MANGUM & ASSOCIATES
Leading National Securities Law Firm for
Private Placement Memorandum
Darin H. Mangum, Esq
Managing Partner
MANGUM & ASSOCIATES
Mangum & Associates: Leading Securities Law Firm in the United States
Darin H. Mangum, Esq
Managing Partner
Schedule a Free Consultation
Don’t Take Our Word For It.
Read About Our Private Placement Memorandum Lawyers
★★★★★
We are very pleased with the support and advice that Darin provides our company. It gives us comfort knowing that we have a Securities Attorney such as Darin to make sure that we comply with the SEC regulations. Darin always calls very timely whenever we set up a conference call.
★★★★★
Darin is a trusted professional that we have relied on for many different things as both an issuer and company in general. His level of expertise is second to none, and he is always responsive and understands our needs. H e is thorough, articulate, and reliable. I fully recommend his services as a foremost securities attorney.
★★★★★
Very professional and informative. My plan is to use Mangum again to open my opportunity fund and purchase property in Puerto Rico. Darin Mangum was right on time and knew exactly what was needed for my case. I could tell he was confident and already had experience on the subject.
★★★★★
Darin is one of a kind… He is one of the top securities attorney in the country. My firm would not ever contemplate using another attorney to draft our PPM or advise us on our hedge fund. He is bar none the best in his field.
★★★★★
I have been working with Darin Mangum for 4 years and he has been easy to work with, responsive and very knowledgeable in Securities law.
I retained him to set up my first fund, Everly Mae Real Estate Fund. We used his documents to raise $16M.
Most recently I retained him to create a 2nd fund for me. We are raising $100M. Many prospective Investors have taken our documents to their attorneys for review before investing with us and we have never had any negative feedback.
★★★★★
We have worked on many deals with Darin and his team for over 10 years. We raise private capital in the U.S. for our Domestic & International clients and we hire Mangum and Associates exclusively for all our PPM and compliance needs on each deal we have.
Over the years Darin and his team have gone beyond just the PPM service we have hired them for. Darin personally has helped us through several situations that have arisen during the course of these deals and as well given advice far exceeding the contract without charging additional fee services.
For these and other reasons we only hire Mangum and Associates for all our PPM and SEC compliance needs due to U.S. regulatory and International requirements.
PPM Lawyers Celebrating 25 Years of Service
Welcome to the securities law firm of Mangum & Associates! If you’re a company looking to raise capital through private placement and/or public offerings, you’ve come to the right place. We are a specialty boutique securities law firm that helps companies of all sizes – from one-person startups to seasoned corporations — navigate the complex world of SEC rules and regulations in the United States and internationally (offshore) as well.
Under U.S. federal securities laws, companies must register their offerings with the Securities and Exchange Commission (SEC) and/or state securities regulators unless they meet the criteria for an exemption. Our law firm assists companies in meeting the registration or exemption requirements and ensuring compliance with the applicable laws and regulations.
Welcome to the securities law firm of Mangum & Associates! If you’re a company looking to raise capital through private placement and/or public offerings, you’ve come to the right place. We are a specialty boutique securities law firm that helps companies of all sizes – from one-person startups to seasoned corporations — navigate the complex world of SEC rules and regulations in the United States and internationally (offshore) as well.
Under U.S. federal securities laws, companies must register their offerings with the Securities and Exchange Commission (SEC) and/or state securities regulators unless they meet the criteria for an exemption. Our law firm assists companies in meeting the registration or exemption requirements and ensuring compliance with the applicable laws and regulations.
Finding a securities law firm that fits your needs can be a daunting task. The complexity of the securities laws and the regulations set by the SEC can make it challenging to identify the right firm. Mangum & Associates is your one-stop solution.
Mangum & Associates is the leading securities law firm in the industry. With over 25 years of experience and our nationwide network of resources – including connections with FINRA broker-dealers, angel investors, family offices, accredited investors, crowdfunding portals, investment bankers, placement agents, etc., we provide clients with a wide range of options to choose from. We understand the challenge of raising capital in today’s dynamic and ever-changing capital markets. Mangum & Associates is here to help with your capital needs.
Finding a securities law firm that fits your needs can be a daunting task. The complexity of the securities laws and the regulations set by the SEC can make it challenging to identify the right firm. Mangum & Associates is your one-stop solution.
