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Memo to Small-Cap Boards: Don’t Outsource Your Proxy Filings to Lawyers
Considering that greater than 80 percent of shareholder activist campaigns each year are waged against small-cap companies, it is critical for small-caps to communicate clearly about the issues investors care most about. Notwithstanding the fact that annual proxy...
Non-Deal Roadshows: A Primer
by James CarbonaraWhat is an NDR (non-deal roadshow)A non-deal roadshow, or NDR, is a series of investor meetings not associated with an active deal or active financings. That said, if you raise money in the future, investors you meet with on an NDR are potentially...
There’s Only One Replicable Way to Select the Right Investment Bankers: Start with Data
Small-cap companies choose investment bankers for many reasons: “they showed a lot of interest in us.” “they really seem to ‘get’ what we do.” “they’ve done our last 4 financings.” “a banker who we’ve worked with in the past, just joined this bank.” “they always...
Selecting ATM Bankers
At-the-market offerings (ATMs) are unique financing mechanisms, because stock is sold intraday – without a fixed price – into the natural flow of trading. Unlike other financing mechanisms, ATMs provide issuers with a high degree of control over the timing, size, and...
The Road to Successful Financings Is Paved with Brutal Frankness
Small-cap companies raise $25-$40 billion every year in the equity capital markets, and every special situation fund manager that provides this growth capital would confide in private that most of the financings are needlessly dilutive. The systemic problem is that...
Sell-Side Equity Research Coverage: Clarifying Persistent CEO Misconceptions
One of the least understood aspects of shepherding a small-cap company is garnering and maintaining sell-side equity research coverage. The goal of this piece is to clear up commonly-held misconceptions. Attracting coverage Economics. One of the main reasons why...
Few Small-Cap CEOs Understand This Math, And It Costs Them Millions
As Small-Cap Institute, Inc. has discussed, there is widespread confusion among small-cap leaders on the subject of trading volume; i.e., where it actually comes from, where it doesn’t come from, and how to get more of it. One of the most insidious byproducts of this...
How Sell-Side Research Analysts Make Money: An Insider’s Primer for Small-Cap Officers and Directors
By Shawn SeversonSmall-cap officers and directors often understandably lack a thorough understanding of the “business” of sell-side equity research. Without an accurate rendering of the drivers and economics of the research business, it’s hard to have realistic...
Small-Cap CEOs: Think Twice Before Adding a Large-Cap Executive to Your Board
By Adam J. EpsteinSmall-caps often contain directors who are new to the small-cap world, having spent their careers operating, governing, or advising large-cap companies. These board members, and their colleagues, are often surprised – and not in a good way – to learn...
5 Common Mistakes Small-Caps Make When Purchasing D&O Insurance
By Priya Cherian HuskinsD&O insurance, the insurance that is designed to respond when directors and officers are sued by plaintiffs or regulators like the Securities and Exchange Commission, is important for small cap companies. D&O insurance’s ability to do...