Great Ways To Raise Money Fast!

By James Scott

Regulation D, Under Sections 4(2) and 3(b) of the Securities Act of 1933, the SEC adopted Regulation D to coordinate the various limited offering exemptions and to streamline the existing requirements applicable to private offers and sales of securities. The Regulation establishes three exemptions from registration in Rules 504, 505, and 506.

Rule 504, which provides an exemption for non-reporting companies unless they are "blank check" issuers or certain "shells", stipulates that: The sale of up to $1,000,000 of securities in a 12-month period is permitted provided that there is no general solicitation, the securities sold are restricted securities and cannot be resold except pursuant to a registration statement or exemption, and a notice must be filed with the SEC within 15 days after the first sale. Rule 504 does not provide an exemption under any state laws. In certain limited circumstances where an offering is conducted under state accredited investor exemptions, securities offered under Rule 504 may be freely transferrable. Unlike Rules 505 and 506, Rule 504 does not mandate that specified disclosure be provided to purchasers. Nonetheless, the business person should take care that sufficient information is provided to meet the full disclosure obligations which exist under the antifraud provisions of the securities laws.

Rule 505 was adopted by the SEC to provide small businesses more flexibility in raising capital than under Rule 504 - but without the uncertainty of determining the quality of the purchasers that generally is involved in using Rule 506. Rule 505 provides issuers a limited offering exemption for sales of securities totaling up to $5 million in any 12-month period.

Rule 505 contains certain restrictions regarding "accredited investors" and non-accredited persons. The-term "accredited investor" includes:

Banks, insurance companies, registered investment companies, business development companies, or small business investment companies; Certain employee benefit plans for which investment decisions are made by a bank, insurance company, or registered investment adviser; Any employee benefit plan (Within the meaning of Title I of the Employee Retirement Income Security Act) with total assets in excess of $5 million; Charitable organizations, corporations or partnerships with assets in excess of $5 million; Directors, executive officers, and general partners of the issuer; Any entity in which all the equity owners are accredited investors; Natural persons with a net worth of at least $1 million; Any natural person with an income in excess of $200,000 in each of the two most recent years or joint income with a spouse in excess of $300,000 for those years and a reasonable expectation of the same income level in the current year; and Trusts with assets of at least $5 million, not formed to acquire the securities offered, and whose purchases are directed by a sophisticated person.

If the issuer sells any securities to non-accredited investors, it must furnish to all investors the same type of information as required by Regulation A. It must also furnish audited financial statements.

If an issuer other than a limited partnership cannot obtain audited financial statements without unreasonable effort or expense, only the issuer's balance sheet (to be dated within 120 days of the start of the offering) must be audited.

Limited partnerships unable to obtain required financial statements without unreasonable effort or expense may furnish financial statements prepared on the basis of federal income tax requirements and examined and reported on by an independent public or certified accountant in accordance with generally accepted auditing standards; and The issuer must also be available to answer questions by prospective purchasers about the issuer or the offering.

Further restrictions under Rule 505 include:

The total offering price of each issue of securities may not exceed $5 million. The offering may not be made by means of general solicitation or general advertising. The issuer may sell the securities to an unlimited number of "accredited investors" and to 35 non-accredited persons. There are no requirements of "sophistication" or "wealth" for persons to whom the securities are sold. A company must take any necessary steps to ensure that the purchasers are acquiring securities for investment only, not for resale. The securities are thus "restricted" and investors must be informed that they may not be able to sell except pursuant to a registration statement or exemption from registration. The issuer is not required to file any offering materials with the Commission. Fifteen days after the first sale in the offering, the issuer must file a notice of sales on Form D. The notice also contains an undertaking under this Rule for the issuer to furnish the Commission, upon its staff s request, any information given to non-accredited purchasers in connection with the offering. Rule 505 does not provide an exemption from state securities laws.

