, liquidity, prestige and to reduce the need for expensive venture capital and other financing sources. It also makes it easier to raise capital since once you become public it gives you credibility and a benchmark trading price to raise capital against.
Public companies are typically valued 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, they do a private placement at a deep discount to the market with the provision that the investors hold the stock for 1 year. That is why investors get the discount from the open market trading price.
As an example, a company goes public without initially raising capital and begins trading on the open market at US $10.00 per share. An individual can go on the internet or walk into any stock brokerage firm and buy stock at $10.00 per share. Public companies in this situation often sell stock in a private placement at a very substantial discount to the open market price (in this example, perhaps $5.00 per share). The investors agree to hold the stock for a period of time. (The issuers can sell the stock themselves or have small broker/dealers assist them.) Because investors can buy the stock at a deep discount to the open market price it give them quite an incentive to invest. Thus making it easier to raise capital.
This is extremely valuable and a very helpful tool when you are raising capital. It may help some to re-read the above example to fully comprehend how it makes it easier for you to raise capital. The president of our company is a very experienced Securities Attorney.
We assist companies in going public on the NASDAQ, the NASD OTCBB (National Association of Securities Dealers Over the Counter Bulletin Board) or the NQB (National Quotations Bureau - Pink Sheets).
In fact, if a company is interested in Going Public they may want to begin trading on the Pink Sheets. There are NO audits, NO periodic SEC reporting and they do not have to deal with Sarbanes Oxley. It also is very fast and relatively inexpensive. A company can initially begin trading on the Pink Sheets if they want to become public quickly and, if they choose, can trade on the OTCBB later very easily.
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