Mina Mar Group

An acquisition strategy known as an “all-cash, all-stock offer” requires the buyer to commit to purchasing all of the target company’s outstanding shares for a certain amount in cash. It is also characterized as buying all of a company’s outstanding shares from its shareholders in exchange for payment. All-cash, all-stock offers are typically taken into consideration as a strategy to complete an acquisition. This could be an excellent technique the acquiring corporation might use to make the transaction appear sweet and persuade shareholders who are on the fence to accept the sale by offering a premium above the cost at which the shares are now trading. So if it’s that case, if indeed the company was purchased at a premium, then shareholders of the target company could experience an increase in the value of their shares. Even when we talk about cash deals, a stock value for the target firm is discussed, and that value may be considerably higher than its current market price. Therefore,...

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...

Often when you read the business section of newspaper or when you are doing research about particular company on the stock market you come across different ratios. There is so many of them so if you are not accredit investors there is a chance that zou sometimes get confused but these metric are actually helpful if zou know how to interpret them. Bascically they measure quantitive assesments commonly used for comparing and tracking performance. That is why are so widely used by analysts in assesing performance and investing recomendation and by company's mangement also. Depending on the goal of analysts he will choose from range of available data to build metric suitable for that same goal. Company's executive and project managers have differenet goals so they will use different metrics, while the first will concentrate on corporate finance the other will focus on strategec projects. Following the previous article on due diligence we will primarily focus on the positio...

Public companies often have two tier corporate organisation which consist of board of directors who protect shareholders interest and senior management who is responsible for day-to day operations and profitability of the company, including chief executive officer (CEO), chief operation officer (COO) and chief financial officer (CFO). When management is doing a good job business operations should run smoothly but as you probably know that is not always the case. In time of turmoil company can seek professional help in form of consultancy or more often by hiring an interim management whose job is to manage a company during a transition or crisis. Interim management is modern troubleshooting management techniques that started in the mid to late 1970s gaining a momentum during the decades to come. Even though it bears similarity with management consultancy, interim management can deliver more effective solution in less time. In simple t...

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...

Are you thinking of Going Public in Canada? Are you Seeking Investment for your Products, Services, or a Business Plan? Considering Venture Capital? Or just, a source of ongoing capital to properly grow your business? Canada has a robust capital market, as well as strength in funding growth ventures. Getting access to funding opportunities can be facilitated by becoming a public company on the CSE stock market. Being a Publicly Traded Company provides access to the Canadian Capital Markets and the many pools of Public Venture Capital that are available to emerging companies. It raises your corporate profile and puts you "on the radar" as a suitable investment opportunity for investors.  In Canada, the main choices of going public are the Toronto Stock Exchange (TSX), the TSX Venture Exchange (TSX-V), and the CSE - Canadian Securities Exchange.  We invite you to consider the advantages of NEO or CSE as a destination to take your company public. Companies that go p...

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...

It is very likely that you hear about some new promising company or you want to start your own company. There are a lot of good ideas out there but not all are going to be implemented and launch successful companies. Sometimes the link that is missing is so much needed funding at the right time in seed stage. At Mina Mar Group, we help companies that are in early stage through detailed plans to get viable solutions to funding for the growth of emerging organizations. Early stage companies are typical pre-revenue and pre-profit and they usually seek capital to invest in product development, building team of employees and trying to build sales channels. Startup companies still have a lot to go in their business journey before they reach positive cash flow and that is the major reason why they are in need of funding. Reaching financial independence often comes in the form of initial public offering, reverse merger and acquisition. Sometimes the first-hand investors will be friends...

Mina Mar Group has been helping publicly owned companies in building a relationship that is beneficial to them and their shareholders since 2005. Our specialty and focus lies with small cap for both companies in reporting and non-reporting sector.  Even if you have private company and you are planning to go public we can find equity lenders that will provide you with funds trough the use of traditional systems. Financier security will be the equity of your business and the undertaking of the process will show that your company will be taken public in about year or two. Reverse merger, also known as reverse takeover is used for this process as Mina Mar Group specializes in merger and acquisition consulting services. We own a stock of of affirmed and clean public shells that are provided for reverse merger for our clients  as a publicly traded vehicle that can be used to get capital. Likewise, we offer diverse financing options, including private...

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...