Mangum & Associates is the leading securities law firm in the industry. With over 24 years of experience and our nationwide network of resources – including connections with FINRA broker-dealers, angel investors, family offices, accredited investors, crowdfunding portals, investment bankers, placement agents, etc., we provide clients with a wide range of options to choose from. We understand the challenge of raising capital in today’s dynamic and ever-changing capital markets. Mangum & Associates is here to help with your capital needs.
MANGUM & ASSOCIATES
Understanding the Complexity of Raising Capital in the U.S. and Abroad
When it comes to raising capital in the U.S. and globally, the complexity lies in navigating the securities laws and regulations set by the SEC. U.S. federal and state securities laws require companies to register their offerings with the SEC unless they qualify for an exemption under federal and applicable state law. This process involves understanding the intricacies of securities laws, such as the requirements for accredited investors, the offering of securities, and disclosure requirements. With so many regulations to consider, finding a seasoned securities law firm, like Mangum & Associates, to guide you through the process is critically essential to ensuring compliance and success in raising capital.
Identifying Common Challenges to Raising Capital
Another challenge is navigating the offering of securities. Companies must determine the appropriate exemptions to use when offering their securities to investors. This involves understanding the different types of offerings, such as private placements and public offerings, and selecting the right option for their specific needs.
Additionally, registration requirements can pose challenges for companies seeking to raise capital. Companies must comply with the registration requirements set by the SEC, which can involve extensive paperwork and documentation. Understanding these requirements and ensuring compliance can be complex and time-consuming without the assistance of a seasoned and knowledgeable securities law firm, like Mangum & Associates.
The Importance of Choosing the Right Securities Law Firm
One of the key aspects of choosing the right securities law firm is its expertise in navigating the regulatory landscape. A reputable firm will have in-depth knowledge of the securities laws and regulations set by the SEC, ensuring that your offering is in compliance and minimizing the risk of regulatory issues.
Another important consideration is the firm's experience in working with companies similar to yours. Different industries and types of offerings may require specific knowledge and expertise. By choosing a firm with experience in your industry, you can benefit from their understanding of the unique challenges and requirements.
Furthermore, the right securities law firm will provide ongoing support and consultation throughout the process. This includes advising on matters such as what types of securities to offer (e.g., stock, bonds, LLC interests, investment contracts, partnership interests, promissory notes, convertible notes, tokens, SAFE, etc.), the structure of the company pre- and post-offering, valuation, etc. By having Mangum & Associates by your side, you can navigate the complexities of raising capital with confidence.
Mangum & Associates is the Nation’s Leading SEC Law Firm
Mangum & Associates is the leading securities law firm in the United States that is skilled in helping companies create PPMs, offering statements, and other critical disclosure documents in connection with securities offerings. With our expertise and a nationwide network of resources, we offer a comprehensive solution for companies looking to raise capital through private offerings.
One of the ways Mangum & Associates simplifies the process is through their tailored service offerings. We understand that each company has unique needs and requirements, and we work closely with their clients to create customized solutions that meet those needs.
Additionally, our nationwide network provides a wide range of options for companies seeking capital. This network allows Mangum & Associates to match companies with ideal investors based on their specific industry, offering, and location.
Tailored Service Offerings to Meet Your Needs
One of our primary service offerings is providing authoritative advice and guidance on navigating the regulatory landscape. With our in-depth knowledge of securities laws and regulations, we ensure that you are in compliance and minimize the risk of regulatory issues.
Additionally, we offer assistance with the preparation of necessary documentation and paperwork. This includes guiding the creation of financial statements, addresses of the company, and the calculation of the number of purchasers.
Furthermore, Mangum & Associates provides ongoing support and consultation throughout the process. We are available to answer any questions or concerns you may have and offer professional advice on various business matters related to raising capital through private offerings.
Ongoing Support and Consultation
Whether it's answering questions, guiding financial statements, addressing the company, or calculating the number of purchasers, Mangum & Associates is available to offer qualified advice and support.
We strive to build long-term partnerships with our clients and are dedicated to their success. By providing ongoing support and consultation, we ensure that our clients have the resources and guidance they need to navigate the complexities of raising capital through private offerings.
We Excel in Drafting the Right Private Placement Memorandum (PPM) Documentation for Our Clients
Choosing the right PPM product is crucial for ensuring a successful outcome. Mangum & Associates offers experience and professional service in the Private Placement Memorandum arena.
First, our expertise in the SEC regulatory landscape sets us apart. We have in-depth knowledge of the securities laws and regulations, ensuring that you comply and minimize the risk of regulatory issues.
