Executive Summary Gallery

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(Gallery Table of Contents at bottom of this page)

To my understanding, there are three kinds of summaries that can be read on ANY web site: summaries that appear on Edgar (the SEC's electronic registration and stock records service) as long as they are presented the same way -- if they are part of a prospectus, the whole prospectus must be present; summaries that have not actually lead to money or value being exchanged, for several reasons, not the least of which is the obstruction of commerce; and summaries of investments where the offering was cancelled or the project is long completed. The only other kind of summary is a current solicitation.

Let's take a minute to look at how investments are typically handled. The salesman with integrity ordinarily buys at least a few shares of his own investment, and sells a few shares to close friends too. When he shows a prospectus for a project, let's use the animated cartoon adventure "The Invizo Kids versus Queen Prom" as an example, it already has some momentum in his thought. Within fifteen days, he files a "Form D" with the SEC and a similar form with the state he is in. He has carefully chosen a win-win project that has very little downside. The script has been prepared with a non-profit corporation in mind that is educating teens to be responsibly affectionate. If the project is not "picked up" by a major distributor, the non-profit will accept the film at its cost, providing tax deductions for investors. Having integrity, he is careful not to "guarantee" tax deductions as a means of reducing risk, but has supporting documents from the non profit corporation, its CPA and the IRS (affirming the corporation's 501(c)3 status). At some point he encounters a windfall, someone who picks up half of the budget. It could be a friend of the CPA, for instance. Soon after, he begins telling investors that the project is beginning to close. This is a reasonable precaution, and a persuasive sales technique. The prospectus document details how that he could have "closed" the offering much sooner, in which case "Invizo Kids" would have been 40 minutes animated on a few computers, instead of 60 minutes with songs, transferred to film.

Contrast this with "advertizing" "The Invizo Kids" stock offering. People go stark raving mad at the possibility of something more exciting than municipal bonds. The offering is unimaginably successful. All other stock and bond and real estate investments are phased out or closed due to lack of interest. Children become enamored of the cartoon feature, which raises so much money that it becomes the first 3-D show to be projected on the lower atmosphere throughout the winter months in order to manage the oversubscription problem. The same children soon learn to become invisible by mental focus and telepathic ability,...

There are many many exceptions to the rule prohibiting "advertizing securities." The easiest is to not accept any money at first, but to keep contacting hypothetical investors until a decent bankroll is onhand. Or alternatively, have one investor who one trusts implicitly and have a handshake or delayed debt agreement. Ethically, if one already has one debt or equity investor, and is approaching others for the same project -- some sort of disclosure document should be used. This probably isn't the law, but it's a loving practice. I worked for a gentleman whose ledger showed over a dozen investors, making the average shareholder a 5% or less participant on the way in.

I see eight ways to comply with the current rules prohibiting advertizing in the context of "listing" private placements which have begun to accept money from investors: first, did you know there are some individuals listed in the phone book and various other registers as investors? Invite the visitor to add their name to a similar page on the site, their bravado is rewarded in their being qualified to read a summary if not act on it; second, this site can request only accredited investors view the site, or those intending to include a CPA or other financial investment professional in the process should a project interest them -- here, a "registration process" is not implied since it would diminish the experience for "surfers" and since written agreements like pressing an "I agree" button should be respected, and especially since all that is being done is reading; third, this site can deliberately omit all identification information of executive summaries, and only forward that information to -- CPA's, lawyers or other investment professionals, all of which the average accredited investor has access to, though it smacks of overkill; fourth, the issuer can assert that they take full responsibility -- and outline the reason they don't believe the investor protection barrier applies to them, beit: a conspiracy of the broker/dealer rich to suppress upward mobility; free speech; poor organization of the: SEC, Department of Corporations, Secretary of State, or local SBA; hobbyist status, etc. -- and a copy of their executive summary will be forwarded to the SEC and State Department of Corporations, and their summary will be posted here, because heroes on soap boxes are smiled on by the infinite, albethey misinformed; fifth, registration is required of both issuer and investor/visitor for current offerings, which are pruned from the gallery, or multiple gallery summaries by Issuers can include asteriks indicating whether that Issuer has a current offering, the investor requests the e-mail address of the Issuer, and the Issuer e-mails a complete prospectus to the investor at his request -- in this case, the friendship of the issuer is desired because of his "style;" sixth, the stock offering is presented as a human resources or business brokerage offering, though this is the weakest of the bunch (among other reasons, because business brokerage is usually to a single buyer, so that there is no "current solicitation"); seventh, the Webmaster is an actual CPA or other investment professional, and uses a questionnaire and/or charges a fee and/or provides their phone number before allowing the "posted" e-mail to be viewed; and eighth, the issuer submits their private placement as a corporation to an NASD market maker for listing, and then provides its "quotes," with links to their web site for more info. If I understand the current role of NASD market makers as gate-keepers; once an OTC stock is trading, it can be quoted, if not discussed.

Another variation I like is to have tombstone blurbs of all executive summaries as the first page, but to add an "asterik" to offerings which have begun accepting money, omitting the subsequent pages. Currently-selling offerings would have to be submitted before their first sale, in order to be included and subsequently asteriksed. This does not toe the line on advertizing though, it's probably over the line. I should mention one other "listing" method I have observed, strictly in the spirit of freedom of information -- foreign websites. I have viewed USA executive summaries on Australian enterprise web sites.

And what about web sites? Is a page of web sites comparable to a page of executive summaries? This site is currently accepting links to web sites for projects, because the sites are typically comparable to e-books and/or catalogs, and many are comparable to storefronts. If the gallery below were only executive summaries, the Robert Fellows entry below might cross the line, because I believe that he may have an investor, and this info is listed on the web site. This also brings another exception to the prohibition on advertizing to mind: if I bare my soul and include all the pertinent data about me, my inventions, my investors, my credit history, my dreams, and put this on a web site; that's not advertizing, that's beautiful.

Go ahead, feel free to e-mail a question: mailto:garagecapital@ol.com

Enter the Gallery:

The Gallery

1. The "Thermo-Acoustic Resonator," by Robert Fellows, is an unproven device to convert heat to electric current. It is based on electrical refrigeration methods, and has excellent documentation and links. http://www.io.com I found this device posted in a Forum on the NIST/ATP web site. Make a friend.

2. "Mr. Launch Vehicle." This hypothetical launch vehicle design is posted for those who love to noodle and is just a frolick: Mr. Launch .

 

Main Index | Funding Garage Inventions | Garage Shares | Example Ads | Small Business and the SEC | Funding Philanthropic High Tech R&D | The New Regulation D | Form U-7 | Regulation A | Executive Summary Gallery | Executive Summary Submission | This Site | How To Make Professional-Looking Web Sites | Links To Capital | Spanish/French Version of Garage Capital | The Razor's Edge

8 Garage Capital 1999