Protect Yourself With a Private Placement Memorandum

So where do you go for capital if you run or own a private company? There are several sources of capital for privately held businesses. One is the capital generated internally by judiciously managing the company’s working capital. Another source is your local bank, which is the one the primary financing vehicles for private companies. And of course, there is always the owner’s pocket.

But where do you go if your capital needs outstrip what is available from a bank, especially if your company is in need of permanent capital to fund long term growth objectives, capitalize a start-up, or finance an acquisition? If you do not have the wherewithal to write checks yourself, you will need to raise outside capital.

Junior Capital
Junior capital is a term used to describe capital that sits below bank debt, and includes mezzanine, or subordinated, debt, and equity. Sources of junior capital include institutional investors, such as insurance companies, hedge funds, private equity funds, mezzanine funds and SBICs.

Individual Investors
Another source of capital is the individual investor. This class of investor includes friends, family, and high net worth individuals. And if you are issuing securities to individual investors, you may be required by law to write and distribute a Private Placement Memorandum to each of your potential investors.

There are two major reasons for preparing a Private Placement Memorandum.

Protect Yourself Against Securities Fraud Claims
First is to give you protection against securities fraud claims. By preparing and delivering a Private Placement Memorandum, you are establishing a record of what has been communicated to the investors about the offering and the company. When issuing securities, state and federal law is most concerned with securities fraud issues. Anti-fraud requirements call for the issuer to not make any unture statements of a material fact, or to leave out a material fact, the absence of which would make any statements made misleading; i.e. the issuer must disclose all relevant and material facts of the issuance and the company. A well-prepared Private Placement Memorandum will establish a record of the information presented to investors, and will provide a level of protection for the company and issuer against claims of securities fraud.

Professional Image
The other reason for writing a Private Placement Memorandum is that it presents a professional face for the issuance. The image presented to investors by presenting a document that is well-prepared is one of professionalism and competency. Approaching sophisticated investors with a poorly drafted offering document will scream “unprofessional”, “novice”, “don’t know what they’re doing” – the exact opposite of what you are trying to project.

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A Factoring Company Could Provide Working Capital Businesses Need

With traditional lenders like high street banks and Building Societies clamping down on loaning money during this current recessionary time, how is a business going to solve a possible cash flow problem? The practice of Invoice factoring is becoming a growing option as a way to keep companies growing during these rough economic times. Factoring is often miss understood, and no we are not discussing mathematics, but invoice factoring is an answer to a serious financial problem called cash flow.

Many Companies throughout the world use invoice factoring. Factoring is a financing option whereby a business sells its Business-to-Business accounts receivable or customer invoices at a discount to receive immediate cash.

If you imagine the scenario; Company A owes Company B £100 for widgets it has taken delivery of. Company A is happy with the widgets and will of course pay, however, as an enticement to win the order Company B offered Company A, 45 days credit (good commercial practice to win business). So Company B has sold the widget to Company A, but as yet has not been paid for them. However, if Company B pays, he’s trade suppliers early he receives a big discount. So the answer resolve this could be to use the invoice raised as an instrument to leverage money against in the short term, thus speeding up the cash flow and working capital to the business.

There is no doubt that with factoring services, a business can get money faster - usually within days of raising the invoice and with more flexibility than traditional financing especially as invoice factoring tracks your sales growth.

Debt Factoring is a well established form of financing that has helped businesses grow rapidly and sometimes avoid bankruptcy because of cash flow problems or slow paying customers. Debt Factoring can also be used in helping a business turnaround its fortunes and clear debts. It can used to free up capital to help repay VAT, PAYE or TAX arrears with Her Majesties Revenue and Customs (HMRC) so if a winding up petition has landed on your desk factoring could be used to clear the debt.

The factoring company can also provide credit insurance, full credit control, collections and other administrative services to help small businesses grow without having to hire additional personnel. To see if invoice factoring is right for your business please contact Enable Finance the factoring company on the links provided.

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Profit In A Recession With Stock Market News

After the bipartisan legislation finally approved the $900 billion rescue bailout, more and more investors from different industries are looking out for deals not to miss anything that the government has promised them, more so with the poorer citizens whose properties are at the verge of foreclosures. On the other hand, the stock market news would have you believe that there is nothing positive about the outcome of the billion-dollar bailout at this time. Banks are still hesitant to loan out their money to both consumers and other commercial banks to get more money with lower interest rates. Truly, the credit crunch might be almost over, but the ripples of its actions still make the market unsteady.

