Unlocking Capital: Innovative Strategies for Business Growth - with Scott Boruff

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The Compassionate Capitalist
Show empowers entrepreneurs and

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investors of life to create
wealth with passion and purpose.

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Join Karen Rands, a best selling
author, for insights on Angel

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investing, crowdfunding,
business growth, and wealth

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creation.
As a seasoned entrepreneur and

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investor herself, Karen engages
in dynamic conversations with

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industry leaders, successful
entrepreneurs, seasoned Angel

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investors, and venture
capitalists as they share their

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proven strategies and lessons
learned.

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Once you listen, you will
understand why this podcast is

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ranked in the top 2 1/2%
globally.

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Subscribe and share and be a
catalyst for the compassionate

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capitalist movement.
Just

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Hello, welcome back to the
Compassionate Capitalist show.

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The show where founders and CEOs
learn what it really takes to

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scale and exit rich, the capital
strategy beyond the typical

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Angel to VC path and investors
that will learn how to create

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wealths, sharing in those
entrepreneurial successes.

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Today we're talking with Scott
Boroff.

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He's the founder of Pitch Equity
Fund and Safe Space.

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So you're going to get 2
perspectives on the financial

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architecture, capital
strategies, growing companies to

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get to a successful exit, a
profitable exit on the public

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markets and through acquisition.
And we'll learn more about both

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those as we go through this.
And so Scott is what I like to

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call a financial architect,
someone who has built and

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structured capital raises and
exit exit pathways for companies

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outside of the standard route,
including taking companies

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public in ways most founders
never get exposed to.

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Scott is a visionary real estate
developer deal maker with a

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proven track record of Rosen
raising over a billion dollars

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in debt and equity to fund high
impact development.

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His expertise spans golf,
retail, residential, adaptive

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reuse sectors and technology.
And you're going to learn about

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with the really timing.
I mean, I always think it's so

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it's, you know, it's like the
overnight success.

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It only took 20 years, right?
So his expertise stands.

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So we'll hear all about that and
the mechanics of financial

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architecting a capital stack
with the specific intent to

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exit.
So Scott's experience isn't just

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theoretical, it mirrors a lot of
the work that you may have heard

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on some of my podcasts with my
partner talking about the bit

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mine and merchants tech, you
know, how that got architected.

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And so it's great to have
somebody here that can talk

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about it with in lots of
different cases.

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I mean, it's been fascinating
hearing and getting to know

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Scott and hearing some of his
stories and what he's been

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involved in.
So if you're a CEO or founder

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wondering how to raise big
money, structure your business

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for selling a company to
acquirers, public markets are

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unlocking A transformational
value for your shareholders.

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Today's conversation is for you.
With that, I would like to say

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welcome to the show, Scott.
Wow, wow, we need.

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The Compassionate Capitalist
show.

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Yeah.
Thank you, Karen.

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That's that's that's sounds like
a lot of work.

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That's good.
That's good.

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Yeah, that's a lot of lot of
learning, a lot of experience

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and a lot of lot of failures
that turned into successes.

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And so that's fine.
Yeah, I'm happy to share, but

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thanks for having me here.
Yeah, well, I love it when I get

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somebody on the show that not
only can talk to talk, but knows

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how to walk the walk.
And you are definitely that type

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of person.
So yeah.

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And you're and it looks, it
sounds like you're on the road

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all the time, meeting with
clients and putting and meeting

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with investors, putting all
these things together.

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So thank you for taking time out
of your schedule and finding a

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quiet place to do.
This Yeah, I'm in.

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I'm in the Delta Sky Lounge and
what they call a phone booth.

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I got here, I said I got to find
me a quiet place to talk to

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Karen and her her client.
And so I'm here.

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This is pretty cool, these
little phone booths.

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And so it's nice, so happy to be
here.

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Yeah.
So how did you first get into

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the world of structuring these
large capital raises and helping

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companies transition to a public
market?

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Because that's, you know, it's
not something that people just

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kind of know.
Yeah.

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That's, that's a great question.
I always say the first half of

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my life, I came from a real
estate and insurance company

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family background.
So the first half of my life I

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did real estate development,
structured finance, thinking

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outside the box.
My parents were in real estate,

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shopping centers, commercial,
and I tried to take that a

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different level.
And so we've had the pleasure of

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building golf courses and
shopping centers and dealing

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with trustees all over the
country.

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And it's kind of like it's we
built a network that was like a

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specific use case, like Special
Situations.

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So it seemed like I always get
called for.

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I just got divorced.
I'm selling my house.

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I just got divorced and I have
to sell my office buildings.

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I just got divorced or the
trustee foreclosed on on a

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shopping center.
And what's wrong with this

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shopping center?
I said, how can you foreclose on

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a shopping center that has no
debt on it?

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I'm like, it has no debt.
It says, I never knew that.

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I'm like, well, three people
were fighting for nine years,

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three Greek guys and the judges
said, I'm going to throw it in

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bankruptcy.
We're going to auction it off.

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We, you know, we, we got a call
and said, hey, they're going to

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postpone the auction.
If you want to buy it, you can

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buy it.
So again, when you get a call

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from a bankruptcy trustee and
says you got 35 days to close

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for $3,000,000, that leaves all
the normal banks out of the

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picture.
And so you know, when he says 35

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days, like wow, that's, that's,
that's close.

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You know, it's usually 456090
days start to finish.

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Tell me, get appraisals and all
that stuff.

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So, but we were able to go down,
do 2 weeks worth of due

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diligence, which is the key to
all of it.

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And once we got comfortable with
it, we went and found a hard

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money lender.
And it's kind of interesting

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Karen, cuz I've been doing this
a long time and I sat down with

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a guy and said, you know, we're
buying it for 3,000,000.

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It's usually 80%.
So they'll loan you, you know,

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80, maybe 90%.
But this guy's like, I'll give

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you 95%.
I'm like, so I only have to put

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150 down.
They said yeah, which and it was

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just term sheet.
I'm used to getting commitment

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letters and I said this is just
a term sheet.

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I need a commitment letter from
me for more clothes in 2 weeks.

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And the guy looks at me and says
I'm the one writing the check

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sign this, give me 15 grand for
due diligence or or get in my

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office.
So I was like, well, I didn't

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have any other or anywhere else
to go, but it felt a little

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weird.
Yeah, it felt a little weird.

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But so sure enough, get it.
Yeah, get about my exactly what

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he said just sign this, give me
15 grand or I've got another

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client out there in about, you
know, waiting on me.

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So I signed it.
I gave him 15 grand for his due

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diligence and for his attorneys.
And I'm an honest guy.

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Like I called him up, say
everything's going good.

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You know, we only had to raise,
you know, 150 grand.

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And I'm telling him that.
So it came with a vacant lot

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beside it.
And I'm telling him, hey, I've

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got good news.
You know, the roof's got some

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leaks, and we're working with
the tenants because they're

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still arguing.
So these three guys were still

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tenants in my shopping center,
so I knew I had to get them out.

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And so I'm talking to Starbucks
about the vacant lot.

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Long story short, the day before
the closing, the lender calls

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and says, hey, you know, we've
been thinking about what you're

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talking about that roof.
We're going to make you put

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$100,000 reserve up for that
roof and a $300,000 reserve up

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for the tenants that are
arguing.

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So we need an additional 400,000
on the top of the 1:50 that you

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give us.
Yeah, yeah, yeah, yeah, yeah.

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Like like one day and I've got,
you know, I've got money up.

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Money's hard.
And I'm like, you know, you

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know, he just actually, he was
like, you have lenders that are

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called loan to own.
So this was a literally a loan

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to own lender.
He didn't want me to close.

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He, you know, he wanted to own
the, the shopping center in the

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building.
But I have some very strong

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mentors during my life that,
that I look to and when I need

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money and A and a flash, these
guys call they, they, they come

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through and I was able to make 2
phone calls to two of my best

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guys.
That one guy owns 16,000

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apartment units in Nashville and
the other one owns 4000 up in

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New Jersey.
And so literally 20 minutes

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before closing the next day,
they wired the money and we got

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it closed and got it done.
And so that was, that was a

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learning experience, a tough
experience.

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I paid high interest for the
money, but I took him out in 90

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days with another hard money
lender, which actually ended up

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buying the center from us for
what I owe this gentleman.

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So we bought it for $3,000,000
and we cleared the land next to

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it.
So we cleared about $1,000,000

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piece of vacant land that at
this time, now we had a

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Starbucks committed to.
So we tucked the $1,000,000

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piece of land, gave it to the
bank, borrowed money, you know,

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from the bank.
I went to the bank and said I

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need two and a half, $1,000,000
to finish.

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You know, you've got the land,
we're going to put that in as

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equity.
I need two and a half,

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$1,000,000 to finish the
Starbucks and the bankers like

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Scott, you know, if you need it
that quick, I can only loan up

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to 1,000,000, 1/2 dollars.
Just let's do the million and a

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half because I can approve that
and then we'll go get the rest

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later.
I'm like, here we go again.

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Why does everything have to be
complicated?

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Why does that have to be
complicated?

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Long story short, we did the
million and a half and sure

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enough, we didn't know we didn't
need a million and a half.

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We didn't need another million
later.

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We needed a million and a half
later.

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So we over budget 500 grand
cause Kobe was going on.

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And, and so we ended up
finishing it up, borrowing extra

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money and, and sold it, you
know, for A5 cab with Starbucks

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trades like a, like a bond.
And so we, we made good money on

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that.
But it's just kind of funny how

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every single deal has its own
little interest, you know, so

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kind of cool, but.
Yeah, No deal is alike.