SEC Rule 506 offers and sales of securities by an issuer that satisfy the conditions stated below are deemed transactions not involving any public offering within the meaning of Section 4(2) of the Securities Act. For an offering to be considered exempt from the registration requirements, Rule 506 stipulates: There is no ceiling on the amount of money which may be raised. No general solicitation or general advertising is permitted. The issuer may sell its securities to an unlimited number of accredited investors and 35 non accredited purchasers. Unlike Rule 505, all non-accredited purchasers (either alone or with a purchaser representative) must be sophisticated - that is, have sufficient knowledge and experience in financial and business matters to render them capable of evaluating the merits and risks of the prospective investment. The term "accredited investor" is defined under Rule 505.

If the issuer sells any securities to non-accredited investors, it must furnish to all investors the same type of information as required by Regulation A. It must also furnish the same financial information as would be required by registration on Form S-1.

If the issuer cannot obtain audited financial statements without unreasonable effort or expense, then financial statements may be provided in accordance with the special treatment described under Rule 505.

The securities sold are "restricted" under the same stipulations in Rule 505.

A company is required to file a notice of the offering on Form D at SEC headquarters within 15 days after the first sale in the offering. All states except New York provide an exemption from state securities laws for offerings under Rule 506 but the company must file a copy of the Form D and pay a filing fee in each state. New York has a distinctive law which makes a Rule 506 offering within that state impractical.

Accredited Investor Exemption

The Small Business Investment Incentive Act of 1980 created a new statutory exemption from registration under the Securities Act for transactions involving offers and sales of securities by any issuer solely to one or more "accredited investors." Under Section 4(6):

The total offering price of each issue of securities under the exemption may not exceed the limit on small offerings set by Section 3(b) the Securities Act, which currently is $5 million per issue. The offering may not be made by means of any form of advertising or public solicitation.

The term "accredited investor" is defined to include the same individuals and entities as included for purposes of Rules 505 and 506. The issuer is required to file a notice of sales on Form D with the Commission 15 days after the initial sale is made in reliance on the exemption. - 29971

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Take Your Company Public, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!

Investor Mind Control: Is It For Real?

By James Scott

Discovering the 'thumbscrews' of investors is crucial to getting them to take action. In over a decade of dealing with global investors there are several elements that I've discovered to be universal truths about the mind of the private investor (angel investor, accredited investor).

When talking to an investor for the first time, it's more important to listen than to speak. It's more important to ask questions than answer them. It's more important to discover their needs and wants than to exclaim your own. Your first conversation with an investor should be all about piercing the armor and finding the trigger points that prompt a reaction that gets to the center of their 'childlike' state.

What I mean by this is, investors, just like anyone else, has insecurities that are rooted in their childhood and what they are outwardly today, is typically a polar opposite of what they are on the inside. For example, an arrogant, chest beater seems proud and obnoxious on the outside but the reality is that they are over compensating for an insecurity that is rooted in an individual or collection of childhood incidents.

Maybe they were made fun of as a child, maybe they're father was verbally abusive, maybe their teachers would single them out in class opening them up to playground mockery. When talking to these individuals it's important to listen to their voice and intonation when the conversation topic changes. Take notes on their psychological adjustments to the conversation. After you feel you have discovered the triggers that induce the 'pleasurable' responses, end the call, and set your second phone appointment with them.

On that second call, you want to have your conversation ready to go using the triggers you found in the first conversation. Play off of those insecurities that you found, become their best friend without being chummy but it is your mission on this call to be the "guy that understand me" to the investor. You want the overall tone of this conversation to have the response from your target along the theme of, "wow, this guy gets me" , "I can see investing in this company".

By using this method and not coming across as 'fake', you have become an investment opportunity and a shrink all rolled into one. You want to be the one person that this investor can lower his guard to because everything he says, you seem to be the one person who understands him at his deepest level. You seem to naturally be tuned into his insecurities, emotions, needs and wants. Sound strange? Try this out on the next investor you talk to, I guaranty you will be shocked with the results. - 29971

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For Corporate Consulting or Investor Finder Services, call Princeton Corporate Solutions at 267-233-0183Take Your Company Public the easy way!

Easily Find Angel Investors, Private Investors, Hard Money Lenders and Venture Capital Firms

By James Scott

How To Find All The Angel Investors And Venture Capital Financing You'll Ever Need! The once definitive line that would separate hard money and private/angel financing has merged into a hybrid of sorts in the past few years. As the economy has taken a dive and structured private lending firms have felt the crunch we are finding many of these lending solutions closing its doors and re-opening as privately owned and managed funding options with an interest in both lending and seed investment.

