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Chapman, Spira & Carson,
LLC
- White Paper
Since its founding in 1989, Chapman Spira and Carson LLC (CSC) has been
assisting our clients achieve their business goals. As an Investment Bank, the
firm provides critical support in the creation and execution of our clients’
business development plans, intellectual property fortification, marketing
expertise, along with providing financial assistance and advice. We are
convinced that CSC's mandate
is to help our clients maximize profits while simultaneously advising them
on cutting their costs through
the identification of synergistic business objectives and improvement in the efficiency
of their corporate organization. CSC is dedicated to maintaining a faithful
relationship with its clients by guiding them through a complex
administrative maze of blind alleys, mazes and potentially traitorous
relationships. If you are a failure, no one pays attention but should
your concept be successful, you will attract the economic vultures who will
attempt to feed off of your concepts. Thus, we perceive the entire process
of corporate construction as opposed to viewing clients merely as transactions.
Moreover, we at CSC find that
there is just no suitable substitute for integrity, hard work, and trust.
These are the core-values at CSC and our clients always receive our utmost
attention. Our creed is built upon the simple fact that in today’s business
world, one has to be the anticipator of change and not wait until it hits
you in the face. These are both dynamic time
and rough-and-tumble times that require a vision of trends and future political upheavals. As the economist
Howard Ruff so brilliantly stated, “It wasn’t raining when Noah built the
ark.” We at CSC concur.
Our Services
Business Development:
CSC seamlessly transitions new business ventures into lean, competitive, and
objective oriented entities, while providing the client empowerment tools in
order to maintain internal management. So often, brilliant ideas are
possessed by individuals who are both intelligent and creative, but from a
business point of view these innovators find it impossible to transform their concepts into
commercially viable products. Without adequate business knowledge and
experience, disruptive products that potentially have the ability of making
constructive changes for today’s world, are more often than not stillborn.
For example, let us suppose that a scientist tinkering in his laboratory has
fortuitously developed a new type of razor that will shave a person’s beard
with a laser beam without cutting or otherwise breaking the skin. As if that
wasn't enough, our magic laser is portable, cost effective and of high quality. The fact that
this incarnation is what we would categorize as a truly disruptive breakthrough and that the
fact that there will
undoubtedly be an enormous demand for the innovation will have little
bearing on its success or failure.
If the product cannot be protected from an
intellectual property perspective, its creator may never benefit from its
adoption and you could wind up playing the role of Nicholas Tesla to a more
knowledgeable, Alexander Graham Bell. Advertising the product will do little
good if there is no available shelf-space for the item. If it cannot be professionally marketed through synergistic
channels who deal with end-users, it will not gain the distribution required for
commercial success. It is critical that a prototype be created that can be
visual and physically manipulated. If it can be seen in action, the product
will not be viable. Moreover, by creating a prototype, we can get a better
grip on potential manufacturing problems and costs. However, few people are
in the business of creating prototypes of unique concepts and this is the
hardest part of the deal. Moreover, it is clear that if we cannot convert the pilot model to a commercially
feasible end product it will not see the economic “light of day”
While
critically important, these problems are only the beginning. However, there
are other critical issues; even a patent, copyright or trademark does not
insure that that the product will not be copied and lawsuits against
infringers are the most expensive legal cases on record. We find that
strategic partners are invaluable when bringing a new product to market due
to the fact that protection really comes from having the resources to
protect yourself rather than be protected by regulation. The fact that the
invention was successfully constructed in the laboratory is no guarantee
that it will ever become manufactured economically on an automated
production line.
Worse yet, in spite of the fact that this is the greatest invention since
sliced bread, for the most part, Gillette has the shelf space locked up like
a drum in the stores that sell this sort of merchandise and even if they
were very interested in the product, they would have to be assured that
there was substantial product liability insurance which would potentially
require millions of dollars in lab fees and insurance costs. In this type of instance we would
recommend that the inventor look for a strategic partner who has shelf space
and who wants to get into this end of the businessMoreover,
no matter who the partner, they should be large enough to send a
message to a powerful message to potential competitors that they will
not abide infringement. Moreover, they should have the marketing and
advertising clout to cover all of the bases as promptly as possible.
This creates opportunistic knock-offs from getting a free ride into the
marketplace. The largest downside to this is the fact that anyone can
make a product cheaper giving the industry a bad name and killing any
goodwill that has been created from advertising.
How would this inventor working almost exclusively on creating a product
know where to go for financing; how to protect his invention from
competitors and how to position the product to maximize success and minimize
competition? A superior product alone will not lead to success without
covering all the bases referred to in the preceding paragraph. Moreover,
unless he is able to find a strategic partner, there isn’t relatively enough
money in the world to create a new industry from a standing start.
Entrepreneurs fail more often from their inner paranoia then from the
business itself. They tend to worry too much about someone stealing their
baby then getting to the marketplace in their lifetime. We are familiar with
numerous cases of world class products that died before they hit the shelf
because inventors keeping their eyes on non-existent dark shadows and not
watching the ball.
CSC has been successful in bringing early stage companies in the market, and
we consider our value added very unique compared to similar investment
banks.
Our expertise in early stage companies is considered one of the best among
Boutique Investment Banks.
Intellectual Property Protection:
As we have recited earlier,
Inventors as a group have a historically had a tendency of being particularly paranoid about
sharing their secrets with outsiders who could potentially assist them in
getting their product to market. They are apparently instilled with an
ominous concern that everyone is out to steal their soon to be still-born,
baby. To some degree this psychological aberration is not so bad in small
doses, but most of those we see that have evolved their product solitude
share acute problems in this arena. There is little question that there are
really bad guys and some good guys in the world of business, but if none
of these people could be trusted, the invention will continue to only be a
dream. However, the converse is true as well; our friend Nichols Tesla would probably
have gone down in history as the greatest inventor in the United States
history had not Thomas Edison stolen literally everything he ever invented
while pretending to be giving him “fatherly” advice.
