|
WHITE PAPER
Today, owners of companies are buying and selling
businesses and business lines in record numbers.
Perhaps you have considered this for your own company.
The driving forces behind this unprecedented trend are
efforts to attract capital and utilize it more efficiently.
In response to this trend, the M&A division of Lion Capital Management Group will use Reverse Listings and
representing clients in Private Placements on a best
efforts basis. Essentially, we bring together companies
for maximum return for both parties. You already know
of our expertise in merger, acquisition and divestiture
so you can see how we already had the technical
knowledge of the issues associated with managing
these businesses. Lion Capital Management Group shapes
deals that optimize client resources and parlay
strengths into profitable market opportunities.
Here are some FAQ's regarding what Lion Capital Management Group could do for you.
First of all, what is a Reverse Listing?
A 'Reverse Listing' is a method by which a private
company goes public. In a Reverse Listing Transaction,
the shares of a private company are acquired by a
public company, and in the process, the private
company becomes a public company by obtaining the
public company's listing status.
What are the key benefits of a Reverse Listing vs.
going public directly?
Basically, you save time and hassle. In addition,
going public so quickly can provide opportunities that
are worth a lot of money to you.
If the public corporation is an SEC Reporting Company,
meaning it files reports such as 10-K and 10-Q with the
SEC, the private company avoids the expensive and
time-consuming review process with state and federal
regulators because the public entity has already completed
the process. In fact, the entire transaction can close in
a matter of weeks, not months or years like it can take
to go public directly.
What are the basic steps of going public through a
Reverse Listing?
First the private and public companies exchange information
on each other, then they negotiate the deal terms, and sign
a Share Exchange Agreement and Plan of Combination.
At the closing, the public company issues a substantial
majority of its shares and board control to the shareholders
of the private company, who pay for the public entity and
contribute their private company shares to the public corporation
they now control. This share exchange and change of
control completes the Reverse Listing Program process and
the private company is now public and is listed for trading.
OK, what exactly is a Private Placement?
A 'Private Placement Memorandum' (PPMs) is equivalent
to a securities prospectus and is a detailed disclosure
document that informs investors of the risks associated
with investing in young, non-public companies and
provides an extensive background on the management
team, products and services of the company, and other
pertinent investing information.
What is Lion Capital Management Group 's role in Private
Placements?
Lion Capital Management Group represents its clients in raising
capital from private institutional sources on a best efforts basis.
We coordinate all of the activities associated with a private
placement: performing due diligence, drafting a confidential
memorandum describing the business, preparing detailed
financial forecasts, contacting institutional investors,
negotiating terms and coordinating closing documentation.
While most private placements provide capital to companies
that are experiencing significant growth, Lion Capital Management Group also makes
an effort to allow owners to obtain liquidity. The firm's private
placement activities may be performed in conjunction with
mergers and acquisition advisory assignments.
The more things change, the more they stay the same.
Our core business philosophy at Lion Capital Management Group,
and all our related companies, remains the same - helping
you reach your capital goals and personal dreams. Do you
need more capital to grow your business but don't want to
go through the time or paperwork to take your company
public? Put our experience, knowledge and strong ethics
to work for you. Let's discuss a Reverse Listing. Perhaps
you would be well served by having us help you execute
a Private Placement Memorandum.
To learn more, check out Lion Capital Management Group.
| 
