-Audio Kit Available Upon Request-

Four Seasons Hotel
June 13 - 14
San Francisco, CA
June 13, 2007
Registration, Breakfast & Networking
7:15 - 8:15 AM
7:15 - 8:15 AM
The State of the Market: A Statistical Overview
8:15 - 8:30 AM
This presentation dissects The Reverse Merger Report's proprietary collection of data and explores the current trends driving the reverse merger and alternative IPO market.
SPEAKER: BRETT GOETSCHIUS, The Reverse Merger Report
8:15 - 8:30 AM
This presentation dissects The Reverse Merger Report's proprietary collection of data and explores the current trends driving the reverse merger and alternative IPO market.
SPEAKER: BRETT GOETSCHIUS, The Reverse Merger Report
Reverse Merger Financing: The New "Public Venture Capital"
8:35 - 9:00 AM
The Alternative Public Offering has emerged as the dominant staple of a new and growing market for public venture capital, filling the new issue void created by the disappearance of the small cap IPO underwriters of the 1990s. This discussion explores how the rising bar for a traditional Wall Street IPO has changed the way emerging companies access the public markets for growth capital, including regulatory changes, and the emergence of institutional investors into the public venture capital market.
SPEAKER: TIM KEATING, Keating Investments
8:35 - 9:00 AM
The Alternative Public Offering has emerged as the dominant staple of a new and growing market for public venture capital, filling the new issue void created by the disappearance of the small cap IPO underwriters of the 1990s. This discussion explores how the rising bar for a traditional Wall Street IPO has changed the way emerging companies access the public markets for growth capital, including regulatory changes, and the emergence of institutional investors into the public venture capital market.
SPEAKER: TIM KEATING, Keating Investments
Legal & Regulatory Update: The Latest Regulatory Guidance on Small Company Securities Offerings, Regulation D & Amendments to Rule 144
9:05 - 9:55 AM
The Securities & Exchange Commission just approved an important set of proposals that will dramatically impact smaller public companies, by providing a more favorable regulatory environment for those involved in the capital formation process. This panel addresses important information on how the SEC's Open Meeting discussion might affect everything from PIPEs and reverse mergers to Sarbanes-Oxley compliance.
MODERATOR: NIMISH PATEL, Richardson Patel
PANELISTS: DAVID FELDMAN, Feldman Weinstein & Smith; Additional PanelistsTBA
9:05 - 9:55 AM
The Securities & Exchange Commission just approved an important set of proposals that will dramatically impact smaller public companies, by providing a more favorable regulatory environment for those involved in the capital formation process. This panel addresses important information on how the SEC's Open Meeting discussion might affect everything from PIPEs and reverse mergers to Sarbanes-Oxley compliance.
MODERATOR: NIMISH PATEL, Richardson Patel
PANELISTS: DAVID FELDMAN, Feldman Weinstein & Smith; Additional PanelistsTBA
Networking Break
10:00 - 10:30 AM
10:00 - 10:30 AM
Survivability of Reverse Merger Companies: An Academic Study
10:35 - 11:15 AM
This session summarizes the initial findings of Professor Kuldeep Shastri's academic study analyzing and comparing the reasons for which companies choose to become public through a reverse merger, as well as their success following the transaction.
SPEAKERS: Professor KULDEEP SHASTRI, Ahlbrandt Endowed Chair in Finance, University of Pittsburgh; IOANNIS FLOROS, Katz Graduate School of Business, University of Pittsburgh
10:35 - 11:15 AM
This session summarizes the initial findings of Professor Kuldeep Shastri's academic study analyzing and comparing the reasons for which companies choose to become public through a reverse merger, as well as their success following the transaction.
SPEAKERS: Professor KULDEEP SHASTRI, Ahlbrandt Endowed Chair in Finance, University of Pittsburgh; IOANNIS FLOROS, Katz Graduate School of Business, University of Pittsburgh
Self-Filing: How You Can Conduct Your Own Public Offering
11:20 - 11:40 AM
An increase in shell company prices and a decrease in quality has made self-filing an attractive option for some private companies seeking to become public. This presentation explores the mechanics of emerging techniques used to complete self-filings and how financing plays into the process.
