Mina Mar Group

The Securities and Exchange Act of 1933 one of the laws that govern the securities industry. It was the first major legislation regarding the sale of securities, that shifted power from states to the federal government. It is known as the "truth in securities" law which President Franklin D. Roosevelt signed as a part of the New Deal.The Act was created to protect investors after the stock market crash of 1929, biggest bear market in Wall Street 's history. The Securities Act of 1933 had two main objectives: requirement that investors receive financial and other significant information regarding securities that are being offered for public sale. prohibition of deceit, misrepresentation and other fraud in the sale of securities Securities and Exchange Commission that was created year later, in 1934 governs the Securities Act of 1933. In order to accomplish set objectives SEC requires companies to register their securities and disclose essential information...

Jumpstart Our Business Startups Act or JOBS Act is a law that former president Barack Obama signed on April 5, 2012. The purpose of the act is to increase ability of small businesses to raise capital and generate jobs but also improve financial opportunities for all American citizens and not just wealthy investors. Of all seven titles of the bill Title III that refers to crowdfunding drew most attention. Provisions of the bill made easier for companies go public but also to raise capital and stay private longer. Act defined the term emerging growth company as a company that has less than $1 billion total annual gross revenue in recent fiscal year. The JOBS act provided such businesses with temporary relief from certain SEC requirements which made taking your company public a lot easier. The most significant relief are the exemption from audit of internal controls required under Section 404(b) of the Sarbanes-Oxley Act of 2002. It allowed new exemptions from registratio...

If you are starting a business, having a business plan is a must but it is also important if you already have established business. The biggest mistake is to see business plan as something static, with time it will change just like your business. In the growth phase good  plan will help you with forecasting sales and raising capital. Later, it can help you to see what goals you have accomplished and what new ones you need to add. Your business plan must be well thought so it represent your company in the best possible way. Good written business plan let others know that you are serious and that you can handle all that running a business requires from you. There are couple of necessary elements that your business plan needs to have: executive summary,  business/industry description, market analysis, competitive analysis, sales and marketing strategies, organization management, operating and financial plan including funding requirements. The executive summary is the ...

Bonds is one of the three main asset classes besides stock (equity) and cash equivalents. Bond is considered fixed income security where bond issuer is in debt to the bond holder and is obliged to pay him an interest. It can be understood as a form of a loan where holder of the bond is creditor, issuer of the bond is borrower and coupon is interest that he pays. Issuers of the bonds are companies, municipalities, states and governments which used funds obtained through bonds to finance long term investments and current expenditures. Bondholders are debt holders that have priority over stockholders but are ranked behind secured creditors in case of insolvency. Bonds have maturity date when the principal is due to be paid and interest rate that can be fixed or variable. Principal is face value of the bond, actual amount that is on the bond which will be paid to the holder at the maturity date. Fixed rates remain the same through the set period while variable rates fluctuate o...

A stock is a type of security that signifies peace of ownership in a corporation an represents a claim on a part of the corporation's assets and earnings. There two main types of shares: common shares and preferred shares. There are clear distinction between two types of shares, primarily based on voting rights and dividend payments. Common shares are also know as ordinary shares, voting shares or equity shares. First ever common stock was established in 1602 by Dutch East India Company and introduced on the Amsterdam Stock Exchange.  During initial public offering company offers shares for sale and in that way sells part of the company in order to raise capital. Underwriter helps company to determine type and pricing of offered securities. After IPO company's shares become publicly traded and company can issue new stock. Percentage of shareholders' ownership is determined by the number of shares in his possession, which are some percentage of total number of out...

When it comes to choosing the right type of financing you will have to consider multiple factors on both sides, type of financing and your business needs. As we mentioned in previous articles all financing boils down to two types: debt financing and equity financing. If you are new in business you will need money to invest in expansion and growth. Chances are that you don't have long history of profitability and that you didn't have time to build good credit score which means that banks and some lenders will not be eager to give you a loan. Or on the other hand you are not comfortable with a fact that you can lose your assets whether business or personal. In that case equity financing will work best for you. This is an opportunity to raise cash without strict requirements that bank will demand from you and you will not have to pay monthly rates to the lender as in the case of debt financing. By avoiding monthly payments you will have more cash on your hands that you can...

