Rutherford, New Jersey, Securities Practice Attorney
It is a common misconception that entering the public marketplace is cost prohibitive for smaller companies who may not initially have the resources to obtain assistance in compliance with SEC regulations. The Internet has done a great deal to level the securities regulation playing field, giving smaller firms expeditious , convenient and cost effective access to the same resources thought available only to larger firms. Despite the increased accessibility of these resources, it is still important that companies seek ongoing guidance from an experienced securities lawyer to understand and make certain the process proceeds efficiently. For the presently small company public entities who are having difficulty coping with the breath and cost of SEC and other securities related regulatory compliance, we help at a fraction of the cost of many mainstream law firms assisting in this area, but cost should not be primary concern above the competency and resolve that we also offer.
At the Law Office of Randall J. Perry, we have over two decades of experience in SEC compliance and securities reporting, and have helped our clientele successfully achieve and sustain the transition into securities markets. We offer clients a small firm environment in what is often perceived to be a complicated and expensive operational process, but such need not necessarily be the case as, with guidance of our familiarity, necessary regulatory compliance can be accessed more conveniently and cost effectively. Because we have access to the same resources as "big city" firms, including the EDGAR system for filing and editing reports with the SEC and other e-compatible systems, we are able to help our clients take their companies public and remain regulatory compliant while they remain public in a way that is cost-effective. We also track and remind our clients of periodic reporting requirements and any changes in securities and other business related regulations thought relevant, so that we remain in close communication about their responsibilities and progress toward meeting their goals. To speak with attorney Randall J. Perry about the benefits and costs of going public and/or other manner of raising capital, contact our firm to make an appointment for an initial consultation about your circumstances or e-mail your inquiry to randall@randalljperry.com.
We represent public entities who we help maintain regulatory compliance while attending to the advantages of the public marketplace. We assist in structuring private placements and registered public offerings of a company’s securities and we help strategize on the structure of the securities most suited for what public market access the client desires to tap. We assist in both private and public financing utilizing a company’s capital structure. We assist in the structuring and achieving effectiveness of public registered securities offerings as well as private placements and combinations of the two. We do not locate investment but we do have resource contacts to help there as well. We advise on and help arrange processing of varied merger and acquisition projects as well as initial start ups. We handle public candidates from blind pool/blank check/development stage companies to seasoned issuers.
We welcome inquiry from and offer services to those interested in securities practice compliance matters. Our goal is to keep it as simple as we can in understanding and establishing a practical approach to such compliance. We offer the small firm environment to what is oftentimes perceived as pervasively complicated and involved, and therefore expensive, regulatory compliance process. We have successfully brought public and sustained through the compliance maze our relevant clientele. We link our website to prime examples. Our firm handles on a cost effective and competitive basis establishment and registration and related continuous required disclosure of existing and fledgling public entities, advising and otherwise assisting with compliance both with 1933 Securities Act and 1934 Exchange Act regulation and related and other relevant state blue sky law and SRO exchange mandates. We track and remind our clients of periodic reporting requirements and compliance and we help structure and critique necessary periodic reporting both on State and Federal levels. We pride ourselves in nourishing , through our reasonable and proficient services, small developing companies into successful public entities with advantageous access to the public marketplace. We advise on use of equity in capital raising activities, such being an avenue of cash flow not usually available to non-public entities. We coordinate for the benefit of our clients where applicable with applicable Federal and State securities commissions and other applicable agencies and relevant self regulatory agencies and stock exchanges. We have a flourishing relationship with adjunct servicing agencies to further assist with public relations, financial printing, and accounting/financial auditing prerequisites and we are fully capable of handling the financial aspects of maintenance of public structure. We have direct EDGAR filing capabilities and we are equipped also to handle on an adjunct basis advising regarding and assistance given to the mechanics of and making on behalf of our clientele EDGAR filings of public entities of all sizes. The internet has allowed our firm a more level playing field in which to stay abreast of and assure of compliance with the constantly changing applicable regulatory environment. Weekly status reports are established for each public client updating them on regulatory status.
