Uncapped

A Critically Important Workbook for Officers of Public Companies

An Introduction

Why You Need This Book
(v) uncap. To free from limits or restrictions.

Dear Reader:
Within these pages is a time-tested, proven formula for helping you uncap your company’s potential.

I can just hear your reaction. “Uncapped,” you wonder. “What exactly does that mean?”

Well, to some it means taking the lid off a jar.  That’s not exactly what we’re up to here. In the context of this book, and the work we are about to do together, it means something entirely different.

What’s the first question anyone asks you about your public company?  Isn’t it usually: “What’s your market cap?”  Then, once you tell them, you’re typecast, as they say in Hollywood. But, like the versatile actor who doesn’t want to be pigeonholed, neither do you, nor should you be.  Your market cap is today’s reality, and it may or may not mean anything in the context of your future.  Beyond that, there are ways to make sure you “take the lid off” whatever may be holding your company back from growing beyond even your wildest dreams.

“Uncapped” is my term for what your company can be, once it is freed from self-imposed limits, able to prosper and produce results without a ceiling. So now you know where the title came from!

The key to unlocking your public company’s potential lies largely with your reputation, which is a product of your approach, policies, and practices, i.e. your credibility.   To that end, I can’t overemphasize the critical importance of corporate credibility. It is, bar none, the single most important factor that will determine your company’s success in the public markets. You either have it or you don’t.

As the head of a public company or soon-to-be public company, your primary objectives are to grow your business, attract investors of all types - bankers, brokers, fund managers, analysts, high-net-worth private investors, the public at large - and also ensure that the media believes your achievements are worthy of mass exposure.   I will take the liberty of assuming that, as a smart businessperson, you seek to improve your odds of success and this is why you’re reading this book. Well, I aim to please, so here’s my promise to you: If you and your management team choose to do the work outlined throughout this manual, and do it in its entirety, you will have significantly greater odds of success in your tenure as the CEO or CFO of a publicly traded company, or as the officer of a company seeking capital. In fact, I can virtually assure you that you will not fail!

What gives me the right to say this with such conviction? Well, if there is one thing I have developed over the past 12 years, it is a type of intelligence, a sixth sense if you will, that I call street smarts. Although I have an advanced degree, the knowledge I use every day on behalf of my clients was not learned in classrooms. Rather, I acquired it by serving on the frontlines and in the trenches of the school of hard knocks — also known as the microcap and smallcap public company world.

There, working with people who are probably a lot like you, I saw where the strengths were, and I saw the weakest links. I saw what was outside the control of my clients, and what was, in essence, human error — mistakes made by top management.  Here’s a memorable analogy: The Titanic hit an iceberg. We can blame mother nature for that. But let’s not forget that the Captain set the wrong course, forced the crew to run the ship at an excessive speed to arrive into port sooner, and there were not enough lifeboats — a decision made by the architects for aesthetic reasons and signed off on by the ship’s owners.  Yes, hindsight is 20/20. But are you perhaps heading for an iceberg and don’t see it coming?

Ah, but how do I know that mistakes made by other company leaders apply to you, and to your company? The Law of Fallibility (a Law I just made up). Yes, each of us is a unique individual, you and I included. But we are also all human, and that is where my new Law of Fallibility comes in. There are basic patterns we all follow, for good or ill.  These can either send us down the right road, the one that leads to that pot of gold — not just money but successful accomplishment of your stated mission — or down the road to ruin.

The difference, if I had to sum it up in one word, is “preparedness.”

Preparedness will spell the difference between success and failure. If you are heading a publicly traded company of whatever size, but especially a smaller company (with a market capitalization under five hundred million dollars), you can’t be too well prepared. This is true under any and all conditions. Whether the market is strong or weak, those who show they have good fundamentals and are on the right track will triumph.

I personally love a challenge. I love to help turn things around. In the thirty-six months preceding the printing of this book, I personally added over $72 million to the bank accounts of our portfolio companies in private placement dollars, for which, by the way, I have never taken any fee whatsoever. As a group, we at IRG have accounted for well over a billion dollars of open market investing. Moreover, our introductions to bankers and agents since our inception in late 1996, easily account, by my best estimates, for at least another billion in private money that has been added to the coffers of our portfolio companies.

Do I have your full attention now?