Approval decisions that were once made by a group are not being made by an individual or duo with an eye toward optimal capitalization with both short term and long term agendas. As investors are, now more than ever, trying to get as much bang out of their buck, entrepreneurs are in the precarious position of accepting funding from virtually any and every enterprise that is making an offering. That said, it is more important now than ever to swing open your mind to the possibilities of mass exposure of your opportunity to the investment world.

The best way to do this is to simply put your business in constant and automated 'introduction' mode so that you can be found by the moneymen. The best way to do this is to heavily investigate the venture capital industry for executives who have created offshoot programs that have deviated their process from the traditional path of simply approving or declining a transaction.

There are many VC professionals who want to capitalize off of the projects that their firm cannot accept due to underwriting criteria and industrial genre specialization so they are starting these small but well managed financial source databases where members can place their transaction directly in front of thousands upon thousands of angel investors, private investors, hard money lenders, venture capital firms, private equity firms and other alternative finance solutions.

These websites are now the hottest thing in the capital markets and will continue to grow because of the high success rate of individual executives and entrepreneurs who are able to find multiple streams of financing options with the click of a button. - 29971

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Do You Need Financing For Your Business? Do You Need Angel Investors, Private Investors or Venture Capital, then visit Angel Funding Project's site and find the best Business Funding Sources In The Industry.

Insurance Is A Arrangement Between A Policy Issuer Ad The Company

By Graham McKenzie

The proper definition of insurance is an arrangement between a company and a customer, by which the company provides the customer with protection against loss or damage such as theft, or death, in exchange for the payment of a premium by the customer. What this basically means is that insurance protects you in the case of an unforeseen circumstance that could not be avoided. This protection is provided as a result of premiums being paid to the company.

There are many different types of insurance. There are the traditional policies that most people are familiar with such as life, health, car, home, and fire. There are also policies for such things as travel, boats, motorcycle, and renters insurance. There are even policies for electronics such as cell phones and laptop computers.

Regardless of what the item is that is being insured the concept still works the same. You the customer make monthly, quarterly or annual premium payments in exchange for a guaranteed amount of coverage. In the event that something happens that affects the insured item the policy may cover the damage or loss. This may depend on the circumstances that have contributed to the damage or loss of this situation.

Most policies are controlled by stipulations that pertain to the amount of coverage and the terms of the coverage. In the case of a situation that affects the insured property the policy holder contacts the issuing company and files a claim. The company then takes into consideration all of the circumstances behind the claim and determine if there is a claim that merits payment. A payment will be paid to the policy holder if the company determines that there is a legitimate claim.

Some types of policies only cover part of a claim; the remainder is to be paid by the insured. This payment by the customer is referred to as the deductible. Often the deductible amount must be paid before the company will issue a payment.

Some insurable items actually have various types of policies that pertain to them, such as auto insurance. Auto policies contain various sections that pertain to payment; these sections include liability, comprehensive and collision. The liability section pertains to the minimum amount that will be paid in the event of a claim pertaining to an accident.

Life insurance is another type that may offer different aspects of coverage. With life policies nothing is paid to the insured, but in the case of their death their beneficiaries receive payment. There are several different types of life policies; the structure of each type varies as does the monthly payment and the payment in the case of death of the insured.

Regardless of the type of policy the company will examine all claims and if they find that a claim has been filed unjustly there may be criminal charges against the policy holder. These individuals will also be denied payment and will be stopped from doing further business with the company. - 29971

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The full definition of insurance is an arrangement between insurance companies and a customer, by which the company provides the customer with protection against loss or damage such as theft, or death, in exchange for the payment of a monthly premium by the customer.

Due Diligence Problems? Pass With Flying Colors

By James Scott

Why pay a publicist outrageous fees to get you a tiny insignificant article in a newspaper or magazine rag when you can literally become an industry niche sensation overnight using a carefully constructed video and a handful of long tail industry specific keywords?