The U.S. administration is keeping a close eye on all the home foreclosures and financial institutions that are being affected by the credit crisis. While the stock market news says that lenders are simply not confident enough to loan, the possibility of refinancing home loans may still be slim. The government’s role in the current economic turmoil that has spread through the market does not simply end on passing a bill that will financially aid troubled industries but also in raising programs that will bring lending and borrowing right back to where we started the year. Surely, these companies have developed lending phobias as their industry plunged hard in the stock market. But they should realize that the bill is intended not only for saving their assets but also, and more importantly, giving affordable loans for the common citizens to refinance their loans again.

Also, the government might want to insure that the bailout money does not go only to a few rich banks, but toward stabilize reeling credit markets in the country. The recent stock market news revealed the government’s plan to sort borrowing processes that would indicate a few more requirements for the borrowers. Also, they have set eyes on the lending rules of these banks, which would actually account for significant losses that the companies may have acquired through the years. The Federal Housing Administration has also extended assistance toward the owners of homes by assuring them of the $300 billion foreclosure rescue for citizens who have had trouble financing their house loans.

Unfortunately, while the headlines reveal that these efforts have been raised, it won’t be until the next few weeks when we will see the full effects, even with the major banks. Needless to say, investors are more favorable with adjusting mortgage modification programs which would give them lesser losses on the principal amount of loan of these borrowers.

There is a chance that the credit crunch to back it up. The government should work on taming these banks to give the borrowers’ part of the bailout plan, and that is making loans affordable and easy to finance. Only then can we be assured that the credit crunch has finally left the scene.

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Why (and How!) To Trade The Foreign Exchange

Here are just a few reasons why, so many are choosing Forex:

Forex is A 24-hour market. There is no waiting for the starting bell - from Sunday nightfall to Friday daylight EST, the Forex market never sleeps. This is awesome for those who want to trade on a part-time basis, because you can elect when you want to trade–morning, noon or night.

No Fees. No clearing fees, no exchange fees, no government fees, no account management fees, no withdrawal fees. Forex brokers are paid for their services through something called the bid-ask spread, essentially a commission. This commission is several times less than stock exchange market fees and commissions (read below)!

No fixed lot sizes. In the futures markets, for instance the contracts are determined by the exchanges. A standard-size contract for silver futures is 5000 ounces. In spot Forex, you determine your own lot size.

This allows people to enter this market with deposits as small as $250.

Low transaction costs. The retail transaction cost (the bid/ask spread) is typically less than 0.1% in normal market conditions. At superior dealers, the spread could be as low as .07% (percent). This depends on your account settings and all will be explained later.

No market manipulation. No one can corner the market. The global foreign exchange market (Forex) is so enormous and has so many participants that no specific entity (not even a central bank) can gain complete control over any currency pair.

Leverage. In Forex trading, a small margin deposit can command a much bigger currency contract. Leverage gives the seller the ability to make those high profits, and at the same time keep imperil investment to the minimum. For example, Forex brokers recommend 200 to 1 weight, which means that a $50 cash margin deposit would allow a trader to buy or sell a $10,000 worth of currency. Similarly, with $500 dollars, one could trade with $100,000 dollars and so on. However, leverage is a double-edged sword. Without proper risk management, this high gradation of leverage can lead not only to large gains but large losses as well.

High Liquidity. Because the Forex Market is so enormous, it is also awfully liquid. This means that under normal market conditions, with a click of a mouse you can immediately buy and sell at will. You are never stuck in a trade.

Free Demo Accounts. Most online Forex brokers offer demo accounts for beginner traders to practice trading, along with streaming Forex news and charting and trading software. All free! These are very valuable resources for SMART traders who would like to hone their trading skills with free ‘play’ funds before opening a real trading account and starting trading with real money.

Free Trading Software. As mentioned earlier all brokers provide you with trading and charting software, usually free of charge. The software allows you to open and close positions in real time, with a click of a mouse! You can even set your online trading platform automatically to close your position at your prefered Take Profit level and/or close your trade if it is going against you (a stop loss order).

