SOME OF THE REASONS WHY COMPANIES GO PUBLIC

1. Expands access to capital. A successful initial public offering can immediately bring considerable proceeds to a company, making the public market potentially the single most substantial source of corporate funding. Public companies may return to the market for additional capital through secondary equity offerings. Being public also allows a company to consider bond or convertible bond issues and may enjoy a more favorable balance of equity to debt - allowing for greater bank financing and better terms.
   
   
2. Increases employee commitment and recruiting power. By instituting a stock purchase plan for employees, public companies can make employees owners of the company where they work which tends to elicit a stronger employee commitment to productivity and work quality. Stock-option bonus arrangements are also attractive compensation to executives, since they link a portion of executive compensation to the company's future.
   
   
3. Complements product marketing. As a public company, articles in local and regional newspapers and magazines (from company's news releases, media relations and business journal inquiries) will inevitably report on the company's products and services. In addition your annual reports, quarterly reports and corporate brochures publicize your company's products as much as they define the company, outline strategy and report on performance.
   
   
4. Expands business relationships. The publicity that a public company generates by meeting its disclosure obligations may bring it to the attention of prospective suppliers and distributors, potential partner companies for joint ventures etc. Relationships are strengthened by the added confidence that comes from knowing that the company has met stringent SEC reporting requirements.
   
   
5. Facilitates mergers and acquisitions activity. Because public companies may be able to raise additional cash through a secondary offering, they are generally better positioned to finance cash acquisitions or use their stock to acquire additional businesses. For acquisitions financed by an exchange of stock, public companies can offer a valuation determined by the market, avoiding the complications of calculation the value of a private company.
   
   
6. Provides flexibility in personal financial planning. Stock in a public company is generally more liquid - easier to buy and sell - than that of a private enterprise. This benefits shareholders by providing a degree of flexibility in personal financial planning. Owning public shares helps to diversify an individual's portfolio and broadens the eventual disposition of an estate. Shareholders also benefit from the fact that calculating the proceeds from the sale of public shares may be easier, given their public market valuation.

REVERSE MERGERS

Primary reasons why companies go public through a Reverse Merger:

1. Cost of a public shell can be from $0 to $150,000.00 and 2% to 10% of the company's equity.
   
   
2. Company's stock can be used as currency for acquisitions.
   
   
3. Provides and exit strategy for shareholders.
   
   
4. Allows for employee stock options and ESOP.
   
   
5. Time. The Reverse Merger process can be done in a relatively short period of time compared to an IPO.