Atlas Advisors, LLC

IPO Options

Atlas Advisors, LLC specializes in assisting companies in "Going Public" in the United States.

Our services include going public, private placement preparation and public-company reporting.

We have considerable knowledge and experience in aiding companies in becoming publicly traded. Our understanding of these transactions assures that you will have the finest assistance available in achieving your goals and objectives.

IPO Insight

The most common way of going public is through an underwritten public offering. The underwriter seeks subscriptions to purchase the company's shares. If the subscriptions are sufficient, the underwriting becomes "firm". The initial public offering (IPO) is then closed, the company is public, and the company receives its portion of the offering proceeds.

Though initial public offerings are perhaps the most sought-after form of financing, the fact is, surprisingly few companies can hope to successfully negotiate their way through the process.

The truth leads to a Catch-22. Many promising small companies cannot obtain funding because they are private. However, without funding, they can't hope to grow to the size and scale that would allow them to go public.

Why is being a private company anathema to the capital-formation process? Because many investors are reluctant to invest because they believe that even if the company does well, without an exit strategy, they may never recoup their investment.

Investors frequently talk about "exit strategies," a fancy way to say "cashing out." Specifically, once investors put money into a company, they want to know how they can get their money back -- at a profit. A public company offers them this exit strategy.

Taking your company public

We work as members of a clients strategic team, offering our knowledge and skill in assisting you in becoming a publicly traded company.

Our capabilities, resources and relationships in the financial communities allow us to provide a full range of services. We maintain relations with underwriters, broker-dealers, market makers, merchant banks and other financial institutions.

We recognize the power of a public company in utilizing opportunities not available to private companies. If you are considering going public This e-mail address is being protected from spambots. You need JavaScript enabled to view it to learn more.

Our A to Z Turnkey Go Public Program

We provide a comprehensive program. Our service is designed to assist you through each stage of the process. From start to finish we will be with you from initial assessment and implementation until the process is complete. Our resources and industry expertise ensure the stage is set for a robust and dynamic public company. If you are considering going public. Contact us to learn more about our services.

Becoming public without an underwritten offering has the following benefits:

• Active market making, aided by the limited amount of available public stock, can produce a strong and stable trading price for the public company's securities.
• The registration statement can also include securities of the founders, corporate offices and other shareholders.
• If the registration included warrants, the public company can expect to receive proceeds from the exercise of those warrants when the United States trading price of its common stock exceeds the exercise (strike) price of the warrants.
• Typically only a small percentage of the private company's shares are registered. This serves to preserve the corporate ownership of the existing shareholders for future financial transactions.
• The company prepares the stock market for a later public offering later on, which typically occurs at a stock price greater than could have been done initially.
• Classes of preferred stock can be issued for special purposes.
• Principals and initial shareholders of the private company can include their securities in the registration statement. This can allow them to then sell their securities in the public market.
• If the private company is an overseas company, it may not want to become a United States company. The overseas company can have their securities traded in the United States on a United States stock exchange without requiring them to become a United States company or subsidiary.
• The market value of a public company is often substantially higher than a private company with the same structure in the same industry
• Capital is easier to raise for public companies because the stock has market value and can be traded
• The public trading price of the public companys securities serves as a benchmark for the offer price of a subsequent public or private securities offering
• Acquisitions can be made with stock since publicly traded stock is viewed as currency for mergers and acquisitions.
• Form S-8 stock can be issued for officers, directors, and consultants
• If the offering includes warrants, the new company can receive proceeds from the exercise of those warrants if the trading price of its common stock exceeds the exercise price of warrants.

Why GoPublic?

There are many benefits to being a public company.

Some of the most compelling advantages can include:

1. Access to capital
Being a public company can give investors more confidence in investing in your company. When your stock has a public price, it gives you a benchmark price to raise capital. Any potential investor can go on the Internet or call a broker and get a quote of your companys stock price. Some public companies then give investors who buy stock directly from the company in a private placement a discount from the public trading price (if they are willing to hold the stock for one year). This gives this investor even more of an incentive to invest.

Money raised can be used for a variety of purposes including; growth and expansion, retiring existing debt, corporate marketing and development, acquisition capital and corporate diversity. Once public, a company's financing alternatives are greatly increased. A publicly traded company can go to the public markets for capital via stock or bond issue, and may also convert debt to equity.

2. Liquidity
By going public, a company can create a market for its stock. This gives the company a greater opportunity to sell shares of stock to investors. In general, stock in a public company is much more liquid than stock in a private enterprise. Liquidity is created for the investors, institutions, founders, and owners. Investors in the company may be able to buy or sell the stock more readily. Often times institutional investors and venture capitalist will require a company to become public before committing funds.

Ownership of stock in a public company may help the company's principals to borrow more easily and eliminate personal guarantees. Liquidity can also provide an investor or company owner an exit strategy, and portfolio diversity. Liquidity is one of the many reasons why public companies are typically valued so much more than a private company.