Second, our commitment to client satisfaction and results is unparalleled. We prioritize understanding our client’s unique PPM needs and goals and go above and beyond to deliver tailored solutions that meet those requirements.
Mangum & Associates provides a combination of expertise, commitment to client satisfaction, and a proven track record of success, making us the ideal choice as your securities law firm for your private placement memorandum needs.
Regulation D (Reg D) is a crucial aspect for private companies seeking to raise capital through private placements. Compliance with Regulation D exemptions is necessary to avoid violating securities laws and facing legal repercussions. Companies must adhere to specific rules and regulations outlined in Regulation D, including federal regulatory requirements, to ensure that their fundraising activities are conducted within the confines of the law and to gain access to investment capital.
Mangum & Associates offers comprehensive support and guidance to private companies navigating Regulation D requirements. With a deep understanding of securities regulations and compliance standards, our team can assist companies in structuring offerings that comply with Regulation D guidelines. By partnering with Mangum & Associates, companies seeking to raise capital through private placements can benefit from consultation advice and tailored solutions that ensure regulatory compliance while maximizing fundraising success.
Regulation A is an exemption from registration requirements—instituted by the Securities Act of 1933—that applies to public offerings of securities. Companies utilizing the exemption are given distinct advantages over companies that must fully register.
However, there are different tiers, depending on the size of the company, and companies must still file an offering statement with the SEC. The offering must also give buyers documentation of the issue, similar to the prospectus of a registered offering.
- Regulation A is an exemption from registration requirements with the SEC that applies to public offerings of securities.
- Regulation A was updated in 2015 to allow companies to generate income under two separate tiers representing two different types of investments.
- Under Tier 1 (maximum of $20 million), companies don't have ongoing reporting requirements but must issue a report on the offering's final status.
- Under Tier 2 (up to$75 million), companies are required to produce audited financial statements and file continual reports, including their final status.
Crowdfunding refers to a financing method in which money is raised by soliciting relatively small individual investments or contributions from a large number of people.
If a company would like to offer and sell securities through crowdfunding, it must comply with the federal securities laws. Under the federal securities laws, any offer or sale of a security must either be registered with the SEC or meet an exemption.
Regulation Crowdfunding provides an exemption from the registration requirements for securities-based crowdfunding allowing companies to offer and sell up to $5 million of their securities without having to register the offering with the SEC.
With Regulation Crowdfunding, the general public now has the opportunity to participate in the early capital-raising activities of start-up and early-stage businesses. Anyone can invest in a Regulation Crowdfunding offering. Because of the risks involved with this type of investing, however, you are limited in how much you can invest during any 12-month period in these transactions. The limitation on how much you can invest depends on your net worth and annual income.
Real estate syndication offers investors the opportunity to participate in larger real estate projects that they may not have been able to access individually. By pooling financial resources with other investors, individuals can benefit from diverse investment opportunities and potentially higher returns. This collaborative approach allows investors to spread risk across multiple properties and leverage the expertise of experienced syndicators.
Mangum & Associates has a unique focus on real estate funds and syndications, providing comprehensive support to both syndicators and individual investors. With a track record of successful projects and a deep understanding of market dynamics, our team can help structure syndications and private real estate funds (Section 3c5 funds) that align with the investment goals of all parties involved. Whether you are a seasoned syndicator or a novice real estate developer looking to diversify your portfolio, Mangum & Associates can offer tailored solutions to maximize your investment potential while navigating the complexities of real estate syndication.
“3c1” refers to a portion of the Investment Company Act of 1940 that allows private investment companies to be considered exceptions to certain regulations and reporting requirements stipulated by the Securities and Exchange Commission (SEC). However, these firms must satisfy specific requirements to maintain their exception status. “3c1” refers to a portion of the Investment Company Act of 1940 that exempts certain private investment companies from regulations. A firm that's defined as an investment company must meet specific regulatory and reporting requirements stipulated by the SEC. “3c1” allows private funds with 100 or fewer investors and no plans for an initial public offering to sidestep certain SEC requirements.
A promissory note is a written promise by one party (the note's issuer or maker) to pay another party (the note's payee) a definite sum of money, either on demand or at a specified future date. A PPM for a promissory note offering typically contains all the terms involved, such as the principal debt amount, interest rate, maturity date, payment schedule, the date and place of issuance, and the issuer's signature. A promissory note is a financial instrument that contains a written and signed promise between two parties to repay a sum of money in exchange for a loan or other financing. A promissory note PPM contains all the necessary risk factors, disclosures, and terms pertaining to the indebtedness, such as the principal amount, interest rate, maturity date, etc.
