Mina Mar Group

C anadian Stock Exchange or CSE, operated by CNSX Markets Inc. is an alternative stock exchange In Canada, recognized as such in 2004. The CSE represents itself as an exchange for entrepreneurs that offers alternative and easier access to capital market. This is done through simple and precise rule book that makes listing quick and relatively inexpensive. The exchange is fully automated which means that floor trading method is not preferred.  Taking your company public by listing it on CSE gives you an opportunity to explore Canadian strong capital market and raise capital that will help your business grow. As publicly traded company on Canadian capital market will raise your corporate profile and draw attention of investors willing to invest in your company. In order to become publicly traded company in Canada company must become reporting issuer with one or more  of the Provincial Securities Commissions which means it is subject to ongoing public disclosure and...

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...

There are several potential advantages of going public through reverse takeover transaction. One of the biggest is better access to financing options. Usually private placement is conducted simultaneously with reverse takeover.  It will provide capital for company's future plan and projects and also fund the expenses of RTO. Public company that is reporting issuer has the opportunity to raise additional capital. Secondary offering require prospectus forms that are significantly shorter and are subjected to shorter review period by the Securities Commission in comparison to RTO transaction. Also, public companies are in more favorable position to obtain debt financing. If company complies with periodic reporting requirements it makes it more attractive to lenders and debt investors. Small and growing companies  in Canada also have lower listing requirements and less continuous disclosure obligations (TSXV and CSE). Being public company provides greater liquidity f...

There are different method to take your company public in Canada: initial public offering, reverse takeover, and direct listing. There are several advantages and few disadvantages of reverse takeover (RTO) over initial public offering (IPO).  An IPO requires a preparation, filing and clearance of prospectus which is subject of review and approval by the securities exchange commission. Disclosure document for RTO includes prospectus level disclosure with respect to the private company. In addition disclosure documents relation to RTO transaction will not be subject to review by commission. Private company will undergo due diligence and disclose information which  it has not previously  made public, including three years of audited financials. The private company will also need to conduct due diligence  of the public company to ensure that it is not inheriting any material unknown or unforeseen liabilities and that public company is up to date wi...

Reverse takeover is transaction in which public company listed on a stock exchange in Canada with few or without assets (often referred as shell company) acquires all securities of a private company with a significant assets and operation. It is considered a less expensive and time consuming alternative to initial public offering (IPO). This way public companies acquires all securities of public company and it becomes direct or indirect wholly-owned subsidiary. Shareholders of the private company receive shares from the public company  and the operating company's shareholders ultimately acquire a controlling interest in the new, combined company. Shell companies may be created and maintained just for purpose of reverse takeover or it can be existing company, a  reporting issuer that have previously ceased operations, but still maintain their reporting issuer status and usually have the shareholders required to list on a stock exchange. This makes them ideal candi...

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...

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's no secret that many businesses   use reverse merger as a tactic to avoid traditional IPO process. Merging into a public shell brings several advantages. During a process of reverse merger the control of public shell company is bought by the shareholders of private company, merging with it and becoming public in that way. Because public shell is already registered with Security and Exchange Commission there is no need to do it again.  Reverse merger is considered alternative to lengthy and costly process of traditional IPO. Typically it takes 6-12 months to go public by means of initial public offering, sometimes even more than a year. Also be prepared that it is a time consuming task for your top management and they will be using less time on operating the business. With reverse merger the whole process is much quicker ranging between couple of weeks and four months while also lowering the cost of going public and diluting fewer of company's stocks...

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 ...

Many companies will consider going public as a next step in their development.  While going public offer number of benefits to a business it can be tricky if you haven't carefully weighted advantages and disadvantages before you started process of going public. Going public is probably the most crucial decision for a company because it will not only affect your financing but also other aspects of your business. Companies that want to go public mostly engage in initial public offering (IPO) process but there are other alternatives for company to go public and trade their share on exchange   e.g. reverse  takeover. Going public offers many benefits to the company but there are also some drawbacks so company's management has to take into consideration many factor before making decision to go public. Pros of going public: There are many reasons why companies go public ant their reasons vary just like the benefits and challenges they fac...

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 ...

Reverse merger is a good alternative to traditional initial public offering. Reveres merger is the acquisition of a public company by a private company when shareholder of a private company purchase control of the public company and then merge it with a private company. In this way lengthy and complex process of IPO is bypassed. Publicly traded corporation is called shell because that company usually doesn't have any assets or net value but only its organizational structure.  What reverse merger does is that it separates the going public process and capital raising function. Is is basically conversion mechanism that turns private company into public company. Raising capital is not priority but benefits that come with being a publicly traded company. This separation is the main reason why reverse mergers has so much benefits. private company doesn't have to hire investment bank for underwriting and marketing the shares the process is less expensive ...

Since 2006 we have been assisting publicly traded companies create a win win relationship with their shareholders and followers. We specialize or focus on small cap both reporting and non-reporting companies.  For private companies we work with equity lenders, who finance your business  via  “traditional”  methods. The financiers security is the equity in your company and your undertaking that you will go public within the next 12-24 months. Your cost is zero if you qualify. This is done via reverse take over (RTO) . The beauty of the RTO deal is in a RTO you are in control of both companies as existing management resigns.  In addition to RTO we do corporate turnarounds and offer full range of boutique private placement financing. Process In a reverse takeover, shareholders of the private company purchase control of the public shell company and then merge it with the private company. The publicly traded corporation is called a "shell" since al...