EQUITY FINANCING
PCG provides this service through various types of public offerings in the United States marketplace, such as initial public offering or mergers into publicly traded shell corporations. Once public, PCG can provide secondary financing through additional public offerings or private placements.


 REVERSE MERGER
Reverse Merger transactions, from start to finish, cash and carry shells. We can source out for clean OTC Bulletin Board and Pink Sheet public shells. We usually have a wide selection of public shells at very competitive prices. For an extra fee, we can provide the merger transaction, Super 8K, and a thorough due diligence on your behalf.

REVERSE MERGER TO OTCBB OR PINK SHEETS

  • Time - Typically about 4 to 6 weeks.
  • Cost - $300,000 to $400,000 for OTCBB and around $200,000 for Pink Sheets (costs vary).
  • Raising Capital - No capital raised, but stock is now valued and tradable on an exchange.
  • Problem - Potential skeletons in acquired shell and much more expensive than going straight to the OTCBB via filings. Not as custom as via direct filings.
  • Advantages - This is the fastest way to go public. In addition, non-control investors may receive free trading shares.


THE PROCESS FOR COMPANIES TO GO PUBLIC VIA REVERSE MERGER

The following is a brief outline of the process of a Reverse Merger with a Public Shell Company.

The first step in completing a reverse merger is to locate a 1934 ‘clean’ Exchange Act United States shell company (the “Public Shell Company”) which has no (or minimal) operations and is listed on the OTC Bulletin Board (“OTCBB”). The Public Shell Company and your Company will enter into a letter of intent indicating the parties preliminary intentions to engage in a reverse merger transaction which will be subject to the satisfactory completion of due diligence by both parties. Presidents will help your Company locate and evaluate an appropriate Public Shell Company based on many factors including the consideration willing to be paid by your Company for the Public Shell Company, the amount of acceptable dilution willing to be endured by the Parent company and the appropriate mix of cash and equity paid to the Public Shell Company owners. In all reverse merger transactions, Presidents engages a securities attorney on your behalf to review the Public Shell Company to make sure it is ‘clean’ and suits your purpose.

The second step is for your Company to enter into a reverse merger transaction through a share exchange with the OTCBB Public Shell Company. Pursuant to the share exchange, your Company will exchange all of its shares of stock for shares of the Public Shell Company. As a result of the share exchange, your Company will become a wholly owned subsidiary of the Pubic Shell Company. The current price of a high quality U.S. public shell company listed on the OTC Bulletin Board typically costs approximately $300,000 to $400,000 or more. The purchase price, as well as, the mix of consideration (i.e. cash vs. equity) typically depends on the type and quality of operating company that will undertake the reverse merger. Specifically, the stronger your Company is (revenues, profits and an operating history), the more willing the seller of the Public Shell Company is to reduce the cash portion of the purchase price and retain more shares of stock. Presidents and securities attorneys complete the entire process for your Company, including but not limited to the executing Reverse Merger transaction, complete due diligence and Super 8K.

The parties typically schedule a closing date that occurs within one to two months of the execution of the letter of intent. In order to close the reverse merger transaction, your Company must have two years of audited financial statements prepared in accordance with Generally Accepted Accounting Principles (“GAAP”), as well as up to date reviewed quarterly statements. These financial statements must be filed in a “Super 8-K” with the SEC within four days of the closing date of the transaction. The “Super 8-K” must include among other things, the terms of the transaction, a description of the operations of your Company and the financial statements. The shareholders of your Company will now control the OTC Bulletin Board company which has its shares quoted on the OTC Bulletin Board.


 MERGER & ACQUISITION ANALYSIS AND FUNDING
This service includes a due diligence review of the acquisition candidate and an analysis of consolidated financial statements once the acquisition has been completed.


 INTERNATIONAL CORPORATE FINANCE
With a network of affiliates, PCG advises clients about strategic restructuring, debt to swaps, promotion of shareholder value programs, marketing and analysis, and other related areas.


 DUE DILIGENCE
PCG's due diligence offices in Vancouver prepare comprehensive presentation packages which are reviewed by lenders and financing sources prior to funding.


 PUBLIC RELATIONS / PRESS RELEASE DISSEMINATION
Through information packages and press releases, customized plans for communications with corporate contacts, investors, shareholders and members of the general public help to maintain companies in the forefront of financial and indutrial markets with pro-active communications programs.

STRATEGIC GATEWAY TO BUSINESS IN CHINA

Many foreign companies use Hong Kong companies as their management and operational centre for doing business in China. Presidents Corporate Group can assist businesses to enter this vast market through our Hong Kong office.



Advantages of Hong Kong
  • Economically more stable than most international economies
  • Common law based legal system
  • Political stability
  • Business friendly tax regime and double taxation treaty with China
  • Tax efficient investment holding vehicle, if properly structured
  • The world's freest economy with few controls over businesses
  • Freedom of capital movement, therefore immediate and absolute control and flexibility over funds
  • Good reputation as Hong Kong is not seen as a traditional tax haven
  • Corruption-free and efficient administration
  • Direct access to China
  • Opening of China office possible