3. Mergers and Acquisitions
Once a company is public and the market for its stock is established, the stock can be considered as valuable as cash when acquiring other businesses. A public company usually increases a company's valuation leading to a variety of opportunities for mergers and acquisitions. A public company also has the advantage of using the market's valuation when exchanging stock in an acquisition. Securities and Exchange Commission disclosure requirements offer the public more confidence because in annual reports the company outlines its financial condition and corporate strategy which encourages corporate growth, development and merger activity. In addition to acquiring companies many other assets can be purchased with stock.

4. Increased Valuation
The market value of a public company is normally substantially higher than a private company with the same structure in the same industry. Converting a private company to a public company results in a substantial increase in value to owners. Statistics published by the United States Chamber of Commerce show that sellers of private companies receive an average of 4 to 6 times their net earnings. By comparison, public companies sell at an average of 25 times their net earnings. High tech companies are valued even higher.

Investors in a private company will discount the value of its equity securities by reason of their "non-liquidity" - the lack of a ready, public market for them. Thus, public companies often are valued so much greater than private, similar companies in the same industry. The availability of other alternatives to raising capital permits a public company greater leverage in its negotiations with both institutional and individual investors. Many institutional and individual investors prefer investing in public companies since they have a built-in "exit," that is, they can sell their stock in the public market. Many companies that were private and about to be purchased went public to be purchased at a much higher price.

5. Compensation
Many companies use stock and stock option plans as an incentive to attract and retain talented employees. It is increasingly common to recruit and compensate executives with a combination of salary and stock. This reward could be deemed even more desirable when the company is publicly traded. Stock can be instrumental in attracting and keeping key personnel. Also, certain tax advantages are a consideration when issuing stock to an employee. Being public can help to create a market for the company's stock. This market can result inliquidity and reward for the company's employees.

A stock plan for employees demonstrates corporate goodwill and allows employees to become partial owners in the company where they work. An allocation of ownership or division of equity can lead to increased productivity, morale and loyalty. This type of compensation is a way of connecting an employees financial future to the company's success.

6. Prestige
A public offering of stock can help a company gain prestige by creating a perception of stability. The status of being a public company can have a dramatic effect on a company's profile, perceived competitiveness and stability. This perception can lead to expanded business relationships and added confidence in the consumer.

A company's founders, co-founders and managers gain prestige from being associated with a public company. Prestige can bevery helpful in recruiting key employees, marketing products and services to your target market. When sharing ownership with the public, you enhance the company's reputation and increase its business opportunities. Your company can gain additional exposure and become better known.

Often a company's suppliers and consumers become shareholders as well as joint venture partners, which may encourage continued or increased business. Once public, lenders and suppliers may perceive the company as a safer credit risk; this will enhance the opportunities for favorable financing terms. Indeed, the suppliers' and customers' perception of company success is often a self-fulfilling prophecy. Many people have called it the ultimate status symbol.

7. Personal Wealth
One of the most important benefits of a public offering is the fact that the company's stock eventually becomes liquid, offering rewards and financial freedom for the founders and employees.

A public market for stock provides a potential exit strategy and liquidity to the investors. A psychological sense of financial success can be an added benefit of going public. A public company can enhance the personal net worth of a company's shareholders. Even if a public company's shareholders do not realize immediate profits, publicly-traded stock can be used as collateral to secure loans. Many feel it makes sense at an appropriate time for investors and entrepreneurs to cash out some of their equity in order to diversify their holdings or to enjoy life. Employees and officers have two ways to add to their wealth: by receiving a salary and selling stock or trading the stock for another type of asset.

8. Estate Planning
The public company can be utilized as part of a retirement strategy for business owners and allows them to pass assets to heirs. A business owner may wish to transfer the accumulated value in a business to relatives who have no interest in or aptitude for running it, dividing up property among family members, and settling up an estate.

9. Publicity
Public companies are more likely to receive the attention of major newspapers, magazines and periodicals than a private enterprise. The proper use of press releases, interviews or news stories can increase investor awareness, shareholder value and demand for the stock. A strong ad campaign coupled with media initiatives can potentially increase sales and revenue.

The publicity received from being public can encourage investments from the public, new business development and strategic alliances. Analyst reports and daily stock market tables contribute to further awareness by consumers and the financial community. By virtue of being a public company your company's story can more easily get out to the world. This allows for investors who would not invest in private companies but will invest in public companies to find out about your company.

The publicity that a public company may receive can attract the attention of potential partners or merger candidates. Because the financial condition of a public company is subject to the scrutiny of the Securities and Exchange Commission reporting requirements, existing or future business relationships are strengthened. Many private firms do not appear on the radar screen of potential acquirers. Being public makes it easier for other companies to notice and evaluate your company for potential synergies.

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