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And even the investors that say
they do this kind of deal, they

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will do these kind of deals if
they, you know, think they can

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make money at it and it makes
sense to them.

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So, you know, nothing is ever
set in stone.

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No.
And I've had, I've had deals

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that fell apart at the last
minute because an investor

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changed the terms, you know, And
that's the most frustrating

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thing.
But it is no, no, totally, no

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totally.
And so one last deal that I'd

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like to share with you is, is a
deal again.

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We bought it was 130,000 square
foot building, 13 story building

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in downtown Knoxville.
The gentleman was getting

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divorced and it was an A
location and AC building of his

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office, half, half occupied, you
know, 60,070 thousand square

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feet occupied.
No bank would finance it.

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So it appraised for about
6,000,000.

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We had it under contract for
four, but no bank would finance

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it because it really didn't make
economic sense.

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You know, the debt service
coverage ratios weren't there.

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And so while we were under
contract, I said I need 120 days

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because we're going to go condo
this building out because the

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banks will give you what and
they'll give you what, what

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you're paying for it or, or, or,
you know, like, doesn't matter

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what you like, they'll give you
what you pay for it or 80

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percent, 80% of cost or loan to
value, whichever is less.

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So in this case, we're paying 4
million.

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So they're going to give us 3.2
million even though the price

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00:11:39,000 --> 00:11:41,400
for six.
And so I'm like, that doesn't

224
00:11:41,400 --> 00:11:44,400
make sense.
So we condo the building out and

225
00:11:44,400 --> 00:11:46,680
I went back to the same bank and
said, I got good news for you.

226
00:11:46,920 --> 00:11:50,080
I'm only going to give you 10
stories out of the 13.

227
00:11:50,080 --> 00:11:53,120
We're going to keep the three
for ourself, loan me money on

228
00:11:53,120 --> 00:11:56,720
these ten stories.
So again, contract prices, 4

229
00:11:56,720 --> 00:11:59,240
million, they're still just
going to loan us 3.2.

230
00:11:59,400 --> 00:12:01,680
But now I had three stories that
I didn't give them for

231
00:12:01,680 --> 00:12:03,920
collateral.
So me and my two partners went

232
00:12:03,920 --> 00:12:06,600
and tuck each floor.
We all had our own businesses.

233
00:12:06,600 --> 00:12:10,200
I'll take floor 10:11 and 12:00.
And we went to our banks and

234
00:12:10,200 --> 00:12:13,520
said, hey, these floors
appraised for $1,000,000 and we

235
00:12:13,840 --> 00:12:18,640
would have borrowed $300,000.
Yeah, it's 13 stories, so 13

236
00:12:18,640 --> 00:12:21,080
floors.
I gave the bank 10 stories

237
00:12:21,080 --> 00:12:25,360
because they're only going to
give me, you know, my cost or

238
00:12:25,360 --> 00:12:28,560
80% less, you know, appraised
value, which is 6,000,080%

239
00:12:28,560 --> 00:12:30,200
appraised million was, you know,
4.8.

240
00:12:30,200 --> 00:12:32,840
They're not going to give me
that because my contract was 4.

241
00:12:33,800 --> 00:12:36,360
You know the appraised value was
6 but my contract was 4.

242
00:12:36,360 --> 00:12:38,320
So they're just going to give me
3.2.

243
00:12:38,720 --> 00:12:41,280
That's how banks that's, that's
their box and it's like, well,

244
00:12:41,280 --> 00:12:43,880
that's your box.
My box is thinking different.

245
00:12:43,880 --> 00:12:45,600
I don't put money down on
properties.

246
00:12:45,920 --> 00:12:48,960
I find properties and the
properties I find are steals.

247
00:12:48,960 --> 00:12:50,960
You make money when you buy, not
when you sell.

248
00:12:51,440 --> 00:12:55,640
And so we went to three more
different banks in town and each

249
00:12:55,640 --> 00:12:58,920
one of our, me and my two
partners got a loan for $300,000

250
00:12:59,160 --> 00:13:03,000
on the other three floors.
So now we've got 900 grand from

251
00:13:03,000 --> 00:13:07,400
our banks, 3.2 million from the
bank for the 1st 10 floors.

252
00:13:07,400 --> 00:13:11,640
So now we got $4.1 million to
close the $4 million deal and at

253
00:13:11,640 --> 00:13:17,440
closing because there was
$250,000 in the lease deposits,

254
00:13:18,040 --> 00:13:21,600
we closed the deal with 250 plus
an extra 100 like 350 grand.

255
00:13:21,600 --> 00:13:24,040
You know, the moral story is
like you don't have to put money

256
00:13:24,040 --> 00:13:26,640
down if you're buying a good
deal or getting a good deal or

257
00:13:26,640 --> 00:13:29,320
have structure finance.
And since it didn't cash flow,

258
00:13:29,320 --> 00:13:32,640
we knew we had about 18 months.
So we started having architects

259
00:13:32,640 --> 00:13:36,200
draw plans for apartments,
condos and a hotel.

260
00:13:36,200 --> 00:13:40,120
And about 12 months into the
deal, the hotel by our big guys

261
00:13:40,120 --> 00:13:43,960
got about 60 hotels, but the
Embassy Suites flag on it and

262
00:13:43,960 --> 00:13:45,520
bought it from us for
$7,000,000.

263
00:13:45,520 --> 00:13:49,760
So it was, it was a good deal,
you know, 0 down and exit.

264
00:13:49,760 --> 00:13:51,280
And now we're on to something
else.

265
00:13:51,280 --> 00:13:54,320
And and so again, it's called
thinking outside the box.

266
00:13:54,320 --> 00:13:56,640
You don't, you know, and
everybody's like just Full

267
00:13:56,640 --> 00:13:58,920
disclosure, like the banks knew
we didn't have anything down,

268
00:13:58,920 --> 00:14:01,040
but it fit their box and
everybody won.

269
00:14:01,720 --> 00:14:03,920
Because they were using the
asset as their.

270
00:14:03,920 --> 00:14:06,240
Yes, for their.
Underwriting.

271
00:14:06,680 --> 00:14:10,040
Yeah, yeah.
So yeah, that was perfect.

272
00:14:10,160 --> 00:14:13,880
All right.
So how you know, some people

273
00:14:13,880 --> 00:14:19,040
will hear that, hear what you
just described and then, you

274
00:14:19,040 --> 00:14:23,240
know, I think that's an
investment banker, you know, I

275
00:14:23,240 --> 00:14:27,120
call it the financial architect,
but most people only know they

276
00:14:27,120 --> 00:14:29,400
know traditional SBA.
Lending.

277
00:14:29,960 --> 00:14:33,720
They know Angel to VC path they.
Really.

278
00:14:33,720 --> 00:14:37,400
Don't know about these
alternative ways that, you know,

279
00:14:37,400 --> 00:14:42,520
capital is put together to fit a
specific project or what it's

280
00:14:42,520 --> 00:14:45,360
doing.
So how would you just describe

281
00:14:45,400 --> 00:14:49,840
your role and how it differs
from these traditional things

282
00:14:49,840 --> 00:14:53,600
that people know about, right?
Is it just is it, I mean, I feel

283
00:14:53,600 --> 00:14:56,520
like you're like George Clooney
could be playing your character

284
00:14:56,880 --> 00:14:58,560
of a person that you know, does
this.

285
00:14:58,720 --> 00:15:03,560
You know who do you know it's
the 1° separation is is you

286
00:15:03,560 --> 00:15:05,760
know, who do you know that can
get this finance done?

287
00:15:06,440 --> 00:15:09,320
Well, that's it.
And again, there's several ways

288
00:15:09,320 --> 00:15:11,320
to go public.
So I watched that the original

289
00:15:11,320 --> 00:15:14,560
movie Wall Street, where he's
walking down the beach holding a

290
00:15:14,560 --> 00:15:17,160
big old phone saying, I can
remember when 800,000 was a

291
00:15:17,160 --> 00:15:18,800
Goodyear.
And now it's just a good day.

292
00:15:18,800 --> 00:15:21,320
And I'm like, what does he do
for a living?

293
00:15:21,960 --> 00:15:25,200
It was it was, yeah, it was, it
was reverse mergers.

294
00:15:25,200 --> 00:15:27,800
It was mergers and acquisitions.
Like I want to grow up and do

295
00:15:27,800 --> 00:15:29,680
that.
So the last half of my life I've

296
00:15:29,680 --> 00:15:33,720
spent living in Knoxville, TN,
working out of New York, raising

297
00:15:33,760 --> 00:15:35,680
over a billion dollars in debt
and equity.

298
00:15:36,120 --> 00:15:38,040
And just again, it's just
structured finance.

299
00:15:38,720 --> 00:15:42,200
The company I'm running now is
called Safe Space Global.

300
00:15:42,560 --> 00:15:45,560
So as a private company, I just
exited an oil gas company.

301
00:15:45,560 --> 00:15:49,880
It's a private company, a boot,
I call it bootstrap to New York

302
00:15:49,880 --> 00:15:52,120
City.
So you can do the traditional

303
00:15:52,120 --> 00:15:57,160
IPO round, which is about 5 to
$7,000,000 to go public, or you

304
00:15:57,160 --> 00:16:00,440
can bootstrap, which in due of
what they call a triangular

305
00:16:00,440 --> 00:16:04,640
reverse merger.
And so from 16 to 18, I funded

306
00:16:04,640 --> 00:16:07,240
my own money.
No Angel investors, no investors

307
00:16:07,800 --> 00:16:09,320
put everything I handed into
this coming.

