I know there is a link earlier in the thread to this story...but here it is anyway.
Party On!
A Web start-up backed by a high-powered cast of Wall Street financiers takes a curious route to the public markets.
By Mark Gimein
The dramatis personae reads like the cast for a sequel to Oliver Stone's Wall Street: There's the Wall Street wunderkind who made it to managing director of Morgan Stanley before his 30th birthday. There's the lawyer who started his own leveraged-buyout boutique and married a national waterskiing champion. And there's the Canadian financier who was the king of corporate greenmail – until his precariously leveraged empire crumbled, one of the last casualties of the go-go '80s.
These aren't characters in a movie; they're members of the board of directors at iParty, a New York-based start-up. As the name implies, iParty plans to sell party goods – cakes, balloons, favors, flowers, entertainment, catering services – over the Web, using both national and local companies for fulfillment. Content for the site is being designed by iVillage.
Among the more familiar members of the iParty cast is New York financier Robert Lessin, chairman and CEO of the online investment bank Wit Capital and an investor in a number of Web start-ups. Less known, but no less well-connected, is Byron Hero, a lawyer and investor who bought control of struggling hosiery maker Danskin in 1986, then turned it around, took it public and eventually got tossed out by the company's board. The third player is Samuel Belzberg, a Canadian corporate raider who was allied with T. Boone Pickens and Drexel Burnham in some of the great 1980s takeover battles.
On the surface, iParty looks like any number of start-ups planning to leverage the efficiencies of the Web. But below the surface, iParty looks like something else: a company started by financiers to take swift advantage of Wall Street's fascination with the Web.
Lessin, the company's chairman, Hero, the CEO, and Jim McCann, founder of 1-800-Flowers, incorporated iParty a year ago. Hero says the group saw a chance to grab a piece of a highly fragmented business at a reasonable cost. "It's not the kind of business in which you take a lot of money and wave it over a Bunsen burner," he says.
What makes iParty an oddity is how it decided to finance itself. Skipping the usual route – venture funding, followed a few years later by an IPO – iParty sought a quicker road to riches. The company last year engineered a "reverse merger," sliding iParty's operations into a dormant company called WSI Acquisitions.
WSI, a remnant of a long-forgotten Belzberg-led buyout, had $2 million in the bank, stock traded on the Nasdaq Bulletin Board system – "the pink sheets" – and no operations. In the merger, Lessin, McCann and Hero got 50.1 percent of the combined company, which took the iParty name. Belzberg and Ajmal Khan, a Vancouver investor and frequent Belzberg ally, got board seats.
Merging your business into a public shell with stock traded on the Nasdaq Bulletin Board, the lowest rung of the equity market, isn't a highly regarded tactic on Wall Street. It's a method for moving a company into the public markets quickly, cheaply and without the disclosures and scrutiny that accompany an IPO.
Hero says that in the next few months iParty will file a registration statement with the SEC that will make more data about the company public. His plan: List on the American Stock Exchange. That's a strange choice for a Net company – most trade on the Nasdaq National Market System – but it would be an upgrade from the Bulletin Board and would improve the stock's chances of attracting investor attention.
Hero, who says the plan to merge with a shell originated with Belzberg and his associates, contends the strategy shouldn't hurt the company.
"Historically," Hero says, "there's been some stigma attached to reverse mergers. But this is a company that investors will know is clean. It's got some good people involved. It's not some anonymous shell."
Maybe so. But the track records of the people involved with iParty aren't unblemished. While Hero succeeded in turning around Danskin, for instance, the company's stock went into a tailspin almost immediately after a 1992 public offering. Belzberg once specialized in buying up large blocks of stock and getting companies to effectively pay him ransom so he wouldn't take over. In one case, Belzberg's holding company, First City Financial, had to pay back $2.7 million after the SEC charged the company with illegally concealing the size of its holdings in Ashland Oil.
As Hero admits, a public stock gives investors instant liquidity and lets them cash in without waiting for an IPO. If the market for Net stocks stays as hot as it has been recently and iParty's stock rises, it will not be a big surprise to see a seasoned player like Belzberg take the chance to make a few million dollars with all deliberate speed. |