It is
critical to create an equilibrium between unrealistic paranoia and being a punching bag for
product pirates. There are many competent lawyers as well as investment bankers around that
could sift the wheat from the chaff and many do it honestly in spit of the
harrowing publicity that has been released in the last decade. It is possible, that some may even be
willing to work on a success oriented basis because they are totally
entranced with the product's potential. CSC has been known to become involved in this
sort of endeavor on the rare occasion when we see an overwhelmingly well
thought out program where it is clear .
Fortunately, CSC’s expertise also includes compelling credentials relative
to the nuances of intellectual property. Due to the firm’s foundations
within this arena, CSC is able to put its knowledge base to work in
assisting our client’s protection of their assets. This expertise is derived
for the most part due to the fact that in the past, we have formulated and
patented numerous sophisticated and potentially disruptive concepts in the
areas of both security and financial engineering. The firm has literally
become a financial research incubator utilizing its historic relationships
in the financial, corporate management and scientific community to meld
together the most qualified experts within various fields of management,
marketing, product evaluation, and research. Not only does CSC feel a great
satisfaction when it is able to be part of the creation of a successful
company, but also is equally fulfilled when it is able to guide and support
client companies on their way to achieving a compelling corporate success.
Strategic Partnerships:
More often than not, a company may possess a brilliant concept but seriously
lacks the knowledge and resources to fashion and operate a business based
upon the many nuances of the concept. More often than not this is
systemic from the recurring fact that there is not enough money early on to
hire the staff a company headed into uncharted waters should have. This creates an opportunity for CSC to be of
substantial assistance to
the client by being capable of fashioning a strategic partnership that is carefully targeted
to provide the company with the necessary resources and business expertise
to move ahead with what they have available with the elasticity of moving to
next step as they mature. This joint venture structure has proven in the past to be
inherently symbiotic to all concerned, as the best resources of each entity can be utilized
in concert to create financial harmonics. A financial concerto or even a
monetary symphony could be the end-result. For example, very recently we
facilitated a strategic partnership between a publicly traded dietetic
beverage company, and a world-renowned nutritionist, who has written many
highly regarded books and articles on health oriented subjects and has
appeared numerous times on national talk shows.
After acquiring the brand
from a major company, beverage company began a search for a renowned person with the
nutrition industry with an international reputation.
The company felt that by attracting an international known figure they could
transform a somewhat mundane line of beverages and energy drinks into health
oriented products, appealing to the now explosive diet-conscious consumer
market. CSC provided the necessary bells and whistles that made the
transaction happen, and this was made infinitely simple to facilitate as the nutritionist was already a client of the firm.
This marriage has proven to have been ideal as it blended the expertise of
both parties and created a synergy that has caused a geometric growth for
both parties. By melding the company’s abilities to produce, manage and
procure shelf space with the talents of a nutritionist who has been able to
make the company’s products more healthful while retaining the taste and
convenience of the brand the product took off. Moreover, this strategy gave the company a
high-end cache which is usually achieved by spending monumental dollars on
public relations and advertising, making you look bigger than life even if
you are not. This has indeed been a self-fulfilling
success and CSC has continued to advise the company relative to their financial
and marketing needs.
Financial Consulting:
Among the professionals on the Chapman, Spira & Carson, LLC team we have
brought together a group of talented lawyers, accountants and economists,
with each of these members possessing expertise in a specific area of global
economics, investment banking and law. Moreover, these elite professionals were handpicked for
their knowledge regarding local customs and quirks and nuances of procedures
in various countries. Their unmatched skills combined with the personal
integrity of our members ultimately contribute to help our clients’ succeed.
Over the years, members of the firm’s senior management have served on
distinguished Wall Street committees. They have held prominent positions
with the New York Stock Exchange, the American Stock Exchange, the Boston
Stock Exchange and the National Association of Securities Dealers in the
areas of new financial product development, securities regulation and
arbitration.
The professionals at Chapman, Spira & Carson, LLC have a long history of
entering in relationships with the managing partners at many of Wall
Street’s most venerable firms. Members of our firm have represented various
Congressional committees on sophisticated elements of the securities
industry. CSC has trained the prosecuting attorneys on white collar crime in the
United States Attorney’s Office. We have also acted on behalf of several
governments in the development of their securities industry and advised them
on issues related to legal implications, as well as the trading of equity
and debt instruments. Certain of those people that were trained under our guidance
have gone on to become leaders in their particular country’s investment
banking and regulatory systems.
We believe that CSC has developed a flexible business model which allows us
to represent both early and late stage companies with equal facility. We
have consistently shown that CSC can efficiently and effectively assist our
clients in the transition from private to public ownership, from having
minimal or no representation in the United States capital markets to getting
listed on various United States’ stock exchanges, from under-funded
embryonic development stage corporation into a well-capitalized enterprise.
Many of our senior people grew up in the world of consulting at the Fortune
500 level and are extremely familiar with that milieu.
From bridge financings to underwritings and secondary offerings to corporate
reorganizations – including reverse mergers – to mergers and acquisitions,
the firm’s combination of experience, competence and personalized service is
geared to provide positive results in achieving our client’s goals. The firm
has worked with numerous corporate clients, as well as with the U.S.
Department of State, the Export-Import Bank, the World Bank, the United
Nations, the World Health Organization, the FDA, the State of New York,
various regional and national governments and agencies along with a state
and foreign development agencies. Chapman, Spira & Carson, LLC members and
affiliates have raised hundreds of millions of dollars for clients, both
domestic and foreign, and will continue to do so for client companies on an
ongoing basis.
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