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. ...
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...
The following form is one of the Private Placement Closing Documents to be executed by an Investor. It certifies that the Investor is Accredited. With a Regulation D "Accredited Investor Investor Questionnaire," an investor represents to an issuer of securities that the undersigned qualifies as an “accredited investor” pursuant to Regulation D under the Act, as a result of having the following...
The information below provides an overview of debt-related investment, in particular Private Placement Offerings. Debt financing is raised by companies through the issuance of Securities called Promissory Notes, Senior Notes, Senior Secured Notes or Subordinated Notes. These terms indicated the underlying credit structure of a given debt Security and are described below. The amount of debt...
The information below provides a brief overview of Equity Securities. Companies raise capital in the form of either equity or debt. Equity represents an ownership interest in a for-profit company where the Net Equity Value of the company (i.e., total assets less indebtedness) and any ongoing profits are owned proportionately by the holders of the equity. Equity Securities are a form of...
Enron. Bernie Madoff. WorldCom. Tyco International. Bre-X Minerals. Qwest Communications. Recognize these names? We’ve all heard the stories: rich schemers who deceive Investors, make false claims about their Companies, and pocket fraudulently generated profits while obliterating retirement savings from thousands of small (and large) Investors. Who protects us from cons like these? Nearly all...
In the interest of accessibility, here are some terms that any investor should be familiary with.
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