There are two basic types of financing: debt financing and equity financing. Debt financing happens when business borrow money from a lender at a fixed or floating interest rate for a specified period of time. The most important characteristic is that debt financing is that doesn't give a lender part of ownership. Terms of the loan are dependent upon what the loan is being used for. Loans are most common and popular sort of debt financing. Business usually borrows from commercial lenders like bank and they offer some collateral as a form of a security for a loan. Loans have fixed periods and they are pay in regular intervals with interest rate. They can be short term, medium and long term in duration depending on the needs of business. Short term loans are used for temporary and seasonal loans. The most common type of short term loan is line of credit, agreement between borrower and lender that establishes maximum amount that customer can borrow and use it ...

Under Securities Act of 1933 any offer to sell securities must be registered with Securities and Exchange Commission (SEC) or meet certain requirements to be exempt from registration. Regulation A+ under Title IV, Section 401 of Jumpstart Our Business Startups Act (JOBS Act) contains rules providing exemptions from the registration requirements. Reg A exemption existed prior to JOBS Act, it principally focused on small companies and had offering limit of $5 million which led to it not being used as much. Additionally issuer registered the offerings in any state in which they planned to sell it. JOBS Act expanded offering limit on $20 million for Tier 1 and $50 million for Tier II offering. With Regulation A companies can raise capital from the public and avoid legal requirements and high costs of traditional IPO. This means it included startup and emerging companies that could bear costs of initial public offering. Tier 2 Offering also called Mini IPO removes individual state ...

   The Jumpstart Our Business Startups Act (JOBS Act) was signed into law by president Barack Obama on April 5t, 2012. Legislation diminishes regulatory restrictions for startups like capital raising making it easier for them to get established. As stated in the bill, the purpose is "to increase American job creation and economic growth by improving access to the public capital markets for emerging growth companies''. Title IV of JOBS Act  or Regulation A+ allows startup and later stage companies to raise up to $50 million from accredited and non - accredited investors. Reg A had been extended in May 2018 by federal legislation  and now allows public reporting companies to use it to raise capital. There are two tiers of Regulation A: Tier I offering:  raise up to $20 million all investors are eligible no individual investment limits can be matrketed anywhere reviewed financials SEC and state qualifications required no ongoing disclosure ...

Cross-listing also known as cross border listing is when a company list its securities on one or more foreign exchanges in addition to domestic exchange. Publicly held companies still trading in the U.S. undertake listings on overseas exchange for variety of reasons. Simply put, no company would do it if it didn't bring some benefits and indeed there are plenty of them. Cross border listing broadens shareholders base and enhance your visibility among overseas investors. Actually it is also beneficial for investors that can get a chance to diversify their portfolio especially in sectors that are not available on the local stock market. This way investors can invest in U.S. company and trade locally. This is a great way to attract new capital so you can decide to raise debt or equity. Additional funds can be used to grow and expand your business even more. Since there is usually difference in time zones this enables company to trade its stock a longer time. Diversifi...

If you have decided to take your company public, that is a great news because it brings many benefits with it like financial benefit from raising capital or increased public awareness of the company. But before you make any step further internal agreement within a company must be accomplished. Top management should present the detailed idea of going public  to the Board of Directors. Once the the idea is approved by the board, the next thing to do is to assemble the suitable team and Mina Mar Group is here to help you. We will acquire the services of security attorney and make  recommendation of an accounting firm who will assist you in auditing financials. Financial statements will be reviewed with care and we will make sure they are in compliance with Generally Accepted Accounting Principles (GAAP).  Agreement between your company and Mina Mar Group will be formalized, outlining plan, process, time, price ranges, fees, size of the offering and other impor...