Mini and Micro Trading. You would think that starting out as a currency trader would require a lot of investment. The reality is, compared to trading stocks, options or futures, it does not. Online Forex offer “mini” and “micro” trading accounts, some with a minimum account deposit of $300 or less. This is not to say that you should open an account with the bare minimum but it does make Forex much more affordable to the individual traders who does not have a lot of initial investment.

Despite all these advantages trading the Forex is not an easy task and should never be approached light-mindedly especially by new forex traders. The promise of great returns can quickly turn into a reality of frustration and losses if you enter this market unprepared.

In our next article we will show you the best way to prepare yourself and will also look at two of the best forex trading tools available on the market: the Forex Killer Software and the Forex-Tracer. Automated trading software becomes more and more popular, with certain analysts predicting over 50% of all trades to be executed by trading robots by 2010 and anyone intending to make money in Forex should seriously consider using these tools, which are becoming more and more intelligent, and at the same time, also, more and more affordable. Just a few years ago an automated trading system like the Forex-Killer or Forex-Tracer could cost in the order of several thousand dollars! Compare this with under $100 for either system today and not enlisting the “services” of a computer trading software becomes almost a crime against sanity.

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Buy Personal Checks Online And Save A Lot Of Money

Are you the person who wants to be expressed in every way you can? So, how about buying some personal checks online? Most of the people who have tried “personalizing” their checks had a positive reaction in purchasing them. And having a personal check is not really that expensive as what others might think. You can order or buy personal checks online at a much lesser price. Sometimes, you get 50% lesser than what your usual bank would offer or charge you. They are also an ideal gift to your loved ones, too. Wedding anniversary of your daughter is just around the corner? Then, give her and your son-in-law the best gift that you can offer. Order a personalized check with their photo of their wedding day. The idea is endless with personalized checks and when you go to this site called onlychecks.com, the list seems to be really endless: all kinds dog breed personal checks from Doberman checks, Jack Russell Terrier checks, English Mastiff checks, Miniature Schnauzer checks, Poodle checks, German Shepherd checks, Shih Tzu checks and even John Deere checks, Deer checks, wolf checks, deluxe business checks, Religious checks and Wild Life checks. If you value the accomplishments of African-Americans, then, why not get your own personalized African American heritage checks? And there’s more you can find when you go to this site that offers nothing but the best way in how to make everything more personal and creative and artistic.

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Accessing The Private Market For Capital

Banks are like a pendulum – they swing from one extreme to another without spending much time in the middle. After several years of aggressive lending, banks are pulling in their horns and battening down the hatches. The consequences are felt by businesses of all shapes and sizes, but smaller businesses are hurt more. Access to capital means being able to finance working capital, buying equipment, or financing an acquisition. When the banks get more risk adverse, capital becomes dearer.

One of the ways to address banks’ decreased risk tolerance is to bolster the company’s balance sheet with more capital. This certainly is the case for acquisitions. Banks will require more equity to support a transaction.

But what do you do if you do not have the money to firm up the capital structure to convince the bank to lend? You could walk from your plans, but if growing your business, purchasing that new piece of equipment or making that acquisition is the right thing to do for your business, then you must find another way.

Accessing the private capital market is an alternative. What do I mean by private capital market – I mean tapping into the vast amount of capital available from private investors. Just like investor preferences in public stocks and bonds, private investors come in all shapes and sizes. Whether you are seeking debt financing or equity financing, you will be able to identify investors that are looking for investments that line up with your offering.

Fortunately, there are what is called Reg D exemptions under the Securities Act of 1933 that allow small businesses to issue securities to private investors. Reg D spells out the circumstances under which smaller companies can offer and issue securities without having to register them with the SEC. These exemptions make the regulatory part of issuing securities considerably more streamlined than if Reg D did not exist.

The various rules under Reg D include Rules 504, 505 and 506. The general application of the different Rules is a function of how much money is being raised:

- Rule 504 applies to offering up to $1,000,000
- Rule 505 applies to offerings from $1,000,000 to $5,000,000
- Rule 506 applies to offerings in excess of $5,000,000

Part of the process of issuing securities under Reg D is preparing a private placement memorandum, or “PPM”. This document presents the transaction to the prospective investors with all of the information an investor would require to make an intelligent decision on your offering. For you, the issuer, preparing an accurate private placement memorandum and complying with the requirements of Reg D will provide the issuer’s officers and directors some liability protection regarding disclosure.

