Securities Explained
Private Placement Memorandum and Other Private Investment Documents

Private Placement Memorandum and Other Private Investment Documents

You’ve decided to invest in a short-term private debt Security. Or, perhaps, a private equity investment. Great! Now what? Let’s review what you can expect in the way of Closing Documents, such as the Private Placement Memorandum. Closing Documents include agreements between the Issuer and the Investor in which the parties commit to participate in the offering and state the specific terms of the...

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Why Invest in Alternative Investments?  Here are 3 Reasons.

Why Invest in Alternative Investments? Here are 3 Reasons.

Been watching the stock market recently?  Does it make you feel warm and fuzzy, or, like many investors, do you feel a bit uncertain and powerless? If so, join other Investors seeking higher returns, lower volatility, less correlation, and greater flexibility across their portfolios by investing some of their wealth in “Alternative Investments.” 1. Nature of the Investment Return The investment...

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Forms of Lending

Forms of Lending

The following defines the different types of loans. Asset-Based or Asset-Backed Lending: This is a business loan secured by collateral, such as Inventory, Accounts Receivable, equipment and other forms of Balance Sheet assets.  It typically provides financing to borrowers who have high Debt-to-equity ratios and low cash flows.  Interest rates on these loans are lower than those available to...

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What Securities Laws and Regulations Govern Private Placements?

What Securities Laws and Regulations Govern Private Placements?

The Federal government, and its regulatory agencies, are hard at work protecting investors.  Here’s a handy précis of the rules and regulations that Issuers follow when introducing Private Placements. There is a broad body of law and regulations governing public Securities.  What surprises many is the extent of the same for private Securities. Let’s review some of the principal laws and...

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What is a Broker-Dealer?

What is a Broker-Dealer?

If a Broker-Dealer offers you Private Placement investment opportunities, wouldn’t you like to know that there’s some regulatory oversight over it? Let’s define both a Broker and a Dealer so that we’re on a level playing field. What is a Broker? According to the Securities Exchange Act of 1934 (the ”Exchange Act”), a Broker is “any person engaged in the business of effecting transactions in...

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Regulation D, Rule 506(b) Private Placements

Regulation D, Rule 506(b) Private Placements

The following provides a brief review of the SEC Rules defining the manner of offering private Securities to Accredited Investors Regulation D was established by the SEC in the 1980’s to define, more specifically, a manner of privately offering Securities.  Most companies issuing private Securities do so by following one of the Rules within Regulation D.    Rule 501 created the Accredited...

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Regulation D, Rule 506(c) Private Placements

Regulation D, Rule 506(c) Private Placements

The information below provides a brief summary of SEC Rule 506(c) which allowed, for the first time, “general solicitations” of Private Placements to Accredited Investors. Regulation D was established by the SEC in the 1980’s to define more specifically a manner of privately offering Securities.  Most companies issuing private Securities do so by following one of the Rules within Regulation D. ...

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Closing Documentation for Private Placement Investment Opportunities

Closing Documentation for Private Placement Investment Opportunities

The following describes the Closing Documents one is likely to receive from the Issuer of a Private Placement. Closing documents include agreements between the Issuer and the Investor wherein the parties commit to participate in the Offering and the specific terms of the investment relationship.  These documents are executed by the Investor and/or by the Issuer as appropriate to the nature of...

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INVESTMENT TERMS

In the interest of accessibility, here are some terms that any investor should be familiary with.