Syndication Law & The Private Placement Memorandum Attorney

Tilden Moschetti, a syndication attorney with the Moschetti Syndication Law Group, highlights the importance of transparency in a private placement memorandum. He emphasizes the need to disclose as much information as possible, including any conflicts of interest, risks, and details about the underlying investment that may affect an investor's decision. His guiding principle is that it's safer to...

Tilden Moschetti, a syndication attorney with the Moschetti Law Group, explains the concept of blue sky laws in relation to syndications. These are state-specific laws that govern the sale of securities and investments within the jurisdiction of each state, separate from federal regulations. If a syndication solely involves elements within the same state (e.g., property, syndicator, and investors...

Tilden Moschetti, a syndication attorney with the Moschetti Syndication Law Group, discusses how syndicators can structure their fees. He states that the fees can be structured in any legal way, as long as it's disclosed to and understood by the investor. Examples include setting up a rule 506c offering where the syndicator takes the majority of the profits, implementing a preferred return with a...

Tilden Moschetti, a syndication attorney and the founder of Moschetti Law Group, discusses the qualifications for an individual to be an Accredited Investor. For individuals, one way is to hold a specific securities license registered through FINRA and recognized by the SEC. However, Moschetti emphasizes that real estate brokers, CPAs, and lawyers are not automatically accredited. The main tests t...

Tilden Moschetti, a syndication attorney from the Moschetti Law Group, explains the differences between Regulation D Rule 506b and Rule 506c offerings. Choosing between the two depends on two factors: whether the syndicator has a substantial business relationship with all potential investors and if all potential investors are accredited. If the syndicator knows all investors, they could choose eit...

Tilden Moschetti, founder of the Moschetti Law Group and a syndication attorney, discusses the rules surrounding marketing private placement offerings under Regulation D. He clarifies that under rule 506b, marketing or advertising of the investment is prohibited and can only be discussed with those with whom a substantial business relationship exists. However, under rule 506c, the investment can b...

Tilden Moschetti, the founder of Moschetti Law Group, explains the optimal way to structure entities for a syndication or a private placement offering. He suggests starting with an "investment entity", such as an LLC or a corporation, which will be the target for investors. However, this entity does not manage itself; it should be managed by a "sponsor entity", which is another separate LLC or cor...