SPEAKERS:RICHARD ANSLOW, Anslow & Jaclin
11:20 - 11:40 AM
An increase in shell company prices and a decrease in quality has made self-filing an attractive option for some private companies seeking to become public. This presentation explores the mechanics of emerging techniques used to complete self-filings and how financing plays into the process.
SPEAKERS:RICHARD ANSLOW, Anslow & Jaclin
"Operation Spamalot": Is E-Mail Promotion Dead?
11:45 AM - 12:05 PM
Recently the SEC introduced regulations to protect investors from spam campaigns and suspended trading in 35 public companies. Those continuing to engage in fraudulent e-mail campaigns face severe penalties, and must now consider alternative means. This presentation offers credible, ways to reach investors faster and better than ever before.
SPEAKERS: GEORGE TSIOLIS, Agoracom Investor Relations
11:45 AM - 12:05 PM
Recently the SEC introduced regulations to protect investors from spam campaigns and suspended trading in 35 public companies. Those continuing to engage in fraudulent e-mail campaigns face severe penalties, and must now consider alternative means. This presentation offers credible, ways to reach investors faster and better than ever before.
SPEAKERS: GEORGE TSIOLIS, Agoracom Investor Relations
Networking Luncheon
12:10 - 1:45 PM
12:10 - 1:45 PM
How the Lack of Traditional IPO Exits is Changing the Venture Capital Point of View
1:50 - 2:40 PM
This panel examines how the historical venture capital strategy is fundamentally broken because traditional IPO exits are few and far between. Venture capitalists are increasingly becoming interested in reverse mergers and APOs. Panelists discuss how they believe current market trends will shape the U.S. market for "public venture capital" in years to come.
MODERATOR: BRIAN COOKE, Keating Investments
PANELISTS: JIM CHAPMAN, Nixon Peabody; ADAM GOTTBETTER, Gottbetter Capital; CRAIG JONES, Ticonderoga Capital
1:50 - 2:40 PM
This panel examines how the historical venture capital strategy is fundamentally broken because traditional IPO exits are few and far between. Venture capitalists are increasingly becoming interested in reverse mergers and APOs. Panelists discuss how they believe current market trends will shape the U.S. market for "public venture capital" in years to come.
MODERATOR: BRIAN COOKE, Keating Investments
PANELISTS: JIM CHAPMAN, Nixon Peabody; ADAM GOTTBETTER, Gottbetter Capital; CRAIG JONES, Ticonderoga Capital
Afternoon Break & Networking
2:45 - 3:30 PM
2:45 - 3:30 PM
China Track: Structuring Chinese Transactions
3:30 - 3:50 PM
One-third of reverse mergers coming to market over the past few quarters have been completed with Chinese-based issuers. New M&A regulations in China have undoubtedly complicated the terrain for dealmakers but activity has continued at a rapid pace. This presentation explores innovative transaction structures and tactics for getting deals done in China.
SPEAKER: TOM SHOESMITH, Thelen Reid Brown Raysman
3:30 - 3:50 PM
One-third of reverse mergers coming to market over the past few quarters have been completed with Chinese-based issuers. New M&A regulations in China have undoubtedly complicated the terrain for dealmakers but activity has continued at a rapid pace. This presentation explores innovative transaction structures and tactics for getting deals done in China.
SPEAKER: TOM SHOESMITH, Thelen Reid Brown Raysman
China Track: Securities Rules for Chinese Companies
3:55 - 4:15 PM
This presentation surveys the latest regulations and governmental issues impacting Chinese companies trading on U.S. markets. Technical discussion covers all the facets of doing business with Chinese companies and understanding the ways in which U.S. investors can protect themselves.
SPEAKER: DARREN OFSINK, Guzov Ofsink
3:55 - 4:15 PM
This presentation surveys the latest regulations and governmental issues impacting Chinese companies trading on U.S. markets. Technical discussion covers all the facets of doing business with Chinese companies and understanding the ways in which U.S. investors can protect themselves.