Blue Sky Laws are state regulations designed to protect investors from securities fraud by requiring companies to register their offerings and provide full disclosure of relevant information. These laws aim to prevent deceptive practices and ensure that investments are legitimate and transparent.
Compliance with Blue Sky Laws is essential for companies looking to raise capital through securities offerings in multiple states. Mangum & Associates offers expertise in navigating the complexities of these regulations, helping clients structure offerings that meet compliance requirements across various jurisdictions. By staying abreast of evolving legal landscapes, our team can guide companies through the intricacies of Blue Sky Compliance, safeguarding investors and enhancing the credibility of their offerings.
Form D is a document filed with the Securities and Exchange Commission (SEC) by companies that are exempt from full registration of their securities offerings. This form, also known as a Form D notice, is required under Regulation D of the SEC and serves as a notice of the company's intent to raise capital through a private placement, including the necessary disclosure documentation.
Mangum & Associates has a proven track record of assisting clients in properly completing and filing Form D for their securities offerings. By ensuring compliance with SEC regulations, including the requirements outlined in Form D, our team helps companies navigate the complexities of raising capital while adhering to legal guidelines.
With skilled guidance on Form D filings, companies can navigate the complexities of raising capital while adhering to legal guidelines. Mangum & Associates' proven track record in assisting clients with completing and filing Form D for securities offerings ensures compliance with SEC regulations. This not only exempts companies from full registration but also serves as a notice of their intent to raise capital through private placement, enhancing transparency and credibility in the process. By staying updated on evolving legal landscapes, Mangum & Associates aids in safeguarding investors and guiding companies through the intricacies of filing Form D, contributing to a more secure investment environment.
A Private Placement Memorandum (PPM) is a document used by companies to disclose essential information to potential investors in a private offering. This document outlines key details about the company, its business model, the risks involved, and the terms of the investment opportunity.
Mangum & Associates excels in crafting comprehensive PPMs that adhere to regulatory requirements and provide transparency to investors. By working closely with clients to understand their unique offerings and risk profiles, Mangum & Associates ensures that the PPM effectively communicates all necessary information for informed investor decisions.
Through detailed PPM drafting, Mangum & Associates enables companies to present a clear and concise overview of their business, fostering investor confidence and interest. By emphasizing transparency and compliance in private placement activities, Mangum & Associates plays a crucial role in facilitating successful capital-raising endeavors within the bounds of legal frameworks.
A SAFE agreement, short for Simple Agreement for Future Equity, is a popular investment instrument in the startup world that allows investors to fund early-stage companies in exchange for future equity when certain triggering events occur. Unlike traditional equity financing, a SAFE agreement does not involve setting a valuation at the time of investment, simplifying the process for both investors and founders.
When utilized correctly, SAFE agreements can provide flexibility and efficiency in fundraising efforts, enabling startups to attract capital without immediate dilution or complex negotiations. By structuring these agreements thoughtfully and aligning them with the company's growth trajectory, founders can pave the way for sustainable, long-term relationships with investors. SAFE agreements offer a win-win situation where investors support promising ventures while startups gain the resources needed to scale and succeed.
Mangum & Associates is skilled in guiding startups through the intricacies of SAFE agreements, ensuring that the terms are fair, clear, and mutually beneficial. With their expertise in securities law and investment structuring, we help entrepreneurs navigate the fundraising landscape with confidence and clarity.
An equity token serves as an equity certificate on the blockchain and is a collection of various blocks (encrypted data). Similar to book-form or conventional equity certificates, equity tokens include the same contractual information, but they are stored on a distributed ledger rather than a shared register.
A firm might avoid a traditional initial public offering (IPO) by using blockchain technology and smart contracts to issue shares and voting rights on the blockchain. Moreover, a lender might also generate debt tokens, representing the company's financial obligations, allowing loans to be purchased and sold in a high-liquidity environment.
An equity token is a type of security token (issued during security token offerings or STOs) that reflects ownership in an underlying asset, usually a company's shares. The contract, like shares, specifies the terms and circumstances that apply. Furthermore, the holder of an equity token may be entitled to dividends, voting rights, or both. Contracts, like share certificates, can incorporate appraisal rights, subscription rights, and other entitlements.