You have a couple of choices when it comes to writing your PPM. One is to have a securities attorney draft it. Hourly rates for securities attorneys will vary depending on experience and location; however, it would not be unreasonable to pay $300 per hour for a good securities attorney. At 40 hours to complete your PPM, you can expect a $12,000 legal bill just to draft your PPM.

The other option is to do 98% of the work yourself. But how you ask? Work from a professionally prepared private placement memorandum template. In most cases, if you can use Microsoft Word, you can edit the template. A professional template will include disclaimer legends; a summary of terms; risk factors; a discussion of the company including products, customers, market, industry and competition; capital structure; forward looking statements disclaimer; tax discussion and more.

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How To Become A Successful Life Insurance Broker?

If you want to be successful in life insurance in Canada, you have to keep a few things in your mind.
In spite of offering lots of opportunities in the insurance business, life insurance brokers leave the sector within the first year and more than 80% of them! The main goal is to present some of the features an effectual insurance broker should have.
You should start with belief and passion. You must enjoy every single day spent by helping others and practice the way of life you present them. You must be able to let people know that you’re important for them. The way you show your qualities and self-confidence is important too.
Successful life insurance brokers know how to make an impression. They know how to talk, how to use body language, how to shake hands. Being outgoing is about making clients feel comfortable, creating a friendly atmosphere. Empathy will help you understand your clients’ needs, worries and expectations. It helps you obey possible objections or misunderstanding. So be outgoing and empathetic, it is a key to your success.
Insurance brokers must be able to deal with a lot of rejection especially in the early going. Asking prospective clients to face their own mortality or morbidity is a challenge. Many prospective clients will procrastinate and try to postpone potential meetings – some are even verbally abusive. Successful brokers develop a hard outer shell and realize the rejection is not personal.
This industry is filled with rewards, but has many long days and challenges. These can wear on a broker’s physical and emotional state so you need to be goal oriented and set your short term, mid term and long term goals. This will keep your spirit and energy up and help you overcome difficulties.
Organization is important as well. You must have your administration under control and keep your records about your clients and potential clients up to date. That’s the way how you’ll be able to respond at any new sales opportunity.

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Where to find Moving Quotes

Moving quotes can be found anywhere a moving company is found. Any moving company out there is happy to hand out estimates to potential customers for many reasons, but the biggest reason is to show how cheap it will be to hire one company over another. Of all the places that you can find quotes, such as by calling, writing, or visiting a company office, many online moving quotes websites offer fast, anonymous, and easy forms that you can fill out to get quotes from many different companies at once. These forms are perfect for those who want to save time and money, as they are fast and require very little time to do. Thus, if you are moving, you should check out the net to find the best prices for your project.

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Home Buying – Could It Offer A Safe Way Through The Credit Crunch?

Now may be just the right time to invest in property, either by home buying as Cash House Buyers or by investing in a home buying or similar property company that has a watertight survival plan to carry it through the credit crunch

It’s ironic that tumbling property prices have at least partially led to the present credit crunch. This is in turn giving rise to a crisis in confidence amongst Bank Shareholders, because they know that if they hang on to those shares too long when others flee, the share value will inevitably dip below the critical value which renders the bank’s capital inadequate for loans and deposits on its books.

At this time a rescue solution has to be put in place, and that means either nationalisation or takeover by a competitor. At this point the unfortunate shareholders have forfeited all bargaining rights. The rescue must go through, and the government or the buying Bank will not pay over the then current distress value of the shares.

So, where can you safely put your hard earned savings to work for you in these troubled times?

Well if you ensure you have more than sufficient ready money to get you through anything the next 2 years may throw at you; why not use some of the remainder in becoming or investing in home buying either as Cash House Buyers or by investing in a home buying or similar property company that has a sensible survival plan to take it through the credit crunch

If this looks like folly, think about this; in the UK, just to keep the Market stable over the next 10 years; three million new homes will be needed. At the present rate of construction, we’re unlikely to see more than a third of those put up. This shows that the medium and long term prospects are excellent for investing in property, because it’s much more probable that demand will outstrip supply than the reverse happening.