308
00:16:09,320 --> 00:16:11,720
Years of age 2000.
Yeah, yeah, yeah.

309
00:16:11,720 --> 00:16:15,040
There you go.
Yeah, yeah, 2016, that's right.

310
00:16:15,040 --> 00:16:16,880
Tell me what it is.
Because once they know what it

311
00:16:16,880 --> 00:16:19,360
is, they'll be like he was doing
that at 16 years old.

312
00:16:19,480 --> 00:16:21,320
What a brain.
Man, Yeah, yeah.

313
00:16:21,320 --> 00:16:24,440
Why are you doing real estate?
You could be like, you know?

314
00:16:25,880 --> 00:16:29,960
Yeah, yeah, yeah.
So in 2016, we we formed what

315
00:16:29,960 --> 00:16:33,080
was then called Healthcare
Integrated Technologies, which

316
00:16:33,080 --> 00:16:34,720
was literally everybody's heard
of help.

317
00:16:34,720 --> 00:16:37,040
I'm falling.
I can't get up where the person,

318
00:16:37,040 --> 00:16:40,760
the old lady wears the the
lanyard and falls and pushes a

319
00:16:40,760 --> 00:16:42,640
button.
I'm like, you know, people are

320
00:16:42,640 --> 00:16:45,840
living longer and there's less
nurses and doctors to take care

321
00:16:45,840 --> 00:16:48,480
of them.
So AI has to fill in the gap.

322
00:16:48,680 --> 00:16:53,360
So I knew from early on that,
you know, money exchanges hands

323
00:16:53,360 --> 00:16:56,480
when problems are solved.
I'm like, so and everything I do

324
00:16:56,480 --> 00:16:58,600
is like, what is the problem?
How do we solve it?

325
00:16:59,000 --> 00:17:00,440
And what, how big is the
problem?

326
00:17:00,440 --> 00:17:03,280
And so this was a big problem.
Like people are falling every

327
00:17:03,280 --> 00:17:05,520
day and dying.
And my dad said I'm not going to

328
00:17:05,520 --> 00:17:07,920
move into nursing home and he's
been passed away for like 20

329
00:17:07,920 --> 00:17:09,560
years.
So I was like, I got to fill

330
00:17:09,560 --> 00:17:11,599
this gap.
So it started out as a passion

331
00:17:11,599 --> 00:17:14,720
for like, how do we help people
age at home longer?

332
00:17:14,720 --> 00:17:17,920
How do we help people age in the
nursing home with dignity?

333
00:17:17,920 --> 00:17:19,839
And because they hate wearing
the Landers, they hate wearing

334
00:17:19,839 --> 00:17:21,640
the watches and because it makes
them feel old.

335
00:17:22,240 --> 00:17:26,119
And so I tried everything to,
you know, light our radar

336
00:17:26,119 --> 00:17:28,319
centers and we ended up on
cameras.

337
00:17:28,319 --> 00:17:32,640
And so when I ran out of money
in 2018, I've down to my last

338
00:17:32,640 --> 00:17:38,400
250 grand in this company and
bootstrapping it, I reversed,

339
00:17:38,400 --> 00:17:41,360
merged it into a public company.
And public companies, there's

340
00:17:41,360 --> 00:17:44,360
all kinds of public companies in
the OTC markets that are sitting

341
00:17:44,360 --> 00:17:46,360
out there.
And for whatever reason, they

342
00:17:46,360 --> 00:17:48,880
didn't go bankrupt, but the
product didn't work, the

343
00:17:48,880 --> 00:17:50,680
management didn't work,
something didn't work.

344
00:17:50,680 --> 00:17:52,440
And so you can buy these
companies out there.

345
00:17:52,440 --> 00:17:55,000
And so instead of going the
traditional route, I went the

346
00:17:55,000 --> 00:17:57,640
old fashioned way.
And so we did a triangular

347
00:17:57,640 --> 00:17:59,800
reverse merger.
So I'm private, they're public.

348
00:18:00,080 --> 00:18:03,080
We reversed it into and all of a
sudden our shareholders agree,

349
00:18:03,080 --> 00:18:05,600
their shareholders agree.
And now all of a sudden within a

350
00:18:05,600 --> 00:18:08,360
month we're public and we're
trading on the over the counter

351
00:18:08,360 --> 00:18:10,480
markets.
And then you start building from

352
00:18:10,480 --> 00:18:12,520
there.
With that you can now sell your

353
00:18:12,520 --> 00:18:15,240
stock.
Now have now have actual liquid

354
00:18:15,240 --> 00:18:17,840
stock to sell.
So Karen, if you want to invest

355
00:18:17,840 --> 00:18:21,360
at $0.10 a share, I could say
you 100,000 shares or raise

356
00:18:21,360 --> 00:18:24,160
capital that way.
There's the reggae way to raise

357
00:18:24,160 --> 00:18:26,400
capital if you're public and
they do that too.

358
00:18:26,400 --> 00:18:28,680
So that's, you know, you can
raise up to $75 million in the

359
00:18:28,680 --> 00:18:29,920
reggae.
Yeah, well.

360
00:18:29,920 --> 00:18:33,840
So we didn't come back to that.
Let's get into the you know this

361
00:18:33,840 --> 00:18:36,400
and because this company is not
I've fallen and gotten up

362
00:18:36,400 --> 00:18:38,400
anymore, right and so.
Let's.

363
00:18:38,400 --> 00:18:40,640
Let's stick to that and say how.
Did you?

364
00:18:41,120 --> 00:18:44,520
The filing because this is what
you know, Eric did with bit mine

365
00:18:44,680 --> 00:18:47,480
and you were telling me how you
got into $2.00 a share so you'd

366
00:18:47,480 --> 00:18:49,840
be fully trading.
But, you know, I think it's,

367
00:18:49,960 --> 00:18:53,920
it's important for people to
understand that it is creating

368
00:18:53,920 --> 00:18:57,160
value in the company, filing the
proper paperwork, knowing what

369
00:18:57,160 --> 00:18:59,560
the steps are.
And this, you know, the SEC

370
00:18:59,560 --> 00:19:02,680
provides a step ladder for how
you can do it.

371
00:19:02,680 --> 00:19:06,960
And it's so amazing to me how
many companies are, you know, in

372
00:19:06,960 --> 00:19:10,240
threat of being delisted because
they don't keep up with their

373
00:19:10,240 --> 00:19:12,360
paperwork, some basic stuff like
that.

374
00:19:12,360 --> 00:19:16,600
So, you know, talk about that.
And because sometimes reverse

375
00:19:16,600 --> 00:19:21,000
mergers can get a, it can have a
bad reputation because

376
00:19:21,320 --> 00:19:25,240
entrepreneurs, you know, just
like they do when it comes to

377
00:19:25,240 --> 00:19:28,920
equity crowdfunding, you know,
build it and they will come and

378
00:19:28,920 --> 00:19:32,960
they, you know, just get it.
You know, finally, you have to

379
00:19:32,960 --> 00:19:35,560
create the market.
And you did this.

380
00:19:35,560 --> 00:19:38,600
You were telling me the story of
safe space and how you created

381
00:19:38,600 --> 00:19:42,000
the market to get it to $2.00 a
share.

382
00:19:42,840 --> 00:19:48,840
And it's it's one of those
things where when you're, you

383
00:19:48,840 --> 00:19:52,840
know, it's people like I see, I
would go to these luncheons

384
00:19:52,840 --> 00:19:56,400
where companies that had done a
reverse are out, you know,

385
00:19:56,560 --> 00:19:59,080
peddling, they're talking about
their stock and it looks like

386
00:19:59,080 --> 00:20:01,840
it's great.
But if they don't get more, this

387
00:20:01,840 --> 00:20:03,240
is the thing about the stock
market.

388
00:20:03,560 --> 00:20:06,800
If they don't get more people
buying it than selling it, then

389
00:20:06,800 --> 00:20:10,600
the stock doesn't go up.
So, you know, you got to get in.

390
00:20:10,640 --> 00:20:13,680
And if you don't have like to
me.

391
00:20:14,200 --> 00:20:17,160
Well, I want to come back to
that on the different how I see

392
00:20:17,160 --> 00:20:20,800
with like one of the challenges
of reverse mergers compared to

393
00:20:20,880 --> 00:20:23,880
reggae plus process in creating
awareness.

394
00:20:23,880 --> 00:20:29,480
So tell the story specific to
safe space or how you you

395
00:20:29,480 --> 00:20:32,920
pivoted, I guess from my fallen
part to what you're doing now,

396
00:20:32,920 --> 00:20:35,920
which is public safety.
Yeah, So public.

397
00:20:35,920 --> 00:20:39,320
So when we were doing what we
were doing in the nursing homes,

398
00:20:39,320 --> 00:20:43,360
right, it's, it's AI technology.
We we've created this biometric

399
00:20:43,360 --> 00:20:47,880
facial recognition, which now is
used across many, many, many use

400
00:20:47,880 --> 00:20:49,960
cases.
We have 4 verticals.

401
00:20:49,960 --> 00:20:52,600
One of them is transportation.
So we're in the Kansas City

402
00:20:52,600 --> 00:20:56,440
Transit Authority in their buses
where the FIFA world tournaments

403
00:20:56,440 --> 00:20:58,600
coming, soccer tournaments
coming this summer.