Additionally, equity tokens could also follow the value of traditional shares and mimic their performance on the blockchain. In this scenario, equity tokens are called crypto derivatives that do not entitle investors to security ownership.
Therefore, equity tokens reflect underlying assets in all circumstances, whether indirectly or directly, distinguishing them from most blockchain coins available through initial coin offerings (ICOs).
An investment contract is a legal document between two parties where one party invests money with the intent of receiving a return. Investment contracts are regulated by The Securities Act of 1933. For a contract to be considered valid in this category, it must contain the following elements which are laid out by the Howey test:
- An investment of money
- A common enterprise
- Profit expectation(s)
- Derived from the efforts of others
Although the Howey Test is not the sole testing method available it is the most common resource relied on to confirm that an investment contract meets the criteria of a security.
In addition to SAFE agreements, another crucial aspect of private placement offerings is the 506(c) offering. This type of offering allows smaller companies to solicit investments from accredited investors through general advertising and marketing efforts, provided that all investors meet certain financial requirements. This method, commonly used in venture capital and other alternative investments, can significantly expand a company's reach when seeking capital while still complying with SEC regulations.
Mangum & Associates excels in guiding firms through the complexities of 506(c) offerings, ensuring that all legal requirements are met and that the offering remains attractive to potential investors. By leveraging our expertise in securities law and compliance, we help businesses navigate the intricacies of 506(c) offerings with confidence and ease. The team at Mangum & Associates understands the importance of adhering to SEC regulations while maximizing your fundraising potential for our clients. With our guidance, companies can harness the power of general advertising to access a broader pool of accredited investors, paving the way for successful capital raises and sustainable growth.
In addition to 506(c) offerings, Mangum & Associates is skilled in guiding firms through 506(b) offerings as well. This alternative method allows companies to raise capital from a limited number of accredited investors without the need for general advertising. Mangum & Associates is experienced in navigating the specific requirements and restrictions associated with 506(b) offerings, ensuring full compliance with SEC regulations while maximizing fundraising potential.
With our comprehensive approach to securities law and compliance, businesses can confidently pursue capital raises through various avenues tailored to their specific needs and goals. At Mangum & Associates, we remain dedicated to empowering startups to successfully raise capital by providing tailored guidance and support through a range of offerings, including 506(c) and 506(b) offerings. Our expertise in securities law and investment structuring enables us to navigate the intricate fundraising landscape with precision, ensuring full compliance with SEC regulations while maximizing fundraising potential for our clients.
By offering a holistic approach that aligns with the unique needs and goals of each business, we empower startups to access a broader pool of accredited investors, fostering positive relationships along the way. With Mangum & Associates as their trusted partner, entrepreneurs can embark on their fundraising journey with a sense of confidence and clarity, knowing they have a trusted partner by their side.
Regulation D (Reg D) is a crucial aspect for private companies seeking to raise capital through private placements. Compliance with Regulation D exemptions is necessary to avoid violating securities laws and facing legal repercussions. Companies must adhere to specific rules and regulations outlined in Regulation D, including federal regulatory requirements, to ensure that their fundraising activities are conducted within the confines of the law and to gain access to investment capital.
Mangum & Associates offers comprehensive support and guidance to private companies navigating Regulation D requirements. With a deep understanding of securities regulations and compliance standards, our team can assist companies in structuring offerings that comply with Regulation D guidelines. By partnering with Mangum & Associates, companies seeking to raise capital through private placements can benefit from consultation advice and tailored solutions that ensure regulatory compliance while maximizing fundraising success.
Regulation A is an exemption from registration requirements—instituted by the Securities Act of 1933—that applies to public offerings of securities. Companies utilizing the exemption are given distinct advantages over companies that must fully register.
However, there are different tiers, depending on the size of the company, and companies must still file an offering statement with the SEC. The offering must also give buyers documentation of the issue, similar to the prospectus of a registered offering.
- Regulation A is an exemption from registration requirements with the SEC that applies to public offerings of securities.
- Regulation A was updated in 2015 to allow companies to generate income under two separate tiers representing two different types of investments.
- Under Tier 1 (maximum of $20 million), companies don't have ongoing reporting requirements but must issue a report on the offering's final status.
- Under Tier 2 (up to$75 million), companies are required to produce audited financial statements and file continual reports, including their final status.