Is there better way to communicate with your clients and investors than face to face? If you think there isn't than road show might be the answer you were looking for. What are they and why are they so important? Roadshow is series of meetings where representatives of the company give a  presentation about investment opportunity to current and potential investors. Companies have variety of reasons why they conduct road shows. The most common reason for organizing a road show is an initial public offering (IPO), a process when previously private company offers its shares to be publicly traded on stock exchange. Other reasons for a road show include privatization of a government owned company or when a company is when a company makes secondary offering of shares in order to raise more money.  A non deal roadshow (NDR) occurs when executives hold discussion with current and potential investors without offering securities for sale. Main reason for NDR ...

IPO Process The process of taking a company public requires a significant amount of work and knowledge of the reverse merger or IPO process. The assistance of a top team including an experienced securities lawyer is also mandatory for a successful outcome. Mina Mar Group not only manages the entire process, but also provides a competent and proven team of internal & external staff and resources. The Mina Mar Group turnkey process starts with your decision to go public and ends with your company acquiring a ticker symbol and raising capital. Mina Mar Group doesn’t just take you public. We engage stock distribution and investor relations firms to ensure that the offering is distributed far and wide, in order to raise the most capital at the best price for your company. Going Public – The Process 1.Internal company agreement to go public Management will present the concept of going public to the Board of Directors so they may consider the option. Included in this presenta...

Rule 506b of Regulation D is considered as a 'safe harbor under section 4(a)2. Companies conducting an offering can raise unlimited amount of money and can sell securities to an unlimited number of accredited investors. An offering under rule 506b is subjected to following requirements: No general and internet  solicitation  is allowed. Marketing is limited, only to known investors. Securities cannot be sold to more than 35 non-accredited investors. There is no limitation on accredited investors. Private placement memorandum is not required but it is typically used if all investors are accredited. To non-accredited investors must be provided with disclosure that generally contain the same information as provided in registered offering. Financial statements are required for non-accredited investors. It may differ depending on the offering which are placed in three categories: offerings up to, $2 million, $7.5 million and offering above $7.5 milli...

On April 5, 2012, the Jumpstart Our Business Startups (JOBS) Act   was signed into law by President Barack Obama. The Act required the SEC to write rules and issue studies on capital formation, disclosure, and registration requirements. Both Title III (Crowdfunding) and Title IV (Regulation A) help businessman raise capital from accredited and non-accredited investors.The difference between these regulations are connected with amounts of money that they are trying to raise, investor  and offering details, filings and disclosures. Regulation Crowdfunding, also known a Title III of JOBS Act was adopted in May of 2016 as a way to reduce regulatory restriction so making it possible for companies to raise capital from both accredited and non-accredited investors. Companies that want to raise $1,070,000 or less can now raise it trough crowdfunding portals. If this is the case with your company there are some requirements that you need to meet. Company must be U.S. base...

Crowdfunding is a method of funding a project or a business venture by raising small amounts of money from a large pool of individuals. The term crowdfunding refers to internet -mediated registries. The modern crowdfunding model has three partakers: initiator of the fundraising campaign, one who puts forward an idea, individuals and investors who support the idea and moderating organization (often called platform) that brings two two parties together. Crowdfunding can be used to fund a wide range of project, from startups to non-profit organizations. There is more than one way to crowdfund your business. The most common types of crowdfunding are: reward-based crowdfunding, equity crowdfunding, donation-based crowdfunding and marketplace lending (also known as peer-to-peer lending). With traditional ways of raising capital you can easily feel restricted. Pursuing the limited pool of investors can be arduous and time-consuming. That way you can easily lose your time and mone...

As a response to the 2008 nationwide housing market crisis, congress passed the "Jumpstart Our Business Startup Act"  (JOBS Act) on April 5, 2012. Regulation A existed prior to the JOBS Act it was primarily focused on a small businesses and often went unused because of the $5 million offering limit.Updated Regulation A, sometimes called Reg A+ allowed more flexibility and higher raises in capital. Regulation A  (Reg A) is an exemption from registration requirements instituted by the Security Act of 1933. Companies utilizing exemption are given certain advantages over companies that must fully register. This allows qualifying companies to raise capital from the public without taking an excessive cost and legal  requirements needed for a traditional IPO. Originally the offering was exempt under Reg A if the securities sold in year value 5 million or less, the issuer files offering statement with the SEC, the issuer must give buyers documentation s...