Property/Equity Fund Development
Accredited Offering works with clients in the United States to establish Property Funds with the ability to raise $5 million to $20 million+. We provide a full comprehensive package from start to finish. Our Fund Establishment Package includes the following;
Entity Registration with Wyoming for Fund & Fund Manager
Fund Limited Partnership Agreement
Email Campaigns to 2+ Million Connections
Presentation to Private Investor Group
Fund Private Offering Memorandum
Fund Subscription Agreements
Fund Offering Presentation Package
Featured Listing on AccreditedOffering.com
Fund Offering Presentation Website
Our services matrix spans the entire spectrum of preparation and execution services for a Regulation D private placement securities offering: from defining transaction structure and valuation through development of the Private Placement Memorandum and assistance with related SEC filings.
Pre-Offering Transaction Structure and Offering Preparation Consulting
The first phase of developing a private placement offering is defining the structure of the offering transaction. Our consulting spans the entire matrix of Regulation D Offering preparation; from setting initial offering data, company valuation, and transaction structure, through guidance regarding promotion of the Offering. We provide customized guidance to the client on such critical topics as:
- Choosing an SEC exemption that best fits the client’s needs, maximizes efficiency, and reduces State Blue Sky regulatory issues;
- Deciding between an equity offering or debt offering, discussion of the advantages and disadvantages of each and the differences between equity investors and debenture investors;
- Developing concise, attractive transaction structure including pricing the shares or notes and deciding between common, preferred, or convertible preferred equity; Setting the capitalization structure of the company – specifically how many shares of total authorized share/unit capital is appropriate for the client’s current transaction and any future growth;
- Development of several possible exit strategies; Analysis of the business with a focus on identifying weak areas and providing recommendations to strengthen those areas pre-offering;
- Setting a minimum offering amount and minimum investment amount;
- Development of investor return models and valuation techniques;
- Determining alternative financing that can be utilized in conjunction with the private capital to produce the most cost effective capitalization plan possible;
- Guidance regarding possible marketing tactics and resources and the priority in which the client should utilize these tactics and resources;
- Assistance with State Blue Sky filings;
Structuring your offering properly is a critical aspect of raising capital from investors successfully. Put our extensive knowledge and experience to work for your company and ensure you have concise and compelling structure for your capital raise.
Presentation Grade Private Placement Offering Document Preparation
Regulation D Resources has earned a stellar reputation in the industry for developing high specification Regulation D offering documents that meet the SEC’s strict “Form 1A” specification. Form 1A is the same standard of disclosure as mandated in registered type offerings and provides our clients with offering documents of unparalleled quality.
Developing a PPM to Form 1A requires more effort, but it ensures our clients are providing full disclosure to their investors through a high grade prospectus. Further, the Form 1A standard is the same standard the compliance officers at broker-dealer firms will require to approve a transaction for sale through their firm. Thus, our clients are well prepared for accessing FINRA broker-dealer firms for the potential retailing of their offering to that firm’s investor clients.
Each PPM is also developed to our Presentation Grade™ standard which provides an ultra high specification “Tier 1” level prospectus package with fully customized graphics and content that is specific to the client’s business and industry and far exceeds “text only” PPM documents.
We provide assistance in the development of the following offering document deliverables including:
- Presentation Grade™ Private Placement Memorandum (“PPM”): The PPM is the disclosure prospectus which provides full disclosure to investors prior to investing. Every PPM we prepare is custom drafted to the highest SEC standard – “Form 1A”. This ensures our clients have a disclosure document that meets the highest SEC specification for disclosure level and format. Our expert staff works directly with the Client to ensure all aspects of the PPM document meet or exceed SEC standards. This includes; modification of risk disclosure to meet the specific needs of the Client’s industry and transaction; review and modification of corporate content to ensure full disclosure and proper context; review and modification of transaction structure and related data; and guidance on needed exhibits like financial statements, operating agreements, contracts, etc.
- Subscription Documentation: RDR provides assistance with the development of the necessary subscription documentation which serves as the sales contract for selling the securities (stock, LLC membership units, notes, bonds, etc.) to the investors;
- Term Sheet: a summarized version of the offering terms used for certain initial contact and interaction with investors;
- Investor Suitability Questionnaire: The investor suitability questionnaire provides you with certain critical information about the investors financial wherewithal and status as an accredited or non-accredited investor;
- Bond or Note Agreement: RDR provides clients assistance with drafting of a bond or note agreement that, in debt offerings, serves as the debenture agreement between the investor and the company.
Offering Execution Support — SEC Filings, 506(c) Advertising Compliance, and State Filings
One of the key services we provide clients is offering execution support. This involves the following guidance and support:
State and Federal Securities Filings
Private placement offerings are subject to filing requirements at the State and Federal level. We provide critical support to our clients to ensure they have accurate securities filings at the State and Federal level. Our services include:
- U2 Filing Review: this filing is utilized at the State level
- Form ID EDGAR Access Filing Review: EDGAR is the system used by the SEC to transmit and manage your SEC filing. We review your Form ID EDGAR access filing for accuracy ensuring your EDGAR account is properly created with the SEC.
- Form D Federal Filing: Utilized with the SEC to ensure all sales are in compliance with SEC filing guidelines. We provide review and development services for this filing as part of our services matrix.
We also guide clients through creation of an EDGAR Account which is the delivery method of the filing to the SEC. Our compliance support is provided through full completion and close of the offering to ensure the client is properly supported through the entire offering process.
506(c) Advertising Compliance
With the advent of Regulation D 506(c) and the capability to advertise to accredited investors – our compliance support also extends to providing appropriate SEC mandated legend language for 506(c) solicitations and general advertising. Further, we can also assist the client in understanding the proper deployment of corporate website and other corporate assets for use in promotion of the offering, electronic access to offering documents, and investor relations.