Crowdfunding refers to a financing method in which money is raised by soliciting relatively small individual investments or contributions from a large number of people.
If a company would like to offer and sell securities through crowdfunding, it must comply with the federal securities laws. Under the federal securities laws, any offer or sale of a security must either be registered with the SEC or meet an exemption.
Regulation Crowdfunding provides an exemption from the registration requirements for securities-based crowdfunding allowing companies to offer and sell up to $5 million of their securities without having to register the offering with the SEC.
With Regulation Crowdfunding, the general public now has the opportunity to participate in the early capital-raising activities of start-up and early-stage businesses. Anyone can invest in a Regulation Crowdfunding offering. Because of the risks involved with this type of investing, however, you are limited in how much you can invest during any 12-month period in these transactions. The limitation on how much you can invest depends on your net worth and annual income.
Real estate syndication offers investors the opportunity to participate in larger real estate projects that they may not have been able to access individually. By pooling financial resources with other investors, individuals can benefit from diverse investment opportunities and potentially higher returns. This collaborative approach allows investors to spread risk across multiple properties and leverage the expertise of experienced syndicators.
Mangum & Associates has a unique focus on real estate funds and syndications, providing comprehensive support to both syndicators and individual investors. With a track record of successful projects and a deep understanding of market dynamics, our team can help structure syndications and private real estate funds (Section 3c5 funds) that align with the investment goals of all parties involved. Whether you are a seasoned syndicator or a novice real estate developer looking to diversify your portfolio, Mangum & Associates can offer tailored solutions to maximize your investment potential while navigating the complexities of real estate syndication.
“3c1” refers to a portion of the Investment Company Act of 1940 that allows private investment companies to be considered exceptions to certain regulations and reporting requirements stipulated by the Securities and Exchange Commission (SEC). However, these firms must satisfy specific requirements to maintain their exception status. “3c1” refers to a portion of the Investment Company Act of 1940 that exempts certain private investment companies from regulations. A firm that's defined as an investment company must meet specific regulatory and reporting requirements stipulated by the SEC. “3c1” allows private funds with 100 or fewer investors and no plans for an initial public offering to sidestep certain SEC requirements.
A promissory note is a written promise by one party (the note's issuer or maker) to pay another party (the note's payee) a definite sum of money, either on demand or at a specified future date. A PPM for a promissory note offering typically contains all the terms involved, such as the principal debt amount, interest rate, maturity date, payment schedule, the date and place of issuance, and the issuer's signature. A promissory note is a financial instrument that contains a written and signed promise between two parties to repay a sum of money in exchange for a loan or other financing. A promissory note PPM contains all the necessary risk factors, disclosures, and terms pertaining to the indebtedness, such as the principal amount, interest rate, maturity date, etc.
Blue Sky Laws are state regulations designed to protect investors from securities fraud by requiring companies to register their offerings and provide full disclosure of relevant information. These laws aim to prevent deceptive practices and ensure that investments are legitimate and transparent.
Compliance with Blue Sky Laws is essential for companies looking to raise capital through securities offerings in multiple states. Mangum & Associates offers expertise in navigating the complexities of these regulations, helping clients structure offerings that meet compliance requirements across various jurisdictions. By staying abreast of evolving legal landscapes, our team can guide companies through the intricacies of Blue Sky Compliance, safeguarding investors and enhancing the credibility of their offerings.
Form D is a document filed with the Securities and Exchange Commission (SEC) by companies that are exempt from full registration of their securities offerings. This form, also known as a Form D notice, is required under Regulation D of the SEC and serves as a notice of the company's intent to raise capital through a private placement, including the necessary disclosure documentation.
Mangum & Associates has a proven track record of assisting clients in properly completing and filing Form D for their securities offerings. By ensuring compliance with SEC regulations, including the requirements outlined in Form D, our team helps companies navigate the complexities of raising capital while adhering to legal guidelines.
With skilled guidance on Form D filings, companies can navigate the complexities of raising capital while adhering to legal guidelines. Mangum & Associates' proven track record in assisting clients with completing and filing Form D for securities offerings ensures compliance with SEC regulations. This not only exempts companies from full registration but also serves as a notice of their intent to raise capital through private placement, enhancing transparency and credibility in the process. By staying updated on evolving legal landscapes, Mangum & Associates aids in safeguarding investors and guiding companies through the intricacies of filing Form D, contributing to a more secure investment environment.
