Mina Mar Group

Blank-check company is development stage company without specific business plan or purpose or that has business plan to engage in a merger or acquisition with an unnamed company. These type of companies are bound by Securities and Exchange Commission Rule 419 to protect investors therefore they may be subjected to additional requirements if they are registering securities for public offering. Because SEC views them as penny stock  or microcap stock there is more rules and restrictions imposed upon them. For instance blank-check companies are not allowed to use Rule 504 of regulation D that exempts companies from registration of securities for offerings up to $1 million. Companies are also required to fully disclose all terms and condition of the offering. Popular type of blank-check company is special purpose acquisition company (SPAC), created to pull funds in order to finance merger or acquisition within certain time frame. It is publicly listed company that rises money...

Roll -Up is a type of Merger&Acquisition strategy. It happens when smaller companies in the same market or industry sector are merged into one large entity. Reasons for consolidation include economy of scale, expanded geographical coverage, better name recognition and increase in value. Merger of smaller companies happens in fragmented industries where there is no dominant company or where is one dominant player and none of the small companies can challenge its dominance. Usually it is the private equity firm that does investment thesis, using analysis to identify target companies for an acquisition. If you as an owner want to buy more smaller companies and merge them into one entity the deal is most often done as a combination of cash and equity in exchange for ownership stake at the acquired company. Before the deal is done there are several very important questions that need to be answered. Are the target companies good match? What additional products/services/value...

Restricted stock or restricted securities is unregistered stock that is not fully transferable until certain conditions are met and they must be traded in compliance with SEC regulations. After the conditions are met stock is no longer restricted and it becomes transferable.  Restricted stocks are often given to employees as a compensation that typically become transferable after certain conditions are met like continued employment for a period of time before vesting or achievement in particular product-development milestones, earning per share goals or other financial targets. Restricted stock is also given to corporate insiders like directors and executives, often after merger and acquisition, underwriting and affiliate ownership  to prevent early selling of stock that could negatively affect the company. Corporate affiliates can also lose the right on stock if they leave the company, fail to meet certain performance goals or break SEC trading restriction rules. Con...

Mergers requires at least two companies consolidating. After board of directors approve combination they seek shareholders approval if merger has material impact on either company. Result is that acquired company becomes the part of acquiring company. Stockholders may receive stock, cash or combination of the both. In stock for stock agreement between companies they agree to exchange shares on set ratio where post merger price will depend on the market condition and assessment of new companies chances for success. In cash for stock deal acquiring company agrees to pay certain amount for every share of the target company and in response price of the stock will usually rise while the price of acquiring company slightly falls. On the other hand reverse merger is more type of acquisition because one private company buys a public shells company in order to circumvent costly, lengthy and complicated process of initial private offering (IPO). After the exchang...

When we are talking about market perspective usually the financial community is mostly focused on private companies that want to go public and are prepared to pay for the privilege of going through an IPO or reverse merger. That is why most financial consultants are looking for the public shell company just to close the deal. Often private companies that use reverse merger to go public are ill-informed on ability to raise funds, unprepared for the intensive effort and extensive costs to create liquidity. This can even lead company to become a shell itself due to lack of action in implementation of needed solutions. This way there is no long term benefit on both sides. Mina Mar Group sees things quite differently. Instead of making quick profit shared between shell owner and us. We deal with private companies that already offer profits  and that truly deserve to be publicly traded and can attract investors at the retail and institutional level and build...

The focus of the division of our capital advisory services is to offer the quickest and most cost-saving solution to the capital needs of our clients and also determine and reduce the risk involved in the process. Our objectives are accomplished in different ways: Determination and assessment of the opportunities for growth of private and public firms and private equity companies looking for opportunities to invest Deciding of the most viable investment and/or capital for different organizations Identification and assessment of the partners that are the best Reduction of risk through the use of due diligence Processing of the investment thesis of our clients and other important data to ensure    that financial goals are achieved Helping our clients throughout every stage of the process From private equity to the mezzanine, venture capital, strategic investment, debt, IPO, M&A, and much more, we have the ability to secure all sorts of ...

