Investment Banking Services

As registered representatives of Advisory Group Equity Services, RHK professional’s offer the following services to our investment banking clients:

• Public Offerings: IPOs, Primaries, Secondaries, CMPOs, Bonds
• Rights Offerings: Plain Vanilla, Backstopped, Dual Source, Standby Underwritten
• ATMs: At the Market Offerings
• Private Placements and PIPEs: Both Unsolicited and Solicited
• Debt Offerings: Secured and Unsecured
• Exempt Offerings: Regulation D, Regulation S, Regulation A, 506, 506(c), 144A, 3(a), etc.
• Mergers & Acquisitions, MBOs
• Special Situations

RHK’s team has helped companies source capital in a variety of industries, including biotech, consumer goods, energy, healthcare, oil and gas, real estate, telecommunications, technology, and others. We utilize our relationship network and the extensive investment banking experience of our professionals to provide top-tier service for our clients. At RHK, we deliver tailor made solutions designed to try to maximize value and create opportunities for future growth. Our attentiveness and out-of-the-box creative thinking will help you achieve your financial goals and more, yielding the results you expect and the financial partnership you desire for the long term.

Equity Capital Markets

Our ECM team combines market insight with deep corporate finance knowledge to develop capital raising solutions for companies around the globe. We structure and execute equity and equity-linked offerings that align our client’s our client’s growth and balance sheet goals. We offer solutions such as Initial Public Offerings, Secondary Offerings, Rights Offerings and more.

Rights Offering Specialists

At RHK Capital, we are specialists in the niche Rights Offering space, facilitating creative solutions and structures that are tailored to the client’s needs. As a testament to our team’s expertise and track record of success, Overstock.com selected us to underwrite the historic first crypto-security on their t-zero platform, further cementing our position as a leader in the field. Companies in a broad spectrum of industries have been launching rights offerings to take advantage of the many benefits this unique capital raising structure. Rights offerings are a viable and thriving tax-efficient means of raising capital in the current market from existing supportive shareholders and broker-dealers, while at the same time preventing dilution and preserving tax loss carry-forwards.

A right offering is essentially a democratization of the public offering process and an intelligent capital formation strategy, which allows an issuer to offer to existing shareholders through all domestic and foreign broker-dealers (via a tax-free dividend of subscription rights to all shareholders of record) the right but not the obligation to purchase more stock of the company (or a subsidiary of the issuer) via the exercise of subscription rights. The rights are distributed to all existing shareholders through all broker-dealers as of a specific dividend record date and the offer is made available on a discounted, pro rata ownership basis only to those who have bought the stock prior to the record date.

Sample Transactions

Overstock.com- OTSK

Company Description: Overstock.com, Inc. (NASDAQ:OSTK) is an online retailer based in Salt Lake City, Utah that sells a broad range of products at low prices, including furniture, rugs, bedding, electronics, clothing, and jewelry.

Rights Offering Metrics: The offering consisted of a Series A Preferred Shares (“Series A”) and Series B Preferred Shares (“Series B”) at a subscription price of $15.68 per share (95% of the common stock 5 day WVAP ending on and including December 6, 2016). The offering made history by executing the Series A transactions as a crypto-security through the t0’s proprietary blockchain trading platform.

Indicators of Success: The company successfully raised $10.9 million, or 2.95% of its market cap prior to the announcement of the rights offering. There were 695,898 shares sold during the offering, ~18% were Series A Blockchain shares. The market capitalization of the company increased to 439.14M by the end of the subscription period

Cemtrex– CETX

Company Overview: Cemtrex provides manufacturing services of advanced custom engineered electronics, industrial contracting services, monitoring instruments for industrial processes and environmental compliance for companies around the globe.

Rights Offering Metrics: Offering a  series 1 preferred stock, paying cumulative dividends at the rate of 10 percent of the purchase price per year, and two five-year series 1 warrants, upon the exercise of subscription rights at the purchase price of $10.00 per unit. The exercise price of the series 1 warrants was set at $6.31 per share.

Indicators of Success: The company successfully raised $14,018,750, or 24.8% of its market cap prior to the announcement of the rights offering. The average daily trading volume increased to a high of over 1.932M shares during the subscription period and Cemtrex’s market cap was raised by $8.85M to $62.02M.

Debt Capital Markets

RHK Capital’s debt and structured credit group focuses on raising debt financing for public and privately held companies in the lower and middle market.   We have decades of banking, lending, investing and operating experience in a variety of industries.

Today’s economy is filled with possibilities that requires an all-encompassing solutions platform to achieve the lowest cost of capital. Growth stage companies seek working capital to continue product development as well as to fund daily operational costs without their shareholder equity becoming diluted. Debt capital financing offers businesses ways of funding working capital needs with revolving lines of credit, term loans, recurring revenue loans, equipment and asset-backed loans, or a combination of these in a structured product.

At RHK Capital*, we work closely with our clients to optimize preferences and needs, including cost of capital and structure of debt. In addition to determining the most and efficient and effective strategy and process, the RHK Debt Capital Markets Team manages execution from the initial positioning to final negotiation, and opens doors to a wide array of debt capital lenders, specialty credit funds and institutional investors that are able to provide:

• Senior secured debt
• Bridge financing
• Second-lien, subordinated and mezzanine facilities
• Unitranche facilities
• Special situations financing
• Venture debt
• Public and private high-yield notes

Private Placements

The RHK* team assists private companies with raising equity capital at various stages of the company’s growth cycle. Having been entrenched in the Fairfield County/New York financial sector for 20+ years our professionals have access to a strong relationship network with capital sources around the country. We work with growth and middle-market companies in a variety of industries including:

¨ Communications

¨ Consumer

¨ Healthcare

¨ Industrial

¨ Energy/Alternative Energy

¨ Natural Resources

¨ Life Sciences

¨ Technology

Real Estate

Our real estate capital markets platform aims to simplify equity and debt capital raising process for real estate developers/sponsors. RHK* has a deep relationship network which it uses to source equity and debt capital for public and private companies. We can assists publicly traded REITs through our equity and debt capital market groups, or work with private developers/companies to raise capital on a project by project basis. Our team works both independently and with our strategic partners to raise capital in a variety of structures and asset classes. We focus on building strong relationships with our clients and providing top-tier service to create an atmosphere of success.

We will review all projects needing an equity investment of $3M-$200M with a focus on equity investment prospects 10mm+; we will review all projects needing a debt investment of $5M-$500M. We can work with both private and public companies, and are able to assist with various services beyond raising capital through our strategic partners. Our advisory services help clients with every step of the process, from creating the initial marketing materials to negotiating the closing documents. Our platform is entirely success based, we only get compensated if we succeed in raising the capital for an assignment.

Recent Transactions

Representative transactions

1. Transaction completed at Source Capital Group.

Investment Banking Team

At RHK Capital, our people are our greatest asset. The Investment Banking team comes from a diverse background of Wall Street experience, creating a range of talent not typically seen at a boutique investment bank. Our professionals have worked at some of the leading primary and regional financial institutions such as GE Capital, Merrill Lynch, UBS, Smith Barney, Oppenheimer and Janney Montgomery.

In addition, our bankers draw from experience across a broad range of industries to add value to our clients through well-rounded, informed advice. Our investment bankers, supported by our talented team of analysts, work together to serve our client’s needs while adhering to the highest standards of quality and integrity.