An PPM document is short for “private placement memorandum” is written worldwide by companies seeking to raise capital funding, both equity and debt, for both stock and share offerings as well as debt like bonds. The document itself will layout the “offering” terms, i.e. what the issuer or entrepreneur is offering investors for their capital (in the “memorandum”, i.e. the document). The OM, as its also referred to, is used to obtain debt or equity funding and each OM should be specifically tailored for each business model and plan. Our team specializes in drafting and writing PPM for bond offerings. We have written, edited or assisted with hundreds of PPMs for private and public bond issuance. Bond offerings are a popular method to raise debt capital and indeed many bond offerings will have issuers write a PPM.
The bond PPM will outline the terms of the debt securities offering. For example, if the company is selling notes or bonds, the PPM will detail the terms of the offering such as the interest rate and maturity date, payment and coupon dates, convertible bond or convertible note dates and terms, and many other factors. Thus, the writing of a PPM can assist in expediting the capital raising process.
Bond PPM Writing Assistance
For the securities to be exempted from registration via a bond offering the bond PPM must detail many features. Here are a few:
- The bond PPM must give details of the securities being offered for sale to investors;
- Like in any well prepared and written PPM the management team of the company must be detailed;
- Additional material regarding the bond securities being offered must be shown as well (if other than common stock); and
- Finally, financial projections or financial statements must be included in the PPM. In most cases, they will need to be certified by an independent accountant.
Private Placement of Bond PPM
A bond PPM is often used in the private placement market to raise capital. The most common form of any document used to raise capital under 144A and Reg S is the bond PPM, which will detail the private placement terms. Private placements of 144A are both conducted for equity and debt offerings.
Public Placement of 144A & Reg S
Often companies that are listed publicly may initiate a private offering under rule 144A and Regulation S (Reg S) to raise capital debt capital by selling securities such as bonds.
PPM for Issuers of Bonds
For issuers considering selling Bond, to investors a well-tailored and written bond PPM is mandatory, particularly for those seeking US investors. A bond PPM offering document can add value to your offering by showing investors you are serious about raising money. In addition, it is essentially a requirement for any issuer that wants to raise debt or equity capital to hand investors a PPM. The bond PPM will educate the investors and allow them to decide if the offer merits deeper thought or an investment. The document itself should tell the company story, both the product offerings and the securities being offered in detail, including the team behind the company, the terms of the securities, rules such as 144A/Reg S and more. Attached to any bond PPM is the subscription agreement, which is the “contract” between the issuer and the investor. Once signed the investor would then send in his/her money for the securities.
The bond PPM should be viewed by the issuer as an opportunity not to be wasted. In other words, the PPM is the story of the company and will be the single most important document used to raise capital from investors. Without such a formal document, it is unlikely a company will raise capital, let alone be taken seriously by those that invest in debt securities.
What Prospectus.com Can Do
For startups or established companies or funds seeking to raise capital via a formal debt securities offering, securities regulators worldwide, as well as investors in a private offering require the Issuer to submit a professional preliminary red herring PPM bond PPM offering document. The Prospectus.com team of consultants and attorneys can assist with the writing and drafting of your PPM for financing and other securities offering documents. Whether you are conducting a private or public offering for debt or equity issuance, our team can ensure that your PPM is structured to conform with both local regulatory and global standards to maximize success during your capital formation needs. The Prospectus.com team of consultants and attorneys can assist with the writing and drafting of your company’s red herring preliminary PPM or other offering documents. Whether you are conducting a private or public offering for debt or equity issuance, our team can ensure that your PPM is structured to maximize success.
Here are the (7) basic steps regarding our process:
- Prospectus.com team conducts the initial analysis of your company.
- We will recommend the best course of action, taking into consideration time frame, budgets and overall needs.
- We undertake all work and begin the process. This would include the drafting of the PPM or any other document such as the PPM, or legal agreements from our attorneys.
- We send the documents to you for review.
- Once approved, and if you need, an attorney opinion letter can be included in the paperwork.
- If you require filing or registration with various agencies we will undertake as well.
- We are a start-to-finish firm and our number one goal is the successful growth of our clients.
Prospectus.com can assist with your bond PPM campaign as well as with your debt financing private placement needs. We are the world leading firm that specializes in public and PPM writing and general business and legal document writing services.
Our team at Prospectus.com has years of experience writing PPMs for hundreds of varying industries and businesses and writing their bond PPM. We work one on one with our clients during the bond PPM drafting process and take it upon ourselves – in almost obligatory fashion – to assist our clients with their quest for growth once our services our complete.
If you are considering raising capital and the PPM written feel free to reach out to us.
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