Dear Regulation D Syndicator,
Whether this is the first time you’ve put a Reg D syndication together…
…or you’ve sponsored many 506b and 506c offerings and are looking to scale your investment firm into the big leagues…
You’ve come to the right syndication attorney.
This means that on top of having your Reg D Private Placement Memorandum custom-drafted by an expert in securities and syndication law…
You’ll also have my extensive, hands-on syndication experience to lean into.
And because I know exactly which hidden traps syndicators fall into, and what’s lurking around the corner at each stage of the syndication process, you can rest assured that you won’t find yourself making a wrong step and risking everything you’ve built so far.
I’ll make sure that:
And one more crucial thing.
Having helped two private equity funds take a giant leap from medium-scale syndication firms into the ‘big leagues’ (and as their General Counsel now) I can help you with your next level, no matter how ambitious or overwhelming it might seem right now.
In other words, whether you are raising $2 million or $200 million, I’ve got you.
All you need to do is decide to get started. The rest I’ll take care of for you.
My name is Tilden Moschetti, by the way, and I’m looking forward to speaking with you.
Tilden Moschetti, CCIM, Esq.
Tilden’s real estate law experience started in Silicon Valley. The founders of the biggest names in the tech world hired Tilden for his legal competency, court victories, and his unique ability to make even the seemingly impossible deals come together. Nineteen years later his practice is nationwide.
Once Tilden became a syndicator himself, he saw that raising capital wasn’t just about following the SEC’s rules. The law had to be applied to well-structured, investment-grade deals that made numbers work for both investors and syndicators. When you hire Tilden as your syndication attorney, you’ll be getting the benefit of both his legal and business expertise. Everything from dialing in your fees, to structuring your deal, to positioning and helping with your deal’s sell-ability to investors. Tilden will even make sure your marketing materials are hitting the right spot in today’s investment climate.
If you are running a real estate deal, you are in luck. Even though Tilden’s fund raising experience translates into every type of business venture (ask him about technology companies, medical companies, crypto mines, venture capital, hedge funds, etc.) his vast experience with real estate makes him your go-to counsel for any real estate capital raising questions.
You know the expression ‘back of the napkin numbers’? While underwriting is outside the scope of Tilden’s PPM drafting services, Tilden can tell you immediately if your deal makes financial sense. At the end of the day, you’ve got to make money for your investors. And you’ve got to get paid, right? So he’ll help you structure your deal so it’s not losing money, or promising to achieve the impossible.
Tilden Moschetti’s clients have successfully raised funds from $1 million to $200 million, for projects that include:
And it’s not just real estate.
Tilden’s clients have raised money for projects as unique as these:
With this PPM, you’ll stand two heads above the crowd. Investors judge your deal by the quality of the PPM. Everything you’ve told them doesn’t count until they see it on paper. So giving investors a five-star legal document prepared by an experienced syndication attorney will reassure them that you are the real deal. A PPM is your insurance against investors’ and authorities’ allegations – when everything is in writing you’ve got proof of your compliance and right-doing.
It’s called ‘All-Weather’ because it literally must protect you in every possible scenario, come rain, shine, or unexpected legal hurricanes. And to do that, it must do an outstanding job of addressing every possible scenario. Meticulously and one by one.
Like a subscription agreement, the Investor-Sponsor Partnership Contract allows your investors to sign onto your syndication but has added protection for the syndicator (Sponsor).
The SEC’s Form D and any state blue sky law filing (you just pay a nominal amount for the filing fees).
