Whitehall Company began operations in 1980 with offices in Beverly Hills, California. The company provided corporate finance services and arranged private placements. In 1983 Whitehall completed its first reverse merger using a public shell to take the private company public.
In 1984 Whitehall opened an office in Switzerland to serve European banks by restructuring their troubled loans in the US and taking European companies public in the US by merging them into a shell company that was listed on the US stock exchange. Most of these transactions were followed by a private placement.
Cross Border Mergers
Completing a reverse merger between a foreign company and a US public shell company required Whitehall to coordinate the securities laws of a European country and the US Securities and Exchange Commission and the state laws where the public company was incorporated. Whitehall also needed to coordinate International GAAP with US GAAP in order to maintain the US listing of the public.
Whitehall completed cross-border Go Public transactions in Switzerland, Italy, France, Germany, and the UK. Whitehall also provided advisory services to European financial service providers interested in accessing Level Two NASDAQ for cross-border securities trading.
Whitehall managed all aspects of taking European private companies public, listing the company on the US stock exchange, and the investor rollout. The fundraising was done by the sponsoring bank.
Whitehall’s Brokerage Firms
Whitehall became a minority partner in three US brokerage firms. These firms served emerging growth companies seeking additional capital. Whitehall purchased a small brokerage firm with a single office and six representatives. Whitehall expanded the brokerage to eight branch offices and 243 brokers. This firm was an active market maker and focused on serving emerging growth companies. Whitehall elected to sell this firm to its branch managers to allow Whitehall to spend more time on its foreign business opportunities.
Whitehall’s Landmark Transactions
In 1989 Whitehall opened an office in Hong Kong to provide investment banking services. At the time Chinese companies could not list their shares in the United States because China had not established accounting standards. Whitehall solved the problem of the lack of accounting standards by having a British Virgin Islands (BVI) company have an audit performed under International GAPP, audited by a Hong Kong auditor approved to perform International GAPP audits for a BVI company. The US shell company auditor was able to convert BVI’s International GAPP Audit into a US GAPP Audit.
The SEC allowed the transaction because we were able to provide an International GAPP Audit of the Chinese company that was convertible into a consolidated US GAPP audit. The transaction was quite novel because the insertion of the BVI company satisfied the auditing standards for the Securities and Exchange Commission, and also the US Internal Revenue Service, which recognized that the profits of the Chinese company had no obligation to pay US income taxes.
Services Provided to Other Investment Bankers
This transaction caught the attention of investment bankers in Hong Kong and on Wall Street who had Chinese companies anxious to get listed and raise money in the US. Whitehall provided consulting services to many of the US and Hong Kong investment bankers who were involved in taking their client companies public in the US. Whitehall continued providing its consulting services on US-China transactions through 2008. In 2009 Whitehall withdrew its advisory services in Europe and China to focus on US markets.
In 2022 Whitehall returned to providing financial advisory services. We are focusing on taking emerging growth companies public, arranging mini-IPOs, and listing them on a stock exchange.