I strongly believe, and have seen it manifested again and again, that opportunities remain in place under all conditions for the right companies with the right stuff.  Today, thanks to new forms of global communication, these opportunities are now worldwide, and have never been more abundant and potentially rewarding.

Meet me halfway by doing the exercises that follow.  Take these insights to heart, and put the advice into play in how you run your company, and how you present it to others.  In so doing, the perception of your company - how attractive it is to prospective investors, analysts, the financial community, and the media - will be transformed.

Why I Say This Manual is “Critically Important”…
Those who know me know I consider myself to be a no-hype, straightforward communicator. Maybe I can even be quite blunt. (Thank goodness the very refined, seasoned J. Kevin Moran, Vice Admiral USN, Retired, joined us as our COO last year to balance my more in-your-face approach, as well as contribute with all the other wonderful things he brings to IRG.) Knowing this about myself, I can tell you in all sincerity, and without exaggeration, that the information in this due diligence manual is more important than ever to your ultimate success. If you are the CEO, President, CFO, or COO of a publicly traded company, I should have your undivided attention (put down that Blackberry!) from now through to the last page of this book - for two main reasons:

1. I know the money players.
2. I know how to get their attention.

If you read my previous books, Capitalization Success: The Investor Relations Group’s Guide to a Bigger and Better Market Cap and The 101-Platinum-Plus Rules of Media Engagement, you know that at IRG we have developed clear, quantifiable, replicable formulas for inspiring and actually motivating investors to become your shareholders. Further, we know the rules and tactics necessary to get killer, front cover, national, local, regional, and business trade feature stories, as well as TV, cable, Internet, and radio coverage in top business and mass media outlets of every kind, nationwide and worldwide.

In this book, I dig deep into the knowledge base - combined, hundreds of years! -  of myself and the senior staff at IRG, to impart to you simple formulas we’ve defined that yield real results. Take the time to complete all questions, and I guarantee it will help you do one of two things: 1) raise all the  money  you  need to keep your dreams for your business alive and well; or 2) see the light, i.e., come out with a new sense of reality that tells you it’s time to “hang up the Captain’s hat” and move on to another project, one that is more realistic and more achievable.

Why “Transparency” is the New Buzzword…
Just as “preparedness” determines whether we set foot on the right path, the honest look at your company that these pages seek can be summed up with another key term: “transparency.” Transparency is of paramount importance to your company’s reputation and ultimate financial health.  The degree to which you exercise transparency will determine the success of your corporate investor relations tactics, and how the news media perceives and covers you.

Today the “New Media” (think all kinds of Internet outlets) has helped create this new imperative: corporations had better be as transparent as possible. The Internet is not kind to bad behavior and misinformation. The public relations nightmare that can result from misrepresentation of facts or other unethical activities is like a tidal wave that swiftly washes over you via the Court of Public Opinion. This backlash can forever change opinions of you and your company with all your publics — partners, vendors, employees, affiliates, investors, media. And, in a worst case scenario, the regulators, including the Securities and Exchange Commission, FINRA, or the
FDA. Any warnings will be out worldwide, and recovery may well be extremely elusive.

To make sure I have provided you with everything you’ll need to create a personalized “workbook for corporate transparency,” Uncapped contains input areas that call for you to write in “basic knowledge,” and others where I ask you to answer tough (consider them “tough love”) questions. A valuable end product will only be accomplished with a HEAVY dose of REALITY.

The questions and exercises that follow are based on my experience of the critically important fundamentals that are essential for success in the public markets. These exercises represent, in total, a road map for discussion and planning. Whoever you are on the company food chain, if you agree that this book has value, share it with the other key players in your company, including board members. If you need another copy or two, let me know.

As you read, hopefully with pen and highlighter in hand, try not to skip any pages. Why? Because the overall sequence is a carefully considered recipe that requires all the ingredients I have laid out. This means that anything you leave out can be the one thing that could possibly make a major difference. And please don’t take the questions or exercises personally. Simply know that these provide your foundation for ongoing growth and success.

One last thing: before you turn the page, think about putting on a suit of armor….

Every week we will be releasing a new chapter. See below for the latest chapters:
Chapter 1 - An Overall Perspective on the Marketplace
Chapter 2 - Why You Are So Important to the Equation
Chapter 3 - Care and Feeding of the All-Important Investment Professional