SPEAKER: DARREN OFSINK, Guzov Ofsink
Conducting Shell Research: How to Create Your Own Due Diligence Checklist
4:20 - 5:10 PM
Due diligence is a key element in any decision to purchase a shell. If there are problems with the merger vehicle, a buyer shouldn't do the deal. Panelists discuss how to approach due diligence when contemplating a reverse merger, focusing on the people that are involved, understanding the market for shells, the SEC's attitude toward shell brokers, and understanding SEC filings.
MODERATOR: MICHAEL WILLIAMS, Williams Law Group
PANELISTS: COREY FISHER, Weinberg & Company; JEFF JENSON, Tryant Capital; VIRGINIA SOURLIS, Sourlis Law Group
4:20 - 5:10 PM
Due diligence is a key element in any decision to purchase a shell. If there are problems with the merger vehicle, a buyer shouldn't do the deal. Panelists discuss how to approach due diligence when contemplating a reverse merger, focusing on the people that are involved, understanding the market for shells, the SEC's attitude toward shell brokers, and understanding SEC filings.
MODERATOR: MICHAEL WILLIAMS, Williams Law Group
PANELISTS: COREY FISHER, Weinberg & Company; JEFF JENSON, Tryant Capital; VIRGINIA SOURLIS, Sourlis Law Group
Closing Remarks
5:15 PM
5:15 PM
The Reverse Merger Conference Cocktail Reception
5:30 - 7:00 PM
5:30 - 7:00 PM
June 14, 2007
Registration, Breakfast & Networking
7:30 - 8:30 AM
7:30 - 8:30 AM
Opening Remarks
8:30 - 8:35 AM
SPEAKER: BRETT GOETSCHIUS, The Reverse Merger Report
8:30 - 8:35 AM
SPEAKER: BRETT GOETSCHIUS, The Reverse Merger Report
SPAC Governance & Liquidation: Moving Votes in Favor of Your Deal
8:40 - 9:30 AM
This panel focuses on ways to structure a SPAC IPO to increase the odds of obtaining shareholder approval. Panelists cover how to prepare the target for the proxy process and how to move votes in favor of the deal. It also provides some ideas on what to do if the deal is voted down.
MODERATOR: MITCH NUSSBAUM, Loeb & Loeb
PANELISTS: GIAN-MICHELE a MARCA, Cooley Goodward; CHRIS CHASE, CRT Capital; BARRY GROSSMAN, Ellenoff Grossman & Schole; FLOYD WITTLIN, Bingham McCutchen
8:40 - 9:30 AM
This panel focuses on ways to structure a SPAC IPO to increase the odds of obtaining shareholder approval. Panelists cover how to prepare the target for the proxy process and how to move votes in favor of the deal. It also provides some ideas on what to do if the deal is voted down.
MODERATOR: MITCH NUSSBAUM, Loeb & Loeb
PANELISTS: GIAN-MICHELE a MARCA, Cooley Goodward; CHRIS CHASE, CRT Capital; BARRY GROSSMAN, Ellenoff Grossman & Schole; FLOYD WITTLIN, Bingham McCutchen
AIM vs. APO: Is this a Debate worth Having?
9:35 - 10:25 AM
London's Alternative Investment Market is light on regulation, but some say it is also light on valuation, liquidity and visibility. This panel examines listing on AIM vs. conducting a domestic APO-type financing. The session focuses on the pros and cons of domestic regulation, the trading dynamics of AIM vs. the over-the-counter bulletin board and NASDAQ, and the realities of raising money overseas.
MODERATOR: KEN OLISA, Restoration Partners
PANELISTS: GARY BENTON, Pillsbury Winthrop Shaw Pittman; KENNETH KOCH, Mintz Levin; Additional Panelists TBA
9:35 - 10:25 AM
London's Alternative Investment Market is light on regulation, but some say it is also light on valuation, liquidity and visibility. This panel examines listing on AIM vs. conducting a domestic APO-type financing. The session focuses on the pros and cons of domestic regulation, the trading dynamics of AIM vs. the over-the-counter bulletin board and NASDAQ, and the realities of raising money overseas.