Cash House Buyers and Home Buying Companies normally buy houses at 80% of market valuation, because the vendors are more than happy merely to find somebody to “sell my house”. This ensures that they have a healthy margin to pay for all their own costs, insulate them from the market falling a few more percent in the short time they own the property, and allowing a discount to make the sale happen quickly.

If you don’t incline towards the Cash House Buyers role for yourself; you’ll see lots of good opportunities coming up to invest in Home Buying Companies. Many Home Buying Companies have used loans to enable them to maximise their property portfolio, and so hugely improve their Return On Capital Employed. Now they need to cut down borrowings, and they need an injection of cash to do that and to ensure they can service their remaining debts until the market stabilises and begins to rise again.

If you’re considering such a move for your savings; do all the due diligence, and in particular make sure that your investment will be enough to ensure the company’s survival, and will give you enough of a voice to make sure that it does just that.

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A Life Of Change: The Barack Obama Biography

Half African, half American, Barack Obama was born on the 4th day of August 1961 in Hawaii. His father, the elder Barack, came from Kenya and was taught by his own father to herd goats and do work on the farm. Barack’s mother, Ann Dunham, was truly an all-American woman, growing up in the heart of Kansas. During the Depression, while his father was signed up for the World War II, Ann took a job at the bomber assembly line. She afterwards studied on the G. I. Bill. Then her family bought a house through the Federal Housing Program and later on moved on to Hawaii.

Barack then moved on to Chicago in 1985 in order to pursue his civic plans. He became a community organizer with Christian groups who seek to uplift the conditions of the people residing in a town beleaguered by crime and high unemployment. Barack believed in the cause of these groups but after some time he wanted to see changes effect a wider populace. With his earlier background and studiious nature, he knew that those changes must become definite and binding to all. From there, he aspired to change the nation’s laws and politics.

Back at the University of Hawaii, Barack Sr. and Ann met. Ann was a student there while his father had a won a scholarship to the United States. Sadly, Barack Sr. needed to return to Kenya for personal reasons. This resulted in the young Barack being raised by his single mother in Hawaii and in Indonesia for several years. Afterwards they moved to New York and there he graduated from Columbia University in 1983.

He then moved on and earned his law degree in Harvard in 1991. Even from there, Barack has proven his abilities and became the first African-American president of the Harvard Law Review. Following his studies at Harvard, he went back to Chicago and practiced his profession as a civil rights lawyer and taught constitutional law. His advocacy and values led him to run for the Illinois State Senate where he won and served for eight years. It should be thouroughly evident in this Barack Obama biography study that the man did indeed earn his ground.

Now a member of the State Senate, Barack learned the value of unity and working together. Although it has been a challenge for him to work with both the Democrats and the Republicans, he learned to set aside politics to be able to create programs and projects that will immensely help the working families. A good example of this was the state Earned Income Tax Credit, which provided more than $100 million worth of tax, cuts to families across the state in just three years. Barack has always had a keen interest in childhood education, its development and expansion in the state. He also tried to initiate changes in the penal system through working with law enforcement officials and coming up with the resolution of standardizing the video recording of the federal investigations and interrogations in all capital cases. This was due mostly to the large number of instances when death row inmates were found innocent.

Come 2004, Barack Obama Jr. became the third African American, since the Reconstruction, to serve in the United States Senate. This was a truly revolutionary bid, this is precisely the purpose we see a Barack Obama biography today. Barack’s first act to be passed was the one he authored with Republican Senator Tom Coburn—a measure that was built on the aim of renewing trust to the government by allowing citizens to go online and learn how and where their taxes are spent. He also became the lead voice of the move to reform political ethics and remove corruption in Congress. He also became a champion of the veterans in the Senate. He moved to help the Illinois veterans obtain their disability pay while seeing to it that measures that will take care of the Veterans from Iraq and Afghanistan were completed upon their return.

In conclusion, Barack has been truly the champion of the people of America. The man has gone from a poor homelife to the Federal Circuit. In spite of all these accomplishments, Barack remains humble and not self-serving. With his wife, Michelle, and two daughters, Malia and Sasha, he aims to be the initiator of change in America and balance the social order in America.

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