The Vineyard Group
Alternative Funding for Technology Companies
The Funding
The Vineyard Group invests in and structures two primary processes for funding through an Alternative Public Offering (APO) - The Reverse Merger or the Self-Registration (Organic).
In a Reverse Merger, your company merges with our publicly listed shell company
whereby your shareholders become the majority and controlling shareholders of the publicly held company. Prior to or concurrent with the completion of the Merger, The Vineyard Group completes a Private Placement of Capital (PIPE) to meet your funding needs.
In an Organic APO, The Vineyard Group will invest in and create your newly listed public company through an S-1 registration with the SEC. Following the creation of the public company, the Vineyard Group completes a private placement of capital (PIPE) to meet your funding needs.
To Start
Technology
Company Seeking Funding
(PrivateCo)
Vineyard Group
Action Steps
-
VG Meets with founders to assess the company's needs and potential as a public company.
2. VG evaluates the company's market position, competition and growth strategy.
3. VG will work with you to refine and determine your financial forecasts.
4. VG will provide preliminary assessment on the best APO route to take.
Phase 1 - Reverse Merger - Agreements
Agreements Required
Non-Disclosure
Action Steps
-
VG provides Proposal to Partner (PrivateCo) for funding plan
-
VG and Partner sign Letter of Intent
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VG Identifies and vets Public Company Shell for Acquisition by VG
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VG and Partner sign Exclusive Advisory Agreement
-
VG and Partner prepare Merger Documents
-
VG acquires 90%+ shares of Public Company (PublicCo)
Vineyard
Group
PrivateCo
(The Technology Company)
Public Company
Shell
Phase 2 - Reverse Merger - PIPE
New Public Entity
(Technology Company)
PIPE
Investors
Vineyard Group
Action Steps
-
VG funds Merger, Audit and Other Expenses
-
VG prepares Form 8-K SEC filing and all other filings
-
VG introduces Private Placement (PIPE) Investors
-
VG executes PublicCo and PrivateCo Merger
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VG completes PIPE Documentation and Offering
-
VG receives success-based shares in newly combined entity
Private Company
Shareholders
Phase 3 - Reverse Merger - Public Market Growth
Action Steps
-
VG creates investor relations/PR program
-
VG introduces Partner to public investors and market makers
-
VG handles all SEC filings and all on-going listing requirements
-
VG prepares Partner for up-listing to new exchanges
-
VG introduces Partner to new exchanges and executes up-listings
Technology
Company
Listing: OTCQB
Phase 1 - Organic Process - Agreements
Action Steps
-
VG provides Proposal to Partner (PrivateCo) for funding plan.
-
VG and Partner sign Letter of Intent
-
VG and PrivateCo complete small private placement if required to meet minimum shareholder threshold.
-
VG and Partner sign Exclusive Advisory Agreement.
-
VG funds and prepares S-1 document.
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VG funds and prepares audit.
-
VG funds and prepares listing documents.
Vineyard Group
PrivateCo
(The Technology Company)
50 Investors
Phase 2 - Organic Process - PIPE
New Public Entity
(Technology Company)
PIPE
Investors
Public Market
Shareholders
Action Steps
-
VG completes S-1.
-
VG completes listing on OTCQB.
-
VG completes PIPE documentation and transaction.
-
VG introduces Partner to public investors and market makers.
-
VG receives success-based shares in the new public entity.
Phase 3 - Organic Process - Public Market Growth
Action Steps
-
VG creates investor relations/PR program
-
VG introduces Partner to public investors and market makers
-
VG handles all SEC filings and all on-going listing requirements
-
VG prepares Partner for up-listing to new exchanges
-
VG introduces Partner to new exchanges and executes up-listings