404
00:20:59,480 --> 00:21:02,040
We're in the signature
healthcare, which again is

405
00:21:02,040 --> 00:21:05,440
nursing homes and we're in 25
facilities there and just signed

406
00:21:05,440 --> 00:21:08,600
up 7 more for those guys.
And we're doing fall detection

407
00:21:09,040 --> 00:21:12,600
and in investigations and just
there's many, many, many things

408
00:21:12,600 --> 00:21:14,960
that you can do there within the
nursing homes.

409
00:21:14,960 --> 00:21:18,000
And so in schools, the main
thing we're most proud of is

410
00:21:18,000 --> 00:21:21,080
schools, You know, we have a
mandate to eliminate all these

411
00:21:21,080 --> 00:21:23,960
school shootings And like
cameras are reactive.

412
00:21:24,080 --> 00:21:28,280
Our product is predictive.
So our AI looks, you know, we're

413
00:21:28,280 --> 00:21:31,120
AI first camera agnostic.
So we look out in the parking

414
00:21:31,120 --> 00:21:35,200
lot, it identifies the person,
place, thing, it detects the

415
00:21:35,200 --> 00:21:36,760
threat.
So if they're carrying a bomb, a

416
00:21:36,760 --> 00:21:40,080
gun, a knife, whatever.
Then once once it identifies

417
00:21:40,080 --> 00:21:43,920
that, it sends an alert TO911IN
form, which is a school resource

418
00:21:43,920 --> 00:21:46,840
officer in the school.
And he looks at his phone.

419
00:21:46,840 --> 00:21:49,040
Yeah, that's that's a real gun
and that's an alert.

420
00:21:49,040 --> 00:21:52,040
He pushes the button, school
locks down, calls 911, and we

421
00:21:52,040 --> 00:21:54,120
save lives.
So that's part of our motto is

422
00:21:54,120 --> 00:21:55,200
we have to save lives.
So.

423
00:21:55,720 --> 00:21:57,200
Yeah, so.
We're yeah.

424
00:21:57,200 --> 00:22:00,240
So we're excited about that and,
and we can just over and over

425
00:22:00,240 --> 00:22:02,120
and over how that's going to
work.

426
00:22:02,120 --> 00:22:04,840
And and so, yeah, it's it's been
a process.

427
00:22:04,840 --> 00:22:08,960
So again, when we reversed
merged, we again, you begin with

428
00:22:08,960 --> 00:22:10,960
the end of mine.
So my end of mine is New York

429
00:22:10,960 --> 00:22:15,360
American.
And also because when you told

430
00:22:15,360 --> 00:22:18,960
me before, part of your reason
for doing that was that you were

431
00:22:19,200 --> 00:22:23,560
you had struggled to get the
traditional Angel money and you

432
00:22:23,560 --> 00:22:27,800
had add pathway to this other
type of money that looks for

433
00:22:28,160 --> 00:22:31,240
those kind of, you know,
opportunity as a thinly traded

434
00:22:31,240 --> 00:22:35,840
company that can work their way
up to fully tradings, right.

435
00:22:35,840 --> 00:22:39,000
So that's that's why it's it's
important for the audience to

436
00:22:39,000 --> 00:22:41,960
understand that it is an
alternative.

437
00:22:42,120 --> 00:22:45,520
It's not it's not easier.
It's not, that's not really

438
00:22:45,520 --> 00:22:49,640
probably not cheaper and but it
is a way, it is a method, if

439
00:22:49,640 --> 00:22:54,720
you're willing to do it the
right way to be able to get the

440
00:22:54,720 --> 00:23:00,000
capital that you need in order
to to grow your business through

441
00:23:00,000 --> 00:23:01,480
the public market.
So, yeah.

442
00:23:01,480 --> 00:23:05,200
So talk about, so you've filed
with the goal to get to the New

443
00:23:05,200 --> 00:23:07,120
York Stock Exchange, I mean, you
said or?

444
00:23:07,480 --> 00:23:08,880
Yeah, yeah.
So, yeah.

445
00:23:08,880 --> 00:23:10,920
So it's a, it's a New York
American.

446
00:23:10,920 --> 00:23:15,240
So the good news is like for us,
we've taken the last five years

447
00:23:15,240 --> 00:23:18,560
to what I call checking boxes.
So you have to be what they call

448
00:23:18,560 --> 00:23:21,280
PCAOB compliant.
That's the largest, that's the

449
00:23:21,280 --> 00:23:23,400
biggest, best audit that you can
get.

450
00:23:23,400 --> 00:23:25,640
It's not a regular audit, but
it's a PCAOB audit.

451
00:23:25,720 --> 00:23:28,720
So we're PCA would be audited.
We've built a board.

452
00:23:28,720 --> 00:23:31,240
So you have to have an
independent board, independent

453
00:23:31,560 --> 00:23:33,600
comp committee member, board
independent.

454
00:23:34,760 --> 00:23:38,080
So you got comp and you got
audit and you got corporate

455
00:23:38,080 --> 00:23:39,840
governance.
So it's three independent board

456
00:23:39,840 --> 00:23:42,200
members that you have to have.
So we have three independent

457
00:23:42,200 --> 00:23:45,280
board members that fit those
slots plus an alternative board

458
00:23:45,280 --> 00:23:47,960
member that's not independent.
It's actually just a board

459
00:23:47,960 --> 00:23:50,960
advisor and can sell products
for us as well.

460
00:23:50,960 --> 00:23:54,280
So again, for us it's it's
meeting the shareholders.

461
00:23:54,280 --> 00:23:56,840
So you have to have like a
minimum of 400 shareholders.

462
00:23:57,120 --> 00:24:00,480
And when we started out, we had
one which is me and then and now

463
00:24:00,480 --> 00:24:03,320
we've got 1400.
So we've checked that box.

464
00:24:03,680 --> 00:24:06,280
You have to have what they call
a minimum $50 million market

465
00:24:06,280 --> 00:24:09,240
cap, which is basically share
price time, shares outstanding.

466
00:24:09,240 --> 00:24:12,640
So we've checked that box.
So the last box we have to check

467
00:24:12,640 --> 00:24:15,600
as we see here today is the
$2.00 share box.

468
00:24:16,040 --> 00:24:18,880
And so now that we have a
product that solves the problem,

469
00:24:18,920 --> 00:24:22,480
board, board members that that
can execute and are independent,

470
00:24:22,680 --> 00:24:26,480
a team that can execute on
selling the product, we're ready

471
00:24:26,480 --> 00:24:29,560
for that next step, which is get
it from $0.20 to $2.00 and

472
00:24:29,560 --> 00:24:30,880
that's a 10X return on your
money.

473
00:24:30,880 --> 00:24:35,120
So people buying our stock today
at $0.10 when we get to $2.00

474
00:24:35,120 --> 00:24:37,080
they made, you know, they made
good money.

475
00:24:37,400 --> 00:24:40,080
And it's kind of hard to do on,
on pink sheet companies because

476
00:24:40,080 --> 00:24:43,040
most pink sheet companies do not
file their reports.

477
00:24:43,040 --> 00:24:45,480
They do not file their queues,
they do not file their case,

478
00:24:45,480 --> 00:24:48,240
they do not file their annual
reports and they don't do the

479
00:24:48,240 --> 00:24:50,760
hard stuff.
But we, we play like pros.

480
00:24:51,240 --> 00:24:53,440
So we weren't on, even though
we're on the over the counter

481
00:24:53,800 --> 00:24:56,880
pink sheets, we're acting as if
we're already uplifted.

482
00:24:56,880 --> 00:24:59,360
So when we uplift, the only
different thing we wanted to do

483
00:24:59,360 --> 00:25:02,480
is have quarterly earnings
calls, which I've done that, you

484
00:25:02,480 --> 00:25:05,200
know, my whole life as well.
So it's, it's a, it's that

485
00:25:05,200 --> 00:25:08,360
exciting inflection point for us
to go to the next level.

486
00:25:08,360 --> 00:25:10,760
And that's, that's why I've been
up here in New York this week

487
00:25:10,960 --> 00:25:13,960
talking to institutions, talking
to research who can't cover us

488
00:25:13,960 --> 00:25:16,480
yet because we're not there yet.
But they like her story.

489
00:25:16,480 --> 00:25:19,480
And it's, you know, creates, you
know, creates excitement.

490
00:25:19,480 --> 00:25:22,400
And we're excited to be here.
Yeah, you got to plant those

491
00:25:22,400 --> 00:25:24,760
seeds.
You know, folks, here's what

492
00:25:24,760 --> 00:25:26,080
we're doing, here's what we're
going to do.

493
00:25:26,080 --> 00:25:28,240
And then when you do it, then
they'll be like, OK, you said

494
00:25:28,480 --> 00:25:29,680
you did what you said you're
going to do.

495
00:25:29,760 --> 00:25:34,040
Yeah, and you know.
One of the reasons why like so

496
00:25:34,040 --> 00:25:38,360
my one of my areas of focus for
companies raising capital is

497
00:25:38,360 --> 00:25:41,880
specifically in the pink sheets.
I mean in the reggae plus space,

498
00:25:41,880 --> 00:25:45,840
mostly because, you know, one,
it's a part of the equity

499
00:25:45,840 --> 00:25:49,920
crowdfunding I'm part of, you
know, that's you know, and it's

500
00:25:50,600 --> 00:25:56,320
and I fell and I and because I
have seen so many companies not

501
00:25:56,320 --> 00:25:59,760
do what they needed to do when
they elected to do a reverse.