A Private Placement Memorandum (PPM) is a document used by companies to disclose essential information to potential investors in a private offering. This document outlines key details about the company, its business model, the risks involved, and the terms of the investment opportunity.
Mangum & Associates excels in crafting comprehensive PPMs that adhere to regulatory requirements and provide transparency to investors. By working closely with clients to understand their unique offerings and risk profiles, Mangum & Associates ensures that the PPM effectively communicates all necessary information for informed investor decisions.
Through detailed PPM drafting, Mangum & Associates enables companies to present a clear and concise overview of their business, fostering investor confidence and interest. By emphasizing transparency and compliance in private placement activities, Mangum & Associates plays a crucial role in facilitating successful capital-raising endeavors within the bounds of legal frameworks.
A SAFE agreement, short for Simple Agreement for Future Equity, is a popular investment instrument in the startup world that allows investors to fund early-stage companies in exchange for future equity when certain triggering events occur. Unlike traditional equity financing, a SAFE agreement does not involve setting a valuation at the time of investment, simplifying the process for both investors and founders.
When utilized correctly, SAFE agreements can provide flexibility and efficiency in fundraising efforts, enabling startups to attract capital without immediate dilution or complex negotiations. By structuring these agreements thoughtfully and aligning them with the company's growth trajectory, founders can pave the way for sustainable, long-term relationships with investors. SAFE agreements offer a win-win situation where investors support promising ventures while startups gain the resources needed to scale and succeed.
Mangum & Associates is skilled in guiding startups through the intricacies of SAFE agreements, ensuring that the terms are fair, clear, and mutually beneficial. With their expertise in securities law and investment structuring, we help entrepreneurs navigate the fundraising landscape with confidence and clarity.
An equity token serves as an equity certificate on the blockchain and is a collection of various blocks (encrypted data). Similar to book-form or conventional equity certificates, equity tokens include the same contractual information, but they are stored on a distributed ledger rather than a shared register.
A firm might avoid a traditional initial public offering (IPO) by using blockchain technology and smart contracts to issue shares and voting rights on the blockchain. Moreover, a lender might also generate debt tokens, representing the company's financial obligations, allowing loans to be purchased and sold in a high-liquidity environment.
An equity token is a type of security token (issued during security token offerings or STOs) that reflects ownership in an underlying asset, usually a company's shares. The contract, like shares, specifies the terms and circumstances that apply. Furthermore, the holder of an equity token may be entitled to dividends, voting rights, or both. Contracts, like share certificates, can incorporate appraisal rights, subscription rights, and other entitlements.
Additionally, equity tokens could also follow the value of traditional shares and mimic their performance on the blockchain. In this scenario, equity tokens are called crypto derivatives that do not entitle investors to security ownership.
Therefore, equity tokens reflect underlying assets in all circumstances, whether indirectly or directly, distinguishing them from most blockchain coins available through initial coin offerings (ICOs).
An investment contract is a legal document between two parties where one party invests money with the intent of receiving a return. Investment contracts are regulated by The Securities Act of 1933. For a contract to be considered valid in this category, it must contain the following elements which are laid out by the Howey test:
- An investment of money
- A common enterprise
- Profit expectation(s)
- Derived from the efforts of others
Although the Howey Test is not the sole testing method available it is the most common resource relied on to confirm that an investment contract meets the criteria of a security.
In addition to SAFE agreements, another crucial aspect of private placement offerings is the 506(c) offering. This type of offering allows smaller companies to solicit investments from accredited investors through general advertising and marketing efforts, provided that all investors meet certain financial requirements. This method, commonly used in venture capital and other alternative investments, can significantly expand a company's reach when seeking capital while still complying with SEC regulations.
Mangum & Associates excels in guiding firms through the complexities of 506(c) offerings, ensuring that all legal requirements are met and that the offering remains attractive to potential investors. By leveraging our expertise in securities law and compliance, we help businesses navigate the intricacies of 506(c) offerings with confidence and ease. The team at Mangum & Associates understands the importance of adhering to SEC regulations while maximizing your fundraising potential for our clients. With our guidance, companies can harness the power of general advertising to access a broader pool of accredited investors, paving the way for successful capital raises and sustainable growth.
In addition to 506(c) offerings, Mangum & Associates is skilled in guiding firms through 506(b) offerings as well. This alternative method allows companies to raise capital from a limited number of accredited investors without the need for general advertising. Mangum & Associates is experienced in navigating the specific requirements and restrictions associated with 506(b) offerings, ensuring full compliance with SEC regulations while maximizing fundraising potential.