The regulatory system is making, we believe, a valiant attempt at becoming more user friendly for small businesses but the necessity for guidance is prominent and paramount as the regulatory maze continues and much of the small business initiatives are in their infancy with attendant recognition and processing difficulties and others are embedded in safe harbor exceptions and exemptions and take on an adjunct character easy to overlook. We help to make the right connections, most achievable because of early stage legal structuring and a firm entity foundation which with our guidance can be accomplished. We welcome potential clientele within this and other business structuring offerings of our legal practice to view the quality of our work by visiting the reporting stature of our longest public client, Synergy Brands Inc., a public entity currently trading on the OTCQX PrimeQX Market and having previously been traded on NASDAQ, introduction and access to public filings of which can be found at their website http://www.sybr.com, to which our site has a link We feel privileged to be presently representing they and their business interests and to have done so for over 20 years.
OTCQX Alternative Market Participation Assistance
There is an alternative trading market developing to the main stream SEC scrutinized and heavily regulated registered securities exchange system which belies the notion that more government regulation is better –maybe not- ethical business can govern and police itself if they choose to do so- free enterprise seems alive and well and this seems to be a perfect example. The alternative market avenue is the OTCQX Market, a part of the more general alterative market place oft referred to as the “Pink Sheets”. The image of the this alternative market has heightened and improved as a result of its restructuring in establishing its current tier system with listing criteria designed to recognize higher quality listings, and, because of the increased regulatory environment within which SEC registered companies now operate the OTCQX has become a cost effective alternative. Essentially the Pink OTC Markets Inc. operations presents a non-governmental organized alternative securities market system not subject to what is presently viewed by many small to mid range companies as a more onerous and costly government regulatory environment burdened SEC registered marketplace. There is now what we feel is a viable alterative available to a company being public through the currently heavily SEC government regulated securities marketplace by way of the OTCQX privatized tier system. The new tier strengthening criteria based admission character of the OTCQX market has added a security aspect which should allow, and has, a more serious consideration to participation as an alternative to the regulatory and cost restrictive plagued SEC registered market. It will be interesting to see how this fairly new market may develop. Its mechanics appear in a more developmental stage than the historically more mature SEC oversight markets but its basis in logic seems current and correct. Interesting is that it does recognize the need for oversight but its manner of approach to such supervision aspect allows attorneys an entrance to assistance and refreshingly in the process exhibits a trust in their leadership and integrity and the advantages that gives to the market place. It also allows the brokerage community a participation in oversight but allows an alternative to that plagued corridor in recognizing the avid usefulness of attorney oversight. This alternative market place we believe allows an avenue to continue trading for those companies seeking shelter from the economic storm and resultant other more onerous securities trading restrictions provided in the SEC more highly regulated market. We can assist companies in entering and participation in this alternative market.
The OTCQX alternative market also allows for a DAD (Designated Advisor for Disclosure) to participate to meet oversight requirements. Our firm has qualified to act as such and we currently do so for our long standing, well received, quality recognized public client, Synergy Brands Inc., who has chosen to explore this alternative market for all the reasoning we outline herein. We remain available to discuss our participation and act in such capacity for companies interested in observing this intriguing trading market alternative. The use of a DAD in oversight participation is a counterpart to broker firm oversight, and both are alternatives presented to more heightened government oversight as in other SEC registered markets. Please refer to “Current Legal Topics” for our thoughts on and further insight into availability of this marketing alternative.
Our firm helps clients with the following non-exclusive listing of securities practice issues:
- Entity structure and operations
- Regulatory reporting (including internal controls)
- Communicating with the SEC
- EDGAR filings
- Staying current with changing regulatory practices
- Editing EDGAR filings
- General Private Placements
- S-1 & S-3 SEC registrations and public offerings
- Form 10 Exchange Act registration
- Regulation D Transactions
- Regulation A Transactions
- Rule 144 Opinion Letters
- SCOR filings
- 10K/10Q/8K SEC Filings
- State blue-sky matters
- Stock transfers and other entity ownership transactions
- OTC Alternative Market Participation
- And much more
Don't assume that your business is foreclosed from the markets based on what you have been told by other firms. Contact the Law Office of Randall J. Perry to speak with a qualified attorney about your business goals.
The Law Office of Randall J. Perry
44 Union Avenue
Rutherford, NJ 07070
Ph: (201) 939-7200
Fax: (201) 939-7348
E-mail: randall@randalljperry.com