502
00:26:00,040 --> 00:26:04,520
I mean, I put a bunch of of my
investors in my Angel group into

503
00:26:04,520 --> 00:26:10,720
a company that was a high tech
BioMed company and, and somehow

504
00:26:10,800 --> 00:26:14,080
that, you know, they, they had
been raising Angel money for a

505
00:26:14,080 --> 00:26:16,360
long time.
I think they would burn out on

506
00:26:16,360 --> 00:26:18,520
it.
And like, they were like, and

507
00:26:18,520 --> 00:26:22,040
somebody dangled this thing
like, Oh, we can do a reverse

508
00:26:22,040 --> 00:26:25,800
and get you money.
And what ended up happening was

509
00:26:25,840 --> 00:26:29,400
the company that did it got a
bunch of shares for their

510
00:26:29,480 --> 00:26:34,360
services and they basically
threw a back door of of another

511
00:26:34,360 --> 00:26:38,280
firm, dumped the stock and.
That happens all the time.

512
00:26:38,440 --> 00:26:42,240
Yeah, we have.
Public at like $6 a share and is

513
00:26:42,440 --> 00:26:46,360
now wobbling around under 2 and
the dollar.

514
00:26:46,520 --> 00:26:48,680
And.
Never been able to get back up

515
00:26:48,680 --> 00:26:52,640
because you know the to me, the
fundamental diff ones you risk

516
00:26:52,640 --> 00:26:55,560
the people dumping your stock.
But the real fundamental risk

517
00:26:55,680 --> 00:27:00,840
that most I see entrepreneurs
come in on this on is that in

518
00:27:00,840 --> 00:27:04,000
order they can just file
paperwork and spend some money

519
00:27:04,000 --> 00:27:06,240
and then there are a public
company you know over.

520
00:27:06,240 --> 00:27:08,920
The counter.
But then the hard work of going

521
00:27:08,920 --> 00:27:11,440
and creating your market,
getting it in front of

522
00:27:11,440 --> 00:27:14,360
investment bankers and, and they
always want to know, you know,

523
00:27:14,360 --> 00:27:16,400
what's your float, What's your
trade, right?

524
00:27:16,400 --> 00:27:18,600
What's your trade volume?
And if you're not doing trade

525
00:27:18,600 --> 00:27:20,880
volume, it's the pipe money for
people who don't know, that's

526
00:27:21,160 --> 00:27:22,920
private investment in the public
entities.

527
00:27:22,920 --> 00:27:26,600
And so there's institutions that
that's what they do, but they

528
00:27:26,800 --> 00:27:30,120
need to have float, they need to
have the trade stuff happening.

529
00:27:30,120 --> 00:27:33,880
Yeah.
With a Reggae Plus, in order to

530
00:27:33,880 --> 00:27:38,240
raise the money, you got to
create that market to begin

531
00:27:38,240 --> 00:27:41,320
with, right before you can go
public before you.

532
00:27:41,320 --> 00:27:42,400
I mean, that's the whole
purpose.

533
00:27:42,400 --> 00:27:44,680
You mean you have to finish
filing your paperwork and all

534
00:27:44,680 --> 00:27:48,040
that kind of stuff, but you have
to, you're growing in and

535
00:27:48,040 --> 00:27:51,640
creating your brand, creating
brand awareness by general

536
00:27:51,640 --> 00:27:54,800
soliciting to the public.
And it's sort of like a mindset

537
00:27:54,800 --> 00:27:57,520
that says, I have to prepare a
budget to do this.

538
00:27:57,800 --> 00:28:00,360
And for some reason, it seems
like with pink sheets, companies

539
00:28:00,360 --> 00:28:03,600
just think that they're, it's
just going to happen because now

540
00:28:03,600 --> 00:28:08,160
they're on the on the counter
and you know, and So what, what

541
00:28:08,280 --> 00:28:12,240
has been your experience?
And they kind of explain why you

542
00:28:12,280 --> 00:28:15,600
have you, you know why?
I mean, obviously you know how

543
00:28:15,600 --> 00:28:19,840
to do reverses, right, right.
But the pink sheets are fairly

544
00:28:19,840 --> 00:28:21,680
new.
We were talking earlier about

545
00:28:21,680 --> 00:28:25,080
how it is a way for a company
that's not yet, they didn't

546
00:28:25,080 --> 00:28:29,040
start out this way, but they now
allow public companies to that

547
00:28:29,040 --> 00:28:33,240
aren't fully trading to go raise
capital under under a reggae

548
00:28:33,240 --> 00:28:35,440
plus model.
But, you know, talk about that.

549
00:28:35,440 --> 00:28:38,000
Talk about sort of your
experiences in that space, why

550
00:28:38,000 --> 00:28:42,120
you would choose one or the
other, or why you think certain

551
00:28:42,120 --> 00:28:44,000
models fit better for certain
companies.

552
00:28:45,000 --> 00:28:49,240
Yeah, I mean, I've, I've always
and and again, there's, there's

553
00:28:49,240 --> 00:28:53,200
several ways to go public.
I've always literally did you

554
00:28:53,200 --> 00:28:57,040
know, and don't get, don't get
the reverse merger confused with

555
00:28:57,040 --> 00:29:00,400
once you're public a reverse
share exchange, right.

556
00:29:00,440 --> 00:29:03,800
So a lot of companies do that as
well and a lot of people get

557
00:29:03,800 --> 00:29:07,080
convinced like you did a reverse
merger versus as I know we did a

558
00:29:07,080 --> 00:29:11,240
reverse merger to go public.
And then again, then we can sell

559
00:29:11,240 --> 00:29:15,000
shares under what you know, what
they call Rule 144 and private

560
00:29:15,000 --> 00:29:18,200
placements.
So we, my path has always been

561
00:29:18,200 --> 00:29:21,520
that because now you're selling
to accredited investors and

562
00:29:21,520 --> 00:29:23,960
those are credit investors that
have invested before have to,

563
00:29:23,960 --> 00:29:26,960
you know, they have to hold
their shares for six months and

564
00:29:26,960 --> 00:29:29,400
then they become unrestricted
and then they can trade.

565
00:29:29,400 --> 00:29:31,760
And so again, if you don't have
any shares in the float, you

566
00:29:31,760 --> 00:29:34,760
don't have anything to trade,
and then it becomes a problem.

567
00:29:34,760 --> 00:29:36,920
So you want to make sure you
have a pretty good float.

568
00:29:36,960 --> 00:29:41,440
And again, if you got a stock
that's at $5.00 but only trades

569
00:29:41,440 --> 00:29:44,080
100 shares a day, then you
really don't have a public

570
00:29:44,080 --> 00:29:45,440
company.
You got it, You got a private

571
00:29:45,440 --> 00:29:47,320
company.
And so the key is whether it's

572
00:29:47,320 --> 00:29:52,200
$0.10 or $10 is that liquidity,
It's at trading volume, which

573
00:29:52,200 --> 00:29:55,520
again, as you work your way up
the capital stack, why you want

574
00:29:55,520 --> 00:29:57,840
to be on the NASDAQ or the New
York American or the New York

575
00:29:57,840 --> 00:29:59,960
Big Board?
Because again, as you roll up

576
00:29:59,960 --> 00:30:02,200
the capital chain, you have more
liquidity.

577
00:30:02,200 --> 00:30:04,560
When you have more liquidity,
you got better pricing on your

578
00:30:04,560 --> 00:30:06,200
stock.
And, and that's the kind of

579
00:30:06,200 --> 00:30:09,040
routes we have.
I haven't done many reggae

580
00:30:09,040 --> 00:30:12,840
pluses because I've done just
literally the reverse into, into

581
00:30:12,840 --> 00:30:15,240
public and then take my
shareholder base that I've had

582
00:30:15,240 --> 00:30:19,280
and sell them shares under 144.
Those shares get registered,

583
00:30:19,280 --> 00:30:22,920
they get in inside the float
and, and then it becomes

584
00:30:22,920 --> 00:30:24,920
trading, that becomes trading
vehicle.

585
00:30:25,600 --> 00:30:28,280
So but both, but both there, you
know, there's, there's again, it

586
00:30:28,280 --> 00:30:30,440
depends on what you like and
which route you want to go.

587
00:30:31,040 --> 00:30:33,320
You know, following those reggae
pluses are kind of, you know,

588
00:30:33,520 --> 00:30:35,840
you got to have the audited
financial for two years and a

589
00:30:35,840 --> 00:30:38,720
clean cap table.
You got to, you know, you got to

590
00:30:38,720 --> 00:30:41,640
start reporting and, you know,
transfer agent coordination and

591
00:30:41,640 --> 00:30:43,480
just all the things to go along
with it.

592
00:30:43,480 --> 00:30:45,200
And if you've never done it,
it's, you know, you need an

593
00:30:45,200 --> 00:30:47,120
advisor to help you do that.
And so, yeah.

594
00:30:47,440 --> 00:30:50,840
So that kind of leads into you
know I talked about

595
00:30:51,120 --> 00:30:54,920
underestimating the effort
because both require it to

596
00:30:54,920 --> 00:30:58,320
create your market and with
stockholders are there any other

597
00:30:58,320 --> 00:31:02,360
common patterns or pitfalls you
see when and we talked about not

598
00:31:02,360 --> 00:31:06,680
filing timely in your paperwork,
you see when they choose fund

599
00:31:06,680 --> 00:31:08,840
without understanding the
implications?

600
00:31:09,440 --> 00:31:10,840
Yeah.
I mean, again, it's, it's

601
00:31:10,840 --> 00:31:14,880
literally, you know, it's you,
you, when you choose that route,

602
00:31:14,880 --> 00:31:17,000
you have to commit to filing
timely.

