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Private Placement 

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PRIVATE PLACEMENT OFFERINGS

Capital Fund Law Group advises companies and entrepreneurs on raising equity and debt capital through Regulation D private placement offerings. We assist clients in navigating the rapidly evolving securities laws and SEC regulations. We have experience preparing private placement offerings through various Regulation D offering structures and in every major industry sector, including investment funds, real estate, oil and gas, lending and finance, medical devices, food and beverage, manufacturing, film finance, automotive, and others.

Within the basic structure of a private placement offering, an issuer has numerous options, from convertible securities (debts that convert to equity upon certain events) to priority distributions and resumptions. Not one structure fits every issuer. The offering structure is largely driven by investor appetite for the particular investment.

To effectively raise capital through a Regulation D private placement, a company must safely navigate the complex regulatory structures that govern the offering. Unintentionally deviating from regulatory disclosure requirements can result in severe consequences for the issuer, its directors, officers, and managers. Experienced legal counsel is vital in guiding companies through their various responsibilities and can help managers avoid devastating mistakes as they raise capital. 

EXPERIENCED LEGAL COUNSEL & FLAT-FEE SERVICES

At Capital Fund Law Group, our services include start-to-finish counsel with all aspects of preparing a private placement offering, including selecting the proper exemptions, structuring the offering terms, preparing the necessary documentation to create additional classes of security interest, preparing the private placement memorandum (PPM), filing the federal Form D filings and advising the company on legally marketing the offering.

Our client-tailored flat fee ensures no unexpected, hidden charges during the legal process; we concentrate our expertise on your specific legal needs. Our attorneys welcome an initial consultation to discuss your investment goals. During your consultation, we will detail our private placement services and customizable post-launch legal compliance program.

Below are reading materials that provide more details about private placement offerings.

Structuring a Private Placement Offering                                     

Read Blog Post

Preparing a Private Placement                 

Read White Paper

Schedule your complimentary consultation with one of our experienced attorneys to discuss the legal structure, regulatory requirements, timeline, and costs of forming a private placement offering.

Schedule a consultation

Private Placement Resources

Information & Downloads

Forming-Operating-a-Hedge-Fund

Raising Capital Through a Regulation D Private Placement     | by John S. Lore, Esq.

This eBook provides a guide through the process of raising capital by a private securities offering through the use of a private placement memorandum (“PPM”). The eBook explores the various components that are involved in structuring and preparing a private securities offering, including: how to determine the offering structure, choosing the proper registration exemptions, and marketing the offering to qualified investors.

Read Now

Structuring-and-Preparing-a-Private-Placement

Preparing A Private Placement | by John S. Lore, Esq.

To effectively raise capital through a Regulation D private placement, a company must safely navigate the complex regulatory structures that govern the offering. Unintentionally deviating from regulatory disclosure requirements can result in serious consequences for the issuer and its directors, officers, and managers. Experienced legal counsel plays a vital role in guiding companies through their various responsibilities and can help managers avoid devastating mistakes as they raise capital.

This white paper describes a private placement for an operating company in a debt or equity capital raise by a single company. For information on structuring an offering for a multi-asset pooled investment fund, such as a private equity fund, real estate fund, or hedge fund, please see our white paper entitled: Investment Fund Legal Documents.

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Real-Estate-Fund-Sample-PPM-Document-Excerpt

Real Estate Fund Sample PPM Excerpt | an example document

The Following is a concise model excerpt of a private equity fund private placement memorandum (PPM). The PPM is based on a fictitious closed-end real estate fund investing in  multi-family  residential real estate in California.

The excerpt highlights many of the fund investment terms that should be considered when forming in a private equity real estate fund. The excerpt is intended to provide an idea of the type of information and level of detail that should be expected in a fund and provide a starting point for discussions with an investment fund attorney

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