If your company is applying to the Pink Sheets LLC's new OTCQX you may be able to avoid the onerous expense of Sarbanes-Oxley but you do need to adhere to the Pinks Sheets' rules for disclosure posted at the OTCQX in PDF format.
To avoid reporting to the SEC you must have fewer than 300 shareholders of record (500 if you have assets under $10 mil.).
That's not as hard as it used to be since a broker holding many people's stock in street name is counted as only 1 shareholder of record!
It is easy to de-list. You also must have a Designated Advisor for Disclosure (DAD). Find out if this is right for you and
ask us how we can help expedite the process.
For Wall-Street.com and the IR Dream Team call us toll-free: 800-821-4413.
HERE ARE A FEW OF OUR SERVICES:
Design a program to take advantage of existing shareholder base and any institutions that may already own stock. Obtain as many e-mail addresses as possible.
Construct presentation specifically for investor meetings and conferences or review the one client already has.
Sponsor the company at investment conferences. WSC is a member of the Southern California Investment Association (SCIA) and can sponsor appropriate companies to present at their monthly meetings. SCIA charges $2,695. About 100 microcap brokers and institutional investors attend. WSC is also a member of the National Investment Banking (NIBA) and can sponsor appropriate clients to present at their quarterly conferences. WSC will recommend participation at other sponsored microcap meetings and conferences the fees payable by the presenting company to the conference sponsor generally range from $2,700 to $7,500 in the U.S. We can also introduce suitable clients to investors in Europe and the Pacific Rim.
Include the company in the WSC "Microcap Leaders" IR program. If the client qualifies (as most should) we strongly recommend participation in this program three times yearly. At a cost of $2,900 (with a consistency discount and a discount for WSC IR clients) this is perhaps the easiest, most cost-effective way to bring attention to exceptional microcap stocks.
Identify & establish a program to identify and contact all institutional investors that might invest in the client’s stock.
Generally a company should trade on a major exchange, have a market cap of over $75 million and a stock price of $5.00 or more to be considered for this service.
In the case of a few companies with extraordinary potential, the minimum requirements may be waived.
A reasonable fee for this service is paid only as results are achieved.
A $2,000 start-up fee and reimbursement of reasonable travel expenses (no Team hourly charges are billed) are the only costs that are not results-based.
Draft all press releases for officers' approval & handle distribution of same. Alternatively the Team will review and comment on all press releases prior to their issuance.
Organize quarterly conference calls/Webcasts, If the client does not already do this we recommend these activities should be scheduled as soon as we can identify enough investors/potential investors that would be interested. With respect to earnings releases, Reg. G will be followed and activities will be monitored for compliance.
Review all SEC documents prior to filing & offer suggestions if needed. This review is offered only for the purpose of determining if any wording can be changed to make the document more understandable to the investor and to see if any negative statements can be reworded to minimize any negative impact on investors.
Prepare Annual Report (if something other than a wrapped 10K).
Develop a program to reach as many microcap newsletter editors as possible. We have developed a relationship with several respected financial writers who specialize in smaller companies. We certainly have no control over the stocks our contacts recommend, but they do take a close look at the very select companies on the IR Dream Team client list as well as the leading microcap companies that we feature in our microcap IR program at MicrocapLeaders.com.
For companies whose stock is not already registered for sale in most states or exempt from registration, arrange for the purchase of S&P or Mergent coverage to obtain a "manual exemption" from the "Blue Sky" securities laws of approx 37 states. For those states not having an exemption via S&P or Mergent, the Team uses a very economical service to obtain registration in other states.
Assist management in positioning for future listing on AMEX or NASDAQ Small Cap Market if presently on the OTCBB.
Option: Establish a program to contact all brokers that might consider the client’s stock by himself and/or his clients. When comparing our services with others, please note that few IR firms offer a broker contact program in their proposal. Of those that make the attempt, they don't have access to the thousands of qualified brokers on our proprietary list. Accordingly, their efforts are largely ineffective. We have been contacting our brokers for over eight years and are on a first name basis with most of them. We have presented our brokers with about 85% winners over the years. Our brokers are eager to receive new ideas from us. We regularly follow up with all brokers & institutional contacts to test their level of interest and to be sure they have read all client’s important press releases etc. Reg. FD will be followed strictly when making these contacts. Our charge for this is also extremely competitive (see below).
Option: Recommend the appropriate private research firm and work with the analyst if client chooses to make the investment of $25 - $37 K.
Option: Assist management with raising capital if required. If we are directly responsible for securing capital, a reasonable percentage of the amount raised will be charged and a mutually agreeable supplemental agreement will be signed.
Option: Serve as the client’s IR contact to handle most investor calls and, upon request, schedule CEO or CFO to talk with the most important investors.
Option: Develop a complete Media Relations/PR program. We offer a program that has proven extremely effective in getting many microcap companies local AND national coverage in major financial publications, trade publications, radio and TV. This service will be recommended only to clients that are profitable or are on a clear path to profitability and have a story that national media would find interesting. Upon request and at no cost, we will evaluate a client’s suitability for this service. If your company qualifies for this service, the charge is $5,200 per month on a three-month trial basis.
Cost
IR Dream Team provides a new meaning and a new standard of excellence in microcap IR. In addition to providing IR services that are second-to-none, our pricing structure is considerably less than for other top IR firms. In all cases we will also require a substantial stock option. We want to buy a substantial position in your company. We work for a lower-than-normal cash fee in the expectation that we will make a very substantial capital gain from the significant stock position that we acquire under terms of stock options granted by client companies. Our Team will be on your team in regard to all IR matters including sharing a very strong incentive to see your stock perform extraordinarily well.
A simple starting IR program which implements some of the items above would cost approximately $4,000 per month.
Implementation of a program, including all the above (except the fees applicable to items #3 & #4 and options #13, #14, #15, #16 & #17) would cost about $8,000/mo.
We normally recommend that companies start at a lower level of services and add features as we demonstrate our capabilities and as the clients’ ability to budget such expenses increases. Our recommendation is that companies start with the basic starter program at $4,000/month.
Next we recommend that you add the extremely valuable broker contact program at an additional modest $4,500 to $6,000 per month (depending on the number of brokers that will be good prospects for your stock and of course your budget). We do require a substantial stock option (not free stock). We will be partners with you in the success of your company and you will be partners in the success of our efforts. When comparing our cost with others, please note that few IR firms offer a broker contact program and those hat make the attempt don't have access to the thousands of brokers on our proprietary list.
Our monthly fee is before expenses (Example: travel to conferences where the company is presenting and the production cost of annual report and IR materials.) WSC does not charge extra for minor photocopy and other office expenses or even a limited amount of secretarial service. We don’t want to be like the typical law firm or IR firm that wastes their own time or their clients’ time and money by billing for every trivial expense.
Costs beyond the assignments outlined in the initial agreement between WSC and the client will be billed on a project basis OR on an hourly basis at $150/hour for IR professionals and $45/hour for research and clerical/secretarial services. Authorized travel on behalf of the client is billed at a reduced rate of $110/hour with a maximum of 8 hours per day.