603
00:31:17,000 --> 00:31:18,720
Otherwise you're just a private
company as well.

604
00:31:18,720 --> 00:31:20,680
Because if you don't file
timely, then you're out of

605
00:31:20,680 --> 00:31:22,160
compliance and you can't raise
money.

606
00:31:22,160 --> 00:31:23,800
And you know, again, you might
as well be private.

607
00:31:23,800 --> 00:31:27,680
So my first and foremost is a
commitment to have all the

608
00:31:27,680 --> 00:31:30,920
financials have current, you
know, QS and KS form 8, you

609
00:31:30,920 --> 00:31:34,080
know, 8 KS if you're have big
news and just do that part of

610
00:31:34,080 --> 00:31:35,880
it, right?
And then go grow the company

611
00:31:35,880 --> 00:31:39,160
over here at the same time.
So you're, you're getting all

612
00:31:39,160 --> 00:31:41,440
your accounting, right, you're
growing your company and then

613
00:31:41,440 --> 00:31:43,680
you're, and then you're coming
to New York and talking to

614
00:31:43,680 --> 00:31:46,160
research analyst and, and
getting ready for the next step.

615
00:31:46,160 --> 00:31:48,120
It's always looking six months
down the road.

616
00:31:48,400 --> 00:31:50,880
What can we do for the next step
and get ready for the next step?

617
00:31:50,880 --> 00:31:53,320
And you have this much cash on
the books.

618
00:31:53,400 --> 00:31:55,360
What's your burn rate?
And when are you going to be out

619
00:31:55,360 --> 00:31:56,520
of cash?
Because that's what happens to

620
00:31:56,520 --> 00:31:58,080
most companies.
They run out of cash and the

621
00:31:58,080 --> 00:32:00,800
vision dies and then you go to
something else.

622
00:32:00,800 --> 00:32:04,200
And so again, my job as CEO is
to make sure that we have plenty

623
00:32:04,200 --> 00:32:07,400
of runway to get us to, you
know, to get us to our goal.

624
00:32:07,400 --> 00:32:09,080
And.
And that's what happens to most.

625
00:32:09,080 --> 00:32:10,840
Pink, she comes.
They just run out of cash and

626
00:32:10,840 --> 00:32:14,000
they run out of runway and, and
they die and they just quit and

627
00:32:14,000 --> 00:32:16,120
they go out of business and it
just lays there.

628
00:32:16,120 --> 00:32:19,960
Yeah.
Me now Scott that is that is

629
00:32:19,960 --> 00:32:23,320
consistent with most companies
because I see Angel to the Angel

630
00:32:23,320 --> 00:32:29,360
to VC pathway is that you know,
angels, the both entrepreneurs,

631
00:32:29,360 --> 00:32:32,720
founders and angels often
underestimate the amount of

632
00:32:32,720 --> 00:32:35,240
capital it's going to take for
that company to get all the way

633
00:32:35,240 --> 00:32:37,760
to the point of being able to
exit, whether it's through

634
00:32:37,760 --> 00:32:39,880
acquisition or through a public
company.

635
00:32:40,800 --> 00:32:44,320
You know I was earlier I was a
guest on a on a somebody else's

636
00:32:44,320 --> 00:32:47,520
podcast, you know, because I'm
you know, I'm talking about my

637
00:32:47,520 --> 00:32:51,160
books, right yeah, Angel
investing and inside secrets to

638
00:32:51,160 --> 00:32:54,280
crowdfund investing.
And you know, part of the thing

639
00:32:54,280 --> 00:32:58,560
that I try to encourage Angel
groups to do is to look at

640
00:32:58,560 --> 00:33:05,680
Reggae plus an alternative to
the VC route because often time

641
00:33:05,680 --> 00:33:07,520
those companies aren't
candidates for private equity

642
00:33:07,520 --> 00:33:09,040
funds.
They're not big enough for their

643
00:33:09,040 --> 00:33:11,080
leveraged buyout thing.
And the model doesn't really

644
00:33:11,080 --> 00:33:13,760
work.
And so, you know, it is a

645
00:33:13,760 --> 00:33:17,040
pathway to get the capital
needed to get that next product

646
00:33:17,040 --> 00:33:19,880
out, to acquire the next
company, to expand into a new

647
00:33:19,880 --> 00:33:24,200
sector, whatever it may be, to
be able to then be a public

648
00:33:24,200 --> 00:33:26,600
company and get your exit
because they think they can

649
00:33:26,880 --> 00:33:30,280
build a multi $100 million
company with a $2,000,000

650
00:33:30,280 --> 00:33:32,000
capital that ain't never going.
To happen.

651
00:33:32,720 --> 00:33:34,200
That's not going to happen.
No, it doesn't.

652
00:33:34,200 --> 00:33:35,920
That's good.
Yeah, that's, that's great.

653
00:33:35,960 --> 00:33:39,440
Yeah, right, right.
So, OK, we got, we're, we're

654
00:33:39,440 --> 00:33:42,240
wrapping up here and I got one
more question for you, but I

655
00:33:42,240 --> 00:33:45,040
want to tell people they can
find out more about you at

656
00:33:45,040 --> 00:33:48,520
pitchequityfund.com.
And it's just like it sounds,

657
00:33:48,520 --> 00:33:55,080
pitch, PITCH equity, EQUITY fund
F und.com.

658
00:33:55,400 --> 00:33:57,680
Is there anything else you want
to tell people?

659
00:33:57,680 --> 00:34:01,440
A way to reach out to you?
Yeah, the that's for the real

660
00:34:01,440 --> 00:34:03,880
estate and private equity
company and then safe Space

661
00:34:03,880 --> 00:34:07,960
Global dot AI is for the public
company SSGC.

662
00:34:08,120 --> 00:34:10,960
And you like investing in
alternative investments.

663
00:34:10,960 --> 00:34:14,960
SSGC is the stock symbol.
And we'd love to love to have

664
00:34:14,960 --> 00:34:17,960
you look at our website and look
at our management team and look

665
00:34:17,960 --> 00:34:19,120
at the problem that we're
solving.

666
00:34:19,120 --> 00:34:23,239
And my job is to get retail
investors in and for the long,

667
00:34:23,280 --> 00:34:24,920
long haul and they grow this
thing.

668
00:34:24,920 --> 00:34:27,320
So it's, it's exciting and yeah,
we've made some new.

669
00:34:27,320 --> 00:34:29,320
Announcements.
I'm going to go look at it.

670
00:34:29,760 --> 00:34:31,639
You gotta look at it.
It's a great time, yeah.

671
00:34:32,000 --> 00:34:35,679
What does the safety that you're
the solution you're providing

672
00:34:35,800 --> 00:34:40,920
with that technology?
Yeah, is it, is it is it is

673
00:34:40,920 --> 00:34:44,400
needed and it's going to be.
I have a feeling that the the

674
00:34:44,400 --> 00:34:47,639
future's bright for that kind of
a cut for that company too, so.

675
00:34:48,400 --> 00:34:51,960
All my kids and tell their all
my kids grandkids to be able to

676
00:34:51,960 --> 00:34:54,719
tell her that grandpa solved the
school shooting problem.

677
00:34:54,719 --> 00:34:57,440
It's just, it should happen.
It's, it's, it's crazy and we're

678
00:34:57,440 --> 00:34:59,840
living in a crazy time and we
need to stop that and put it to

679
00:34:59,840 --> 00:35:01,560
bed.
And so I'm excited to be part of

680
00:35:01,560 --> 00:35:04,120
it.
Yeah, stop it before it happens.

681
00:35:04,160 --> 00:35:06,640
Yeah, yeah.
Predictive analytics, yeah.

682
00:35:06,800 --> 00:35:13,320
You know, so, OK, so you know,
if a CEO came to you today

683
00:35:13,360 --> 00:35:16,640
saying I want to explore non
traditional capital markets, of

684
00:35:16,640 --> 00:35:17,800
course I'm not going to use
those words.

685
00:35:18,440 --> 00:35:21,360
Yeah, yeah.
Non traditional guy, I need

686
00:35:21,360 --> 00:35:26,080
money and I can't raise it from
angels and VCs.

687
00:35:26,720 --> 00:35:31,880
What would be the top must do
steps, you know, to see whether

688
00:35:31,880 --> 00:35:36,400
they they even have what it
takes to go through a process of

689
00:35:36,720 --> 00:35:40,360
a reverse merger or reggae plus
or things like that.

690
00:35:40,360 --> 00:35:42,440
I know the answers that I would
say, but I want to hear what you

691
00:35:42,440 --> 00:35:44,800
have to say.
Yeah, I mean again, you know

692
00:35:44,800 --> 00:35:47,480
what, what is your product and
what problem does it solve?

693
00:35:47,480 --> 00:35:49,680
And if you got a product that
solves a big problem, then

694
00:35:49,680 --> 00:35:52,000
money's not the problem, is what
I would say.

695
00:35:52,760 --> 00:35:54,080
And.
But yeah, what was the quote you

696
00:35:54,080 --> 00:35:56,440
used?
Early money is made when

697
00:35:56,440 --> 00:35:59,360
problems are solved.
Yeah, money changes hands when

698
00:35:59,360 --> 00:36:01,720
problems are solved.
And the bigger the problem, the

699
00:36:01,720 --> 00:36:04,600
bigger the money.
And so, yeah, so we yeah.

700
00:36:04,600 --> 00:36:06,520
So we have 4 verticals, so
anybody.