With our comprehensive approach to securities law and compliance, businesses can confidently pursue capital raises through various avenues tailored to their specific needs and goals. At Mangum & Associates, we remain dedicated to empowering startups to successfully raise capital by providing tailored guidance and support through a range of offerings, including 506(c) and 506(b) offerings. Our expertise in securities law and investment structuring enables us to navigate the intricate fundraising landscape with precision, ensuring full compliance with SEC regulations while maximizing fundraising potential for our clients.
By offering a holistic approach that aligns with the unique needs and goals of each business, we empower startups to access a broader pool of accredited investors, fostering positive relationships along the way. With Mangum & Associates as their trusted partner, entrepreneurs can embark on their fundraising journey with a sense of confidence and clarity, knowing they have a trusted partner by their side.
REVIEWS
Expertise in the SEC Regulatory Landscape
One of the key reasons to choose Mangum & Associates for your PPM and SEC capital fundraising efforts is our expertise in the SEC regulatory landscape. We have in-depth knowledge of securities laws and regulations, ensuring that our clients comply and minimize the risk of regulatory issues.
We stay up-to-date with the latest regulatory developments and continuously monitor changes in securities laws. This expertise allows us to provide accurate and timely advice to our clients, guiding you through the complexities of raising capital through private offerings.
By choosing Mangum & Associates, you can have confidence in our ability to navigate the regulatory landscape and ensure compliance with the SEC’s requirements. Our expertise is a valuable asset in a rapidly changing regulatory environment.
Need Accredited Investors?
Check out Investor Growth Systems today!
*NOTICE: Investor Growth Systems is an independent marketing consulting firm not affiliated with the Firm. The Firm does not make any representations, warranties, or guarantees of any results by using their services or systems. The Firm may receive a referral fee from Investor Growth Systems or their affiliates if you engage their services.
Frequently Asked Questions
Securities law firms are proficient in aiding companies in raising capital through private offerings while helping them adhere to the securities laws and regulations set by the SEC. These specialty law firms possess a comprehensive understanding of the regulatory environment, equipping them with the expertise needed to guide companies through the intricate process of fundraising.
One of the key roles of securities law firms is to assist businesses in preparing Private Placement Memorandums (PPMs), which outline crucial information about the offering and help potential investors make informed decisions. These documents typically include details about the company's business model, financial projections, risks involved, and terms of the investment.
Moreover, securities law firms play a vital role in ensuring that companies comply with all relevant regulations during the fundraising process. This includes conducting due diligence on potential investors to verify their accredited investor status, drafting legal documents such as subscription agreements, and filing necessary forms with the SEC.
By leveraging their professional knowledge and experience, securities law firms serve as valuable partners for companies seeking to raise capital in a compliant manner. Their guidance can help businesses navigate legal complexities, mitigate risks, and ultimately achieve their fundraising goals successfully.
Mangum & Associates is a trusted firm that is skilled in private placements across the nation. Leveraging our extensive network of resources, including FINRA broker-dealers, crowdfunding portals, angel investor networks, accredited investors, family offices, placement agents, financial advisors, etc., we cater to your individual needs and preferences to introduce you to potential investor sources that align with your specific requirements and objectives.
Our personalized approach ensures that you are linked with a firm that seeks not only to meet but exceed your expectations. Whether you are seeking assistance with compliance, regulatory matters, or strategic planning, Mangum & Associates can facilitate your access to the private capital markets in a legally compliant way. Trust in our expertise to navigate the complexities of the private equity capital markets and raise capital in a manner that suits your unique needs.
What are we thinking?
Call Mangum & Associates Today!
Choosing the right securities law firm is crucial for your business success. Mangum & Associates offers tailored services with flat-rate, fixed fees. With expertise in SEC regulations and a commitment to client satisfaction, we ensure that you start on solid legal footing. Don’t settle for anything less when it comes to your securities law firm. Trust Mangum & Associates to guide you through the complex landscape with personalized solutions and proven results.
Choosing the right securities law firm is crucial for your business success. Mangum & Associates offers tailored services with flat-rate, fixed fees. With expertise in SEC regulations and a commitment to client satisfaction, we ensure that you start on solid legal footing. Don’t settle for anything less when it comes to your securities law firm. Trust Mangum & Associates to guide you through the complex landscape with personalized solutions and proven results.
