Angel Investors: Leap of Faith Investors: Ramp-up Phase Investors: Stabilization Investors:
As an investor, you know that each and every investment is best served with an investment strategy that is best for all parties. Nativity is leading the way for innovative offers for our MarshallTeam businesses. Our first and primary goal is to allow the founders of the business to maintain 80% of their God Given Idea. Each Ask and Offer will be presented in good faith.
Ask and Offer For Major Investors
It is normal for us to subdivide our business operations into regions. We normally seek three major investors per region. The investors will invest in regional subsidiary "C" corporations as well as in the parent company "S" corporation. The parent company issues packets of common and preferred stock. Each region will have a first investor who we call a leap of faith investor. This first investor is expected to receive a much higher percentage of return for his or her faith in us. Soon after the launch of each region, studies will be preformed on the regions initial thrust. The second investor, we call the ramp-up phase investor for the region’s first year. The third investor, if needed, will accompany our businesses during stabilization of market share. The stock offer is designed to give the most return for the most risk. We often call our subsidiaries, profit centers. This allows you to invest in your own area where you can be a part of the adventure. The separation of individual and distinct subsidiary corporations, are designed to allow seed investors, venture capitalists, angel investors and individuals the opportunity to share in "up front earnings". The enormous earnings potential of our capitalization plan is designed without the customary long term dilution of stocks that are normal with a single corporation. This unique method of funding will allow each profit center to earn substantial near term profits, reducing the overall investment risk and enhance the investors’ individual profitability short term. This funding method will also limit expenses coming to bare on the profit center. If possible, we expect to establish our “C” corporations under the laws of Delaware and within the guidelines established by section 2396 of the U.S. Master Tax Guide. Under this structure, our businesses will be allowed a unique pass through distribution at the end of each year.
TAX BREAK: In accord with section 2396 of the U.S. Master Tax Guide and as guided by the Florida Small Business Development Center at the University of South Florida College of Business, our investors may be eligible for a special tax break. The Tax break is an exclusion of 50 percent of Capital Gain from Small Business Stock. One of the major requirements for the tax break is an 80% ownership of the first principals and a 20% ownership for investors.
EXIT ALTERNATIVES This investment structure is anticipating a Five to Seven year time frame to consider exit alternatives such as sale, merger or possibly issuance of stock in public markets to maximize shareholder value. The tax break of section 2396 requires an investment of 5 years. Our possible alternatives are:
· Initial Public Offering (IPO) – Would allow the shareholders to remain active in management while reducing their holdings over time. It is acknowledged that the timing of the IPO is dependent upon suitable market conditions and will result in a reduced level of privacy and management freedom.
· Private Sale – A sale of the company to a private buyer.
· Management and or Investor Buy Out – This would allow the founders to select their successor and reduce their shareholdings gradually over time if necessary or allow founders to let the company buy out the 5 year investors who have realized their section 2396 capital gain tax break.
Please take a moment to e-mail us for more information.
MarshallTeam1 616 East Laurel Point Drive Lakeland, Fl. 33813
E-mail: Marshallteam1@msn.com
Respectfully
Garry Marshall
Email Marshallteam1@msn.com.
Copyright: Garry L. Marshall January 1, 2009
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