701
00:36:06,520 --> 00:36:08,400
And I get people to come to me
all the time as a man.

702
00:36:08,960 --> 00:36:11,360
I don't, you know, and are you
passionate about it, Right.

703
00:36:11,360 --> 00:36:14,160
Everybody's like, you know, you
got to love what you do and you

704
00:36:14,160 --> 00:36:17,240
got to love your product.
And and if you got a product

705
00:36:17,240 --> 00:36:20,200
that solves a problem, then
money's usually not the problem.

706
00:36:20,200 --> 00:36:22,800
Just like real estate, you got a
great piece of real estate.

707
00:36:23,000 --> 00:36:24,840
Money's not the issue.
Most of the time.

708
00:36:24,840 --> 00:36:27,200
Money's the issue is, is your
real estate is not a good piece

709
00:36:27,200 --> 00:36:29,200
of property or there's something
wrong with it, whatever.

710
00:36:29,840 --> 00:36:33,160
So, yeah, you know, again,
there's money for everything.

711
00:36:33,160 --> 00:36:35,880
There's a lot of money sitting
on the sidelines looking for for

712
00:36:36,000 --> 00:36:39,560
for a home and it's a good time
to, you know, to be investing.

713
00:36:39,800 --> 00:36:42,080
Yeah.
So looking ahead three to five

714
00:36:42,080 --> 00:36:45,280
years, Yep.
OK, So the last question,

715
00:36:45,280 --> 00:36:47,880
looking ahead three to five
years, how do you see capital

716
00:36:47,880 --> 00:36:52,800
raising and public markets
transitioning, evolving for

717
00:36:52,800 --> 00:36:56,440
emerging companies?
Where is the you know, we have a

718
00:36:56,960 --> 00:36:59,160
a semi crisis that people talk
about.

719
00:36:59,160 --> 00:37:02,400
They're not as many companies
are going public as they have in

720
00:37:02,400 --> 00:37:05,840
the past and people keep trying
to pass laws, make it easier.

721
00:37:05,840 --> 00:37:08,400
That's kind of how reggae plus
happen.

722
00:37:08,400 --> 00:37:11,320
They feel like if we're not
competitive on the world stage,

723
00:37:11,560 --> 00:37:15,440
if companies can't, if there's
not capital liquidity for that,

724
00:37:15,560 --> 00:37:17,560
you know, are there, where
should where are the

725
00:37:17,560 --> 00:37:21,560
opportunities and where should
founders focus their energy in,

726
00:37:21,600 --> 00:37:26,560
you know, skating to that puck?
Yeah, I mean capital markets

727
00:37:26,560 --> 00:37:31,040
won't disappear, right, But they
will end up concentrating around

728
00:37:31,040 --> 00:37:34,360
quality.
Is is the way I look at it right

729
00:37:34,360 --> 00:37:38,960
now, the New York Stock Exchange
and the NASDAQ Stock Exchange

730
00:37:38,960 --> 00:37:41,720
are raising their equity
requirements.

731
00:37:41,720 --> 00:37:44,520
It used to be, you know, $4
million equity, $6 million

732
00:37:44,520 --> 00:37:46,040
equity.
Now if you want to uplift to

733
00:37:46,040 --> 00:37:51,760
the, to the NASDAQ or New York,
it's a, it's a $15 million

734
00:37:51,760 --> 00:37:54,080
shareholders equity.
So that changes the market quite

735
00:37:54,080 --> 00:37:56,200
a bit from the normal
traditional way, right?

736
00:37:56,200 --> 00:37:59,800
And so, but the markets will
reward, you know, like real

737
00:37:59,800 --> 00:38:02,960
revenue, real tag, real
governance, real dealer,

738
00:38:02,960 --> 00:38:04,440
everything.
So it'll be a concentrated

739
00:38:04,440 --> 00:38:08,280
effort.
And you know, reggae can be a

740
00:38:08,960 --> 00:38:11,120
big force in that with with
direct listings.

741
00:38:11,120 --> 00:38:13,720
I see direct listings where you
got a product, you go out and

742
00:38:13,720 --> 00:38:17,960
raise $15 million, go straight
to the bypass, the OTC's go

743
00:38:17,960 --> 00:38:19,680
straight to the NASDAQ or New
York.

744
00:38:19,760 --> 00:38:23,000
I see that as I mean, I mean, I
was at dinner last night and

745
00:38:23,000 --> 00:38:24,880
it's like, well, we're exactly
what was talking about, like

746
00:38:24,880 --> 00:38:28,200
brand, you know, building your
brand, like two companies are

747
00:38:28,200 --> 00:38:30,240
the same, but one has a brand,
they do the same thing, but

748
00:38:30,240 --> 00:38:33,000
one's got a brand.
Those those are those are going

749
00:38:33,000 --> 00:38:34,800
to get funded more than the non
branded.

750
00:38:34,800 --> 00:38:37,800
So spend time and money branding
whatever your product is, which

751
00:38:37,800 --> 00:38:39,400
is why we call it safe Space
global.

752
00:38:39,400 --> 00:38:42,520
It's a great name, it's a great
brand and we do the same thing a

753
00:38:42,520 --> 00:38:44,440
lot of other people do, but we
just do it different and do it

754
00:38:44,440 --> 00:38:46,840
better.
And so, you know, the mission

755
00:38:46,840 --> 00:38:48,760
and narrative, I think it's
going to come more important as

756
00:38:48,760 --> 00:38:51,920
well as founders go out and tell
their story and and they'll have

757
00:38:51,920 --> 00:38:55,960
a, you know, clear, distinct
path to to capital.

758
00:38:55,960 --> 00:38:59,120
But I think direct, direct,
direct offerings are going to be

759
00:38:59,160 --> 00:39:02,280
in the future that, you know,
you got the Texas exchange is

760
00:39:02,280 --> 00:39:05,320
trying to get opened up and
that's failed to that's failed

761
00:39:05,320 --> 00:39:06,960
to, you know, we can talk about
that.

762
00:39:07,400 --> 00:39:10,800
I know I was like, I'm like, I
when I heard that I was talking

763
00:39:10,800 --> 00:39:13,960
to Erica, I was like, we need to
do a show just on this.

764
00:39:13,960 --> 00:39:16,000
Why do we need another Stock
Exchange?

765
00:39:16,440 --> 00:39:18,160
Yeah, exactly.
Well, you know.

766
00:39:18,640 --> 00:39:20,440
Texas.
Texas, though, you know.

767
00:39:20,440 --> 00:39:23,640
Texas got to be Texas, right?
It's, it's, it's, it's crazy.

768
00:39:23,640 --> 00:39:26,760
So I think the market punishes
the toxic stuff that we've all

769
00:39:26,760 --> 00:39:29,000
seen the floorless convertibles
and all that stuff.

770
00:39:29,000 --> 00:39:30,680
And the SEC has cracked down a
lot of that stuff.

771
00:39:30,680 --> 00:39:32,680
But you know again, clean beats
clever.

772
00:39:32,840 --> 00:39:34,800
You know again.
Reggae race capital.

773
00:39:34,800 --> 00:39:38,560
Yeah, good sayings, clean.
Yeah, yeah, yeah, yeah.

774
00:39:38,560 --> 00:39:42,400
So, so that's it.
I mean, again, you always have

775
00:39:42,400 --> 00:39:44,640
to have options.
Like even me where I'm sitting

776
00:39:44,640 --> 00:39:47,920
today, like my options are
standard equity.

777
00:39:47,920 --> 00:39:49,960
Did you know deviation
increments or you know, there's

778
00:39:49,960 --> 00:39:52,520
all different types of
structures on Wall Street and

779
00:39:52,520 --> 00:39:54,600
most of me you just need to stay
away from.

780
00:39:54,960 --> 00:39:57,040
But Wall Street pitches you
everything.

781
00:39:57,040 --> 00:40:00,960
So being smart about and focused
about like if we do.

782
00:40:01,840 --> 00:40:05,000
This equity line of credit and
you set it up and then all of a

783
00:40:05,000 --> 00:40:07,520
sudden you're giving them the
right to sell your stock 5 days

784
00:40:07,520 --> 00:40:10,080
before they give you the money.
And what they do is sell it

785
00:40:10,080 --> 00:40:12,920
down, make a bunch of money and
then give you the give you the

786
00:40:12,920 --> 00:40:14,360
balance.
It's just, it's structured the

787
00:40:14,360 --> 00:40:16,560
wrong way.
And as she got onto them a year

788
00:40:16,560 --> 00:40:19,440
ago, thank goodness and find a
bunch of them and put a bunch of

789
00:40:19,440 --> 00:40:22,120
them out of business.
But again, me being as a banker

790
00:40:22,120 --> 00:40:24,360
and a CEO, I know both sides of
the story.

791
00:40:24,360 --> 00:40:27,200
So when I go in and sit down to
bankers that don't give me no

792
00:40:27,200 --> 00:40:29,280
crap, I've seen all the crap.
I used to do the crap and I

793
00:40:29,280 --> 00:40:31,600
said, let's do a clean deal.
It's good for you.

794
00:40:31,600 --> 00:40:33,600
Good for us and and go go make
money.

795
00:40:34,160 --> 00:40:37,400
I tell you, there's nothing that
can take the place of

796
00:40:37,400 --> 00:40:39,840
experience.
Yeah, no, enough.