Old school publicists have become that'72 bowling ally loitering, disco dancing reject while a new breed of publicists have stepped in and transformed the industry from paper, to cyberspace in only a few short years. Why traditional publicists have been adjusting that pathetic comb over hairstyle, young and aggressive publicists have been creating publicity techniques that deliver results in 24 to 48 hours as opposed to 6 to 8 weeks and as far as results, there is no comparison.

Web marketing and publicity marketing tactics such as creative video submission, if done properly can transform the direction of a failing company to "THE" industry powerhouse almost instantly by loading the video with solid, well thought out descriptions and targeted long tail keyword tags. A publicist who understand the concept of pure video publicity can tailor a campaign that can outperform any traditional publicity technique ever devised by the good ole' boy networks who overcharge and under deliver for their clients.

Video promotion will expand far past the tiny geographic proximity of a city, across state lines and into international territory. Publicists that specialize in video marketing and other online methods used in strategic combination with one another, will have the client dominating every aspect of their industry niche.

Targeted video advertising by the Web 2.0 type publicists translates into instant client results that build stronger client relations and can transform the future of any company in any industry. Publicity marketing will always offer a turn-key solution to massive amounts of traffic, branding, marketing exposure and all the bells and whistles of a dozen traditional publicity firms. - 29971

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Want to work with a REAL Publicity Marketing, firm? Call Princeton Corporate Solutions at 267-233-0183 to feel the power of real Internet Publicity you can count on.

Simply Understanding Debt Consolidation And You

By Liz Moir

Many have no clue what debt consolidation is when it comes to homeowner loans. Well, if that is the case with you then we have some helping to do so you understand what all is entailed with debt consolidation. If you are ready we are ready to assist you.

With these hard times, many people are trying to find the best way to have to pay less. They are finding that they are getting interest rates that are extremely high. Therefore, they are looking into this method. This can be used for a number of types of loans.

As we mentioned there are a number of loans that can be consolidated. In theory, what you are doing is taking out one loan to pay off those loans that you have out. The new loan will be one payment instead of the many payments that you are paying towards.

There is another nice thing about this. We mean besides the fact that it is just one sum that you have to come up with. The nice thing about these are that the interest rate is normally lower than what you were being charged. Interest normally hurts everyone.

While everyone says that bankruptcy is great, when you do this you lose out. It ruins your credit. When you need a loan, you will not be eligible for one. Therefore, think of this as your next option.

So, if you are paying on more than one loan, then see if this is something that you can do. It never hurts to look into it. Take our word for it. Many have saved big time by doing this. This is true of students paying back student loans as well. - 29971

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Learn more about debt consolidation and the simple steps you can take to solve your debt problems quickly! When you get the right debt advice, you will be able to start a debt-free life quickly.

The Benefits of Using Graphics To Your Trade Show

By Alex Hochman

Going to or participating in a trade show is definitely one of the most effective ways to market any product or service. That is why when you go you see so many different vendors of all types. You will absolutely find best products that have a mass appeal at these particular trade shows. But you will also find various products that appeal specifically to the demographics of that specific show. In this article we are going to look at how important graphics are to your trade show.

When we are talking about graphics at a trade show, we are actually talking about setting up an eye-catching display booth. That is basically the most popular way in order to market at a trade show. It draws the most attention at these trade shows. Plus people definitely expect to see more people selling various things at a portable trade show display. But at that trade show, you definitely have to know how to reach your audience.

Making sure that you have a really stunning graphics is definitely the best thing to do after you set up your trade show display booth. These beautiful graphics on your display booth or banner stand is what will definitely attract people to you.

So first of all your booth has to have a beautiful graphics that are bold and strong so that it can have a definitely strong impact. This impact on your prospect is what will actually draw them to you. Getting them to your booth is what you want and strong graphics can do that.

Next you need to make sure that your graphics really match with what it is you're selling. When you have people see your booth graphics and come over you want them to see something similar. Think of it sort of as a brand that you are advertising with your graphics.

Finally make sure your graphics conveys whatever benefit you are claiming your product provides. This is a big selling point that must not be overlooked with your graphics.

So there you now have some of the key elements of effectively using graphics. You are sure to have success If you apply it to your next trade show booth. - 29971

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Have more people notice your booth with a portable trade show display. Make sure your promotion really makes a difference with a pop up trade show displays.