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Reverse Merger -- How It Works
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The Rocket Ride – Using Venture Financing for Unlimited Growth ______ What
is a Rocket RideÔ? A
Rocket Ride is simply ultra-fast company development – from start up to $100
million valuation or more in one to two years. The
Rocket Ride achieves this in a set of integrated and seamless steps. You use
techniques that individually are well known – seed money, venture capital,
going public – but in the Rocket Ride are all part of one path to provide the
fastest possible company development, not simply a botched mess of separate
transactions with the partner who is most convenient at the time. Starting
with the concept, the company is positioned for its growth into an exit
strategy. Possible strategic buyers are studies as to their needs and what they
would find most valuable. The public securities markets are studied as to what
would bring the best market value as an IPO. These items are integrated into the
concept and the growth plan. From
the ground floor, the company has to be set up right. That means using
sophisticated legal documents that set the company up to go public or be sold
from the very beginning. To
create one seamless process, you need to craft the founding documents, the
articles of incorporation, the by-laws, the incentive plans, the employment
agreements, and the corporate governance rules with an eye toward the exit
strategy, whether it is going public or a sale to a strategic buyer. The
growth plan and each stage of financing can then be planned. However, planning
is not enough. Everyone has a good plan; it is execution that separates
the dreamers from the successful. When
you have the plan, the need for management talent for the team will be easy to
see. History
of the Rocket Ride My
work in the investment business started out on the OTC trading desk where all
kind of stocks – from the wild penny speculations to the stodgy rust-best
manufacturers – were traded. More importantly, this is where most companies
that were going public started to trade. Moving
up to Vice President of Trading for an New York investment bank, I not only made
markets in our IPOs and the public offerings of the other houses, I had to read
the prospectuses and attend all the dog and pony shows. As
you can imagine, it was case study after case study in venture companies, their
development and financing. It was also an education into what investor will
avoid and what they buy. As
I become an investment banker, I developed more and more techniques for venture
companies, and that lead inevitably to my starting to run them. Make
no mistake, this was the school of hard knocks – you get spanked hard if you
are doing something that does not work and you find out what works and what
works like crazy. Eventually,
this transformed into the idea of one process, not one disjointed transaction
after another. The
limiting factor in the growth of most companies is their own decisions. In the
beginning, the company has infinite potential. Bad decisions build in the limits
to growth. It takes experience to build a strategy that can take you all the
way. My
experience tells me that the Rocket Ride is for you if: ·
You have a public or private venture company ·
You have an overwhelming desire to succeed ·
You are always optimistic ·
You are wildly impatient ·
You are a fanatic about your company ·
You are a visionary ·
You are tenacious ·
You are willing to work hard to get results ·
You are demanding of others ·
You put your business first, knowing success will give you all the
rewards you want ·
You are willing to share the fruits of your efforts with others ·
You are a leader ·
You are willing to do whatever it takes to get the job done, and done on
schedule ·
You secretly have your corporate logo tattooed on your arm ·
You want to grow your company at the fastest possible rate The
steps in the Rocket Ride are done by a team. Management is expert in its core
business, but may not have either the expertise or the time needed to take Wall
Street by storm. To develop the company fast, a team must perform all the needed
functions and support management’s developing the core business in the fastest
way. The
first financing is seed capital. Then more rounds of financing. Timing these
rounds to minimize dilution is critical. Then, the major financing. One
of the benefits of doing this right is that none of the work has to be done over
to prepare for going public or the sale of the company. This minimizes the use
of management time. Management has to work on the core business. The money has
to be there when it is needed, leaving management to focus on what they really
do. Finance is, after all, only a support function. Finally,
the exit strategy. You are going public or selling out to a strategic buyer. If
this is done right, the company is prepared from day one for presentation to
many strategic buyers, perhaps in an auction. The strategic buyers have been
suitably educated as to the key importance o the company to maximize the price. If
the company is going to go public, there is the process of finding an
underwriter, valuing the company, negotiating terms, and marketing the issue.
The process does not end there as the company must do well in the aftermarket
trading to so the founders can cash out or not and can look back, with a great
deal of satisfaction on the whole trip as a true success. That is what you truly
want, isn’t it? Would
you like to learn more about the Rocket Ride? The only way to do this is to
visit the author, John E. Lux at mailto:lux.investor@gmail.com
John
Lux – former OTC market maker, investment banker, attorney, venture CEO,
author of “How to Find a Home Run Stock,” and host of TV show “The Wall
Street Insider with John Lux.”
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Send mail to mailto:lux.investor@gmail.com with
questions or comments about this web site. Reverse Merger Info
Copyright © 2006 John Lux
Last modified: November 30, 2008
Contact John to have all your questions answered about reverse mergers without obligation in a friendly, relaxed manner.
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