797
00:40:39,960 --> 00:40:43,080
I got these Gray hairs from not
the failures, but the failures

798
00:40:43,080 --> 00:40:45,520
that I learned from.
I got the PhD in education and

799
00:40:45,520 --> 00:40:47,200
learning.
So I've learned enough that I

800
00:40:47,200 --> 00:40:49,560
want to teach people not to do
the things I did the past that

801
00:40:49,560 --> 00:40:52,600
the mistakes that I made.
So it's but that is your past,

802
00:40:52,600 --> 00:40:55,560
not that's what that's what you
know, gets you prepared for the

803
00:40:55,560 --> 00:40:57,280
future, right.
If I had to done some of the

804
00:40:57,280 --> 00:40:59,480
mistakes that I made in the
past, I wouldn't be prepared for

805
00:40:59,480 --> 00:41:01,960
the day where we're going.
And so that's I would tell

806
00:41:01,960 --> 00:41:04,120
people to take risks.
I mean, not take calculated

807
00:41:04,120 --> 00:41:06,280
risk, but you got to get off and
you got to take action.

808
00:41:06,280 --> 00:41:08,600
You got to do something.
Those people just sit around,

809
00:41:08,600 --> 00:41:10,120
think about it.
That's where dreams go and they

810
00:41:10,120 --> 00:41:12,240
die.
But you know, whoever's out

811
00:41:12,240 --> 00:41:14,400
there, if you've got a thought,
no idea, then just, you know,

812
00:41:15,880 --> 00:41:19,560
just go for it.
Yeah, OK with that.

813
00:41:19,600 --> 00:41:21,640
You know, I want to thank you
Scott.

814
00:41:21,640 --> 00:41:23,480
This has been incredibly
insightful.

815
00:41:23,760 --> 00:41:26,440
Thank you for breaking down on
only the mechanics, but the

816
00:41:26,440 --> 00:41:29,680
strategy behind capital
architecture financing, you know

817
00:41:29,880 --> 00:41:33,600
on the capital stack and non
traditional public paths and

818
00:41:33,600 --> 00:41:37,360
exits and mindset of the CEOs
where they need to bring to the

819
00:41:37,360 --> 00:41:41,200
table.
And you know, it's it's it to

820
00:41:41,200 --> 00:41:44,720
me.
It's, it's not, you know, the

821
00:41:44,720 --> 00:41:47,760
financial architecting is really
like you keep talking about

822
00:41:47,760 --> 00:41:52,080
checking the boxes.
It is methodical and and there

823
00:41:52,080 --> 00:41:55,040
is a clear road map.
If you have the right person

824
00:41:55,040 --> 00:41:57,040
doing this, it's not going to
cut corners.

825
00:41:57,280 --> 00:41:57,800
Not.
Going to.

826
00:41:57,920 --> 00:42:00,720
Over promise what can be
delivered or how long it's going

827
00:42:00,720 --> 00:42:03,840
to take or what is it going to
cost or you know, that kind of

828
00:42:03,840 --> 00:42:08,680
stuff.
And with every, every business

829
00:42:08,680 --> 00:42:14,680
that wants to scale brand
awareness, knowing about your

830
00:42:14,680 --> 00:42:18,040
company is a must to be a public
company.

831
00:42:18,040 --> 00:42:21,280
Whether you do it beforehand,
right?

832
00:42:21,400 --> 00:42:24,280
You know, you're either big
enough that you're a big tech

833
00:42:24,360 --> 00:42:26,640
name and you can go public and
no problem.

834
00:42:26,640 --> 00:42:30,320
There's only cost you, you know,
$100 million to do it right.

835
00:42:31,240 --> 00:42:35,920
Or you're an also known name and
you got to commit to spending

836
00:42:35,920 --> 00:42:39,720
the money whether you're getting
ready to go raise capital to

837
00:42:39,720 --> 00:42:44,640
Reggae plus you're you know
you're going to be going into a

838
00:42:44,640 --> 00:42:48,000
reverse, but have a private
direct offering as part of that,

839
00:42:48,280 --> 00:42:51,160
whatever it might be that you're
legally allowed to talk about.

840
00:42:51,160 --> 00:42:53,400
Because if you're just doing
straight up private placement

841
00:42:53,400 --> 00:42:57,840
memorandums and not set up in a
public to be able to general

842
00:42:57,840 --> 00:43:00,200
solicit.
Hello entrepreneurs out there

843
00:43:00,440 --> 00:43:01,000
you.
Can't.

844
00:43:01,760 --> 00:43:04,080
You can't do exactly.
Like a public company, unless

845
00:43:04,080 --> 00:43:07,400
you are a public company or on a
pathway to a public company, so.

846
00:43:07,720 --> 00:43:09,560
Yeah, that's great.
It's great.

847
00:43:09,560 --> 00:43:10,240
Doug.
It's Karen.

848
00:43:10,240 --> 00:43:13,040
Yeah.
And so you're going to go to

849
00:43:13,560 --> 00:43:17,920
Scott, connect with Scott over
at pitch equity fund dot Yep,

850
00:43:20,160 --> 00:43:25,520
save space dot AI, was it?
Yeah, Safe space Global dot AI,

851
00:43:25,960 --> 00:43:29,200
that's our website.
Global dot AI and then for me

852
00:43:29,200 --> 00:43:34,440
it's going to be just go to
kieranrands.co, my name with a

853
00:43:34,520 --> 00:43:41,920
CEO for company
aiunderneathyouknow.co for

854
00:43:41,920 --> 00:43:43,480
company.
This is where you get there and

855
00:43:43,480 --> 00:43:46,120
it's a contact page.
There's a couple of you get some

856
00:43:46,120 --> 00:43:50,280
free gifts if you go there.
All that and please, you know,

857
00:43:50,680 --> 00:43:55,240
we cover a lot of good ground
and I get feedback from

858
00:43:55,240 --> 00:43:57,400
listeners all the time about
wow.

859
00:43:57,640 --> 00:44:00,160
Had no idea till I heard your
podcast.

860
00:44:00,160 --> 00:44:02,920
It was fascinating.
Not sure how I'm going to use

861
00:44:02,920 --> 00:44:04,120
that information.
But.

862
00:44:04,480 --> 00:44:08,120
It was fascinating and and you
know, other people need to know

863
00:44:08,120 --> 00:44:10,120
that other people need to know
something to talk about.

864
00:44:10,120 --> 00:44:13,360
So please put a put a five star
there.

865
00:44:13,360 --> 00:44:15,320
Go figure out, use it to Scroll
down.

866
00:44:15,320 --> 00:44:19,520
Every system is different, you
know, share it with somebody,

867
00:44:20,120 --> 00:44:22,800
share this podcast out there,
put it on your LinkedIn and say

868
00:44:22,800 --> 00:44:24,880
you listen to it.
I really appreciate it.

869
00:44:24,880 --> 00:44:27,440
You can't even imagine how much
it helps with just that little

870
00:44:27,440 --> 00:44:30,160
bit of effort.
So yeah, thank you so much for

871
00:44:30,160 --> 00:44:32,280
tuning in to the Compassionate
Capitalist Show.

872
00:44:32,680 --> 00:44:35,240
Thank you, Scott.
Onwards and upwards.

873
00:44:35,840 --> 00:44:39,160
Enjoy it.
Thank you for listening to this

874
00:44:39,160 --> 00:44:42,000
podcast, The Compassionate
Capitalist Show, brought to you

875
00:44:42,040 --> 00:44:46,760
by Cougar and Capital Holdings
with Carrot Brands as host.

876
00:44:49,560 --> 00:44:53,560
You are encouraged to visit the
website kugarand.com to learn

877
00:44:53,560 --> 00:44:58,000
more about how Karen and her
team help investors and Angel

878
00:44:58,000 --> 00:45:01,960
groups make money by avoiding
investing in deals that suck.

879
00:45:02,320 --> 00:45:05,760
And how the Kugarand Capital
companies and partners help

880
00:45:06,080 --> 00:45:09,600
entrepreneurs breakthrough their
barriers to capital and live

881
00:45:09,600 --> 00:45:11,960
their dream by building
companies that can scale and

882
00:45:11,960 --> 00:45:16,360
create generational wealth for
their founders and investors.

883
00:45:16,840 --> 00:45:20,800
If your business could benefit
from exposure to our audience of

884
00:45:20,800 --> 00:45:23,920
business executives,
entrepreneurs, and investors, we

885
00:45:23,920 --> 00:45:26,480
are seeking financial partners
and sponsors for the

886
00:45:26,480 --> 00:45:29,800
Compassionate Capitalist Show to
help us take this podcast beyond

887
00:45:29,800 --> 00:45:33,760
our 150,000 listeners and
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888
00:45:33,760 --> 00:45:38,120
Compassionate capitalist
movement by making this a Top 50

889
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business podcast.
The Capacity Capitalist Show is

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available on YouTube, Apple
Podcasts, iTunes, TuneIn,

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Stitchers, Spotify, Pandora, and
Google Podcasts.

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00:45:48,120 --> 00:45:51,440
Contact us at karenrands.co to
learn more.

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00:45:51,800 --> 00:45:54,760
And as a listener, you can do
your part of the Compassionate

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Capitalist movement by
subscribing wherever you listen

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to podcasts and sharing this
show with your friends and

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colleagues.
Be sure to pick up your copy of

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Karen's bestseller that launched
the Compassionate Capitalist

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movement.
Inside secrets to Angel

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00:46:11,280 --> 00:46:14,480
investing.
A step by step strategies to

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00:46:14,480 --> 00:46:17,560
leverage private equity
investment for passive wealth

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00:46:17,560 --> 00:46:20,840
creation.
Thank you for listening.