Private Placement Memorandum – A Must Read If You Need Investors

This article is nine years in the making. The concept is so simple but 99% of the clients I consult with have made identical errors in their effort to raise capital. They will have a business plan and they will have a Private Placement Memorandum and after one read of these two documents I have to deliver the bad news, “Sorry, but your business plan and PPM are completely worthless”.

They will then proceed to give me a story where the one consistent theme usually goes like this, “That can’t be…there was a guy…..he gave us a great deal on our biz plan besides he wrote one for my brothers sock sewing company and my friends underwater basket weaving video business and he really seemed to know what he was doing and then we bought a template online and just took the content from the business plan and used it to fill out the PPM template…blah..blah..blah…”.

Look, before you have a business plan written, test the author’s knowledge on your specific industry genre. There is no such thing as a one stop shop for this crucial document, the good consultants will cater to certain industries. Find an author with a solid comprehension of your goals and can translate your ideas into the fickle, skeptical language of the investors reading it.

Your business plan should include, at a minimum, financial projections/assumptions, growth and development analysis, market analysis, research analysis and implementation, competition analysis, management summary, marketing plan, risk analysis, capitalization analysis, market penetration analysis and SWOT analysis. Without these crucial elements your business plan is dead in the water and so is your future in fund-raising.

Next, never… and I mean never buy a PPM template on the internet. There are certain aspects to your offering circular that can trigger the invest button or snooze button in the mind of investors. Your business plan’s job is to ‘sell’ while the PPM is meant to spell out risk and other technical information that isn’t present in the business plan. The last thing you want to do is simply cut and paste information from the business plan over to the Offering Memorandum; it’s unprofessional and immediately loses legitimacy in the eyes of credible investors. Find a professional consultant, accountant or attorney who specializes in Regulation D to write your Offering Memorandum for you. A poorly written Private Placement Memo can destroy your ability to raise capital so fast it will shock you but a well written, professional PPM will make raising capital fast and easy.

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