It is not a secret that great deal of mergers and acquisitions fail due to various reasons. The whole process is important and takes time but it is equally important to know what comes after. Success depends on how company handles many responsibilities that come with new situation. New corporate structure, reallocation of resources and becoming acquainted  with new customers are just some of the things that you will need to manage. It is not unusual for a company to hire a third party to help them smooth transition. When CEO and board of directors decided that they want to acquire or merge with particular company they will usually start with tender offer. It is permitted to buy up to 5% of outstanding shares of the company without having to file with SEC. If that number is bigger it is mandatory to file with SEC, disclosing number of shares in possession and if there is intention to acquire the company.  With help from financial advisers final price for the compa...

An acquisition is the purchase of one business or company by another company. It happens when acquiring company buys most or all target company's shares in order to take control and or other assets of the company. They have to buy more than 50% of ownership. In acquisition usually bigger company buys smaller company and absorb it or run it as subsidiary. Roll-ups or consolidation happen when two or more companies combine in a new business entity. Acquisitions are divided into "private" and "public" depending on whether acquired or target company is or is not listed on the public market. Additional dimension or categorization consists of whether an acquisition is friendly or hostile (hostile takeover). More mergers and acquisitions happens with small to medium size companies. One type of acquisition is reverse merger or reverse takeover enables private company to be publicly listed in a relatively short time frame. Reverse merger occurs when a privately ...

Mergers and Acquisitions (M&A) is the area of corporate financing, management and strategy dealing with purchasing and or joining with other companies. It is an umbrella term for various transactions such as mergers, acquisitions, consolidations, tender offers, purchase of offers and management acquisitions. In mergers and acquisition two companies are involved but in merger two companies are combined in one and in acquisition one usually larger company buys another smaller company. From a legal point of view, a merger is a legal consolidation of two entities into one entity, whereas acquisition occurs when one entity takes ownership of another entity's stock, equity interests or assets. From a commercial and economic point of view, both types of transactions generally results in the consolidation of assets and liabilities and liabilities into one entity and the distinction between a merger and an acquisition is less clear. Even though they are used as synonyms t...

A shell company or shell corporation is a company that doesn't have active business operations in other words it is a company that doesn't make money and doesn't provide clients and customers with services or products. The name itself doesn't describe the purpose of business entity but it classify it according to its role in a particular corporate structure. Shell companies can be formed in more than one way and not all shell companies have the same purpose. To become a shell company interested party must file with the SEC while some other shell companies have previously had operations that shrunk that shrunk due to unfavorable market conditions or other reasons. Also any start-up company that register with SEC is technically a shell company. This type of corporation is legal but it can sometimes be used in illegitimate way. Legal use of shell company has many benefits: Shell companies can be used to hold stock or intangible assets of another business. New ...

An initial public offering, or IPO, is the first sale of stock by a company to the public. A company can raise money by issuing either debt or equity. If the company has never issued equity to the public, it's known as an IPO. Companies fall into two broad categories: private and public. Privately held companies have fewer shareholders, usually owner, their family and friends and sometimes venture capitalist and angel investors. The public is not able to invest in private companies. Private companies have benefits of not having to disclose much information about the company.  It usually isn't possible to buy shares in a private company. Public companies offered some part of their business to the public and trade on stock exchange so initial public offering is often called "going public". On the other side public companies can have thousands of shareholders and are subjected to rules and regulations. Public companies in United States must report to SEC and pr...

Mina Mar Group, Inc. is privately held company that is providing financial opportunities to help OTC and NASDAQ stocks grow. Mina Mar Group provides wide variety of services ranging from capital advisory, strategic communication and advisory, IPO services and process to merger and acquisition consulting services. With agent representations worldwide and with over dozen years in the business MMG has created a strong strategic alliances with some of USA based leading and reputable accounting, legal firms including experienced market makers, broker dealers and other service providers. MMG's alliance and resources allow companies to achieve and maintain the highest possible corporate governance, and meet the demands of today's sophisticated, accredited and or institutional investors. Mina Mar Group M&A services: Mina Mar Group provides comprehensive consulting services in the merger and acquisition sector. We specialize in the reverse mergers , matching emerging grow...