Pointe Capital Advisors
CORPORATE FINANCE ADVISORY
Financial advisor to private and public
micro and small cap companies
seeking capital or considering
financial or strategic initiatives.
All going enterprises – no failures
Total of 5 Transactions
$29.8 million Total Investment
Accumulated Value in excess of $225 million
(Estimated Mark to Market)
Return on Equity of 755%
No liquidations or sales to date
NASCAR racing team Car #47, PCA is a team partner
and acting as exclusive financial advisor for a capital raise
for expansion into a multi-car team, and potential merger
or acquisition into, or with a top tier NASCAR team
Kabang Energy Candy is a new product and leader in its
field. PCA is acting as exclusive financial advisor for
strategic initiatives including expansion and business
RealServ, an innovative lead generation and data mining
company is launching its business plan. PCA is acting as
exclusive financial advisor for strategic initiatives
including capital raises, business plan implementation,
A REVERSE MERGER
A transaction whereby a private company acquires a public
company and becomes the operating business.
Although the public company is the surviving entity, the
shareholders of the private company gain and affect control
of the public company.
The private company’s officers and directors become the
officers and directors of the public company.
The public corporation will usually change its name and
PRIVATE SHELL PUBLIC
COMPANY COMPANY COMPANY
Financings and Market Support
Enhances shareholder value.
Higher valuations as a public vs. a private company.
Easier to raise financing.
Right company + right people = excellent way to
take a growing business to the next level.
Perfect solution for a company that can benefit from
the public company advantages, yet does not need
to raise significant capital.
Private company current shareholders receive
up to 90%.
Liquidity – Owners have options for exits.
Acquisitions & Partnerships – Company can
use stock as a currency for transactions.
Access to capital – Easier to raise money than
being a private company.
COMPARED TO AN IPO
Much lower cost – IPO can cost several millions.
No expensive SEC filings.
Faster process – IPO can take 12-18 months as
compared to 4-6 weeks for RM.
Timing and market risks eliminated which can
cause underwriters to back away.
Less management’s time commitment.
Less dilution and ownership control.
PCA - CREATING VALUE
• Provide Professional Advice
Value Creation • Focus Management’s Time
• Introduce Investors
• Maintain Confidentiality
• Drive The Entire Process
• Negotiate With Investors
PCA KNOW HOW
Experts in reverse merger transactions.
Has access to high quality corporate shells at any time.
Has numerous relationships with institutional investors.
Very astute in capital raising initiatives.
Compose a compelling offering memorandum to maximize value.
Understands what investors and the capital markets seek in a
Thorough understanding of the capital markets.
Knowledgeable about SEC and state regulations.
Has negotiating expertise.
Markets & & Market
Identify a “high quality” shell.
Identify and negotiate with legal firms.
Guide Company through the process.
Reduce the time burden on the Company.
Identify and negotiate with investors.
Perform I/R campaign for investor awareness – after
James Morrell Salvatore Russo Gil Sternbach Colin Cave
• 25+ years Investment •15+ years Investment •20+ years business and • 30+ years business and
Banking and Capital experience in equity, finance. accounting
Markets. debt, and capital markets.
•Director of •Held senior CFO
•Senior Positions include: •Senior positions include: Transaction Services positions in numerous
for Centerprise private and public
•EF Hutton • Donald & Company
•Paine Webber • WJ Nolan
•V.P. Acquisitions for •Sr. Manager of
•First Union/Wachovia • Magnum Securities Castle Group. Corporate Finance Price
Waterhouse in Europe.
•Over $12 Billion in •Funded over $1 billion in •BA Degree University
financing transactions. small cap transactions. of Western Ontario. •Former Chairman of
•Finance Committee - • Executed or involved in •MBA from McMaster
Coral Springs, FL. over 35 reverse mergers. University.
•BA Degree – SUNY. • BA Degree - CW Post
Broad & Cassel, Miami
Greenberg Traurig, Miami
Scienzia , Ross, Freidman, & Ferentz, New York
Citrin & Cooperman, New York
UHY Advisors, LLP, Detroit
James Morrell Sal Russo
Mathew Gorson, President
Jacob Frankel, Attorney/Partner Greenberg Traurig, LLP
Shulman, Rogers, Gandal, Pordy, 305-579-0777
& Ecker 301-230-5214
Mark Raymond, Managing
Partner – Broad & Cassel
Shannon VanEtten, CEO 305-373-9425
828-712-1468 Woody Kahn, CEO
Yale Mortgage, Inc.
Brad Tolkin – CEO, 305-532-1400
World Travel Holdings