PPM Drafting

    Private Placement Memorandum (PPM) Drafted in 10 Business Days, Flat Fee

    A PPM that actually protects you and converts LPs. Risk factors written in plain English. Use of proceeds tied to your model. Subscription docs included.

    TL;DR

    A securities-counsel-quality PPM in 10 business days for a flat fee, not the $15K–$30K and 6-week timeline you'd get from a typical law firm. Includes PPM, subscription agreement, investor questionnaire, and Form D filing.

    Book a strategy call See pricingIncluded in Self-Serve ($3,339) and Flagship ($1,960/mo)
    • 10-business-day first draft
    • Securities-counsel-reviewed
    • Subscription agreement included
    • Form D filing included

    The problem

    A bad PPM will lose investors AND get you sued. Most templates floating around are missing required risk factor disclosures, have boilerplate use-of-proceeds that doesn't match your model, and use legalese so dense LPs bail before page 12. Either failure mode kills your raise.

    What we do

    We draft PPMs that pass securities counsel review AND read like a memo your LP will actually finish. Risk factors specific to your asset class. Use of proceeds reconciled to your financial model. Tax treatment explained. Operating agreement attached as an exhibit.

    What's included

    • Full PPM (typically 60–90 pages) drafted to your deal
    • Risk factors customized to asset class & jurisdiction
    • Use of proceeds table tied to your model
    • Subscription agreement
    • Investor accreditation questionnaire
    • Form D filing (federal + blue sky notices)
    • Operating agreement / LPA as exhibit
    • Two rounds of revisions included

    How it works

    1. 1

      Intake call (Day 1)

      30-min call to capture deal terms, sponsor background, financial projections, and use of proceeds.

    2. 2

      First draft (Day 2–10)

      Full PPM delivered for your review with tracked-change comments explaining each section.

    3. 3

      Revisions (Day 11–14)

      Two rounds of revisions to incorporate your feedback and counsel comments.

    4. 4

      Final + filing (Day 15)

      Final PPM delivered. Form D filed within 15 days of first sale.

    Best fit for

    • Real estate sponsors raising for a single asset, JV, or fund
    • First-time fund managers needing a PPM for an LPA structure
    • Operating company founders raising under Reg D
    • Sponsors who already have legal counsel but need faster, cheaper drafting

    Not a fit if

    • Public offerings (S-1), we don't do those
    • Reg A+ Tier 2 (different doc set, separate service)
    • Crypto token offerings
    Real result

    PPM delivered in 8 business days

    Texas multifamily sponsor, 506(c) raise of $3.5M closed 6 weeks after PPM delivery, no investor objections to disclosures.

    Frequently asked questions

    The PPM is the disclosure document you give prospective LPs to comply with anti-fraud rules, it discloses risks, fees, conflicts of interest, sponsor background, and use of proceeds. The LPA (or Operating Agreement) is the actual contract that governs the fund or LLC. The LPA is attached to the PPM as an exhibit. Both are required for a Reg D offering.
    Yes, and so does every securities lawyer charging $25K. The difference is that we customize the template to your deal economics, asset class, and risk profile. The risk factors section is the most important part and gets fully rewritten for every PPM.
    Recommended for first-time issuers, we can introduce you to securities counsel in our network for a flat-fee review (typically $1,500–$3,500). For experienced sponsors with in-house counsel, our PPM is delivered ready-to-file.
    Minor changes (adjusted projections, additional risk factor) are handled via PPM supplement, usually no charge. Material changes (different exemption, new asset class) may require a redraft. We define 'material' in the engagement letter.
    No. Each offering needs its own PPM tied to that specific use of proceeds, financial projections, and risk factors. If you're running a fund (not single-asset), the fund PPM covers all investments the fund makes, that's a different document structure we also handle.
    Yes, included in the engagement. Form D must be filed with the SEC within 15 days of your first sale (first wired funds). We also handle state blue sky notices in the states where you have investors.

    Related services & guides

    Reg D 506(c) Capital Raising Fund Formation Services SEC Regulation Cheat Sheet Pitch Deck Service Financial Model Service Pricing

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