Attorney Opinion Letter Private Placement Memorandum

Attorney Opinion Letter Private Placement Memorandum

Our team of securities lawyers writes opinion letters for private placement memorandums. Opinion letters are important as it can take some of the liability off the directors and place them on the attorney. is a world leader in private placement memorandum writing for Regulation D, Regulation S and 144A or Reg S law and all in between, including for all public listings and public offerings. From New York to London from Singapore to Dubai, there isn’t a firm anywhere that has been involved in more private placement memorandum documents than A private placement memorandum (also referred to as a “PPM”) is a document used to raise capital. Within the memorandum will be the details of the securities being offered to investors, as well as vital company information such as the market opportunity, risk factors, management team and the subscription agreement documents. Normally, an issuer will sell securities in the form of debt or equity, such as shares or common stock for equity, or notes or bonds, convertible debt and more. Our team has been writing private placement offering memorandum documents for over 15 years and have been involved in thousands of private placements.

Why Write a Private Placement Memorandum or get an Attorney Opinion Letter?

This question is often asked by seasoned and non-seasoned entrepreneurs. What is it about a PPM, or a private placement memorandum – that drives a company to create one? And to receive Islamic or Muslim funding a Sharia private placement memorandum is often required.

Arguably, the business plan is the most important document for any company. A well written and researched business plan can act as a guide or road map for the company. Although no one can predict how the market will react to the introduction of a new product or service, and even though one’s business plan may not be accurate 100% of the time, it still shows that one cares for his or her business and took the time and effort to create one.

This can be same for the PPM, or private placement memorandum, especially if one is seeking capital for their business.

Main Reasons for Writing a Private Placement Memorandum

  1. A private placement memorandum is intended to add protection to the company and provide prospective investors with clearly-stated terms and conditions. The PPM does this by disclosing the pertinent risk of the business. Any potential investor should do his or her homework before investing. If the proper risks are outlined in the private placement memorandum, in the event of a default or business failure (e.g. the company goes bankrupt because of one of the stated risks was encountered), the issuer of the offering will have protection from investors who are seeking monetary recourse.
  1. A private placement memorandum is a professional presentation of your investment offer/opportunity. Aside from the need to incorporate various rules and disclosures imposed by state and federal regulators that guide private placement offerings outlined in the PPM, the PPM document provides credibility and integrity (well, it’s supposed to) to those who are considering an investment. A private placement offering memorandum that is properly constructed indicates that the issuer has conformed to best practices by providing the necessary documentation to properly raise money and to properly accept money.

What Can Do

Our team assists in the drafting of the PPM for all types of entities and in all jurisdiction. This includes entities such as LLC s and limited partnerships as well as corporation. And this also entails writing PPMs for offshore hedge funds and other offshore and onshore companies. In addition PPMs for special purpose vehicles in Europe and Asia have their own PPM structures, which we specialize in. Our company has written PPM private placement memorandum documents for Issuers seeking to raise capital across the full spectrum of industries, including real estate, green tech, financial technology (fintech) and hi-tech, social media enterprises, space and underwater exploration, mining, food establishments, consumer products, hospitality (hotels, restaurants and resorts), equity crowdfunding, and much, much more.

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Attorney Opinion Letter Private Placement Memorandum