MODERATOR: KEN OLISA, Restoration Partners
PANELISTS: GARY BENTON, Pillsbury Winthrop Shaw Pittman; KENNETH KOCH, Mintz Levin; Additional Panelists TBA
Networking Break
10:30 - 11:00 AM
10:30 - 11:00 AM
SEC Reporting: Exploring Ways to Improve Disclosure & Make Deals Transparent
11:00 - 11:20 AM
Many reverse merger transactions are not well reported to the SEC and lack proper documentation and disclosure, ultimately posing a "reputational risk" to the industry. This presentation covers ways in which you can improve the reporting process in the spirit of moving toward a more transparent business.
SPEAKERS: GEORGE DIAMOND, Halter Financial
11:00 - 11:20 AM
Many reverse merger transactions are not well reported to the SEC and lack proper documentation and disclosure, ultimately posing a "reputational risk" to the industry. This presentation covers ways in which you can improve the reporting process in the spirit of moving toward a more transparent business.
SPEAKERS: GEORGE DIAMOND, Halter Financial
Fundraising Options: Understanding Equity Investments in Smaller Companies Going Public
11:25 AM - 12:15 PM
This panel focuses on the technical aspects of financing a company looking to go public. Panelists cover private deals, going-public deals, bridge investments, and convertibles. Private companies contemplating a going-public transaction get a complete understanding of the various options for raising cash. Topics cover everything from pricing to security types to timing the deal.
MODERATOR: TIM HALTER, Halter Financial
PANELISTS: MATT BALAKER, Bristol Capital Advisors; CHRISTOPHER CASEY, Nite Capital
11:25 AM - 12:15 PM
This panel focuses on the technical aspects of financing a company looking to go public. Panelists cover private deals, going-public deals, bridge investments, and convertibles. Private companies contemplating a going-public transaction get a complete understanding of the various options for raising cash. Topics cover everything from pricing to security types to timing the deal.
MODERATOR: TIM HALTER, Halter Financial
PANELISTS: MATT BALAKER, Bristol Capital Advisors; CHRISTOPHER CASEY, Nite Capital
Networking Luncheon
12:20 - 1:35 PM
12:20 - 1:35 PM
Alternatives to the Alternatives: CAPs, Blank Checks, International Private Placings & PIPEs
1:40 - 2:10 PM
The current capital markets enthusiasm for reverse mergers has lead to alternative products and the use of blank check companies as acquisition vehicles to increase liquidity. These include private placings, blind pools and dedicated acquisition funding structures. This presentation examines the use of structured PIPE placements at the time of a reverse merger to fill many of the needs of companies going public without the handicaps inherent in blank check companies.
SPEAKERS: JOHN BORER, Rodman & Renshaw
1:40 - 2:10 PM
The current capital markets enthusiasm for reverse mergers has lead to alternative products and the use of blank check companies as acquisition vehicles to increase liquidity. These include private placings, blind pools and dedicated acquisition funding structures. This presentation examines the use of structured PIPE placements at the time of a reverse merger to fill many of the needs of companies going public without the handicaps inherent in blank check companies.
SPEAKERS: JOHN BORER, Rodman & Renshaw
Capital Pool Company Program: Why U.S. CEOs are Considering the CPC Route in Canada
2:15 - 3:00 PM
The Capital Pool Company (CPC) program is a unique corporate finance vehicle, that gives entrepreneurs and angel investors greater control in using the capital markets. Learn from U.S. CEOs that have recently chosen the CPC route to grow their companies, as well as from the TSX Venture Exchange and an experienced advisor on the opportunities and cross border considerations for U.S. companies.
SPEAKERS: UNGAD CHADDA, TSX Venture Exchange; BRUCE REID, U.S. Silver Corporation; MICHAEL TAYLOR, Lang Michener;
2:15 - 3:00 PM
The Capital Pool Company (CPC) program is a unique corporate finance vehicle, that gives entrepreneurs and angel investors greater control in using the capital markets. Learn from U.S. CEOs that have recently chosen the CPC route to grow their companies, as well as from the TSX Venture Exchange and an experienced advisor on the opportunities and cross border considerations for U.S. companies.
SPEAKERS: UNGAD CHADDA, TSX Venture Exchange; BRUCE REID, U.S. Silver Corporation; MICHAEL TAYLOR, Lang Michener;
Closing Remarks
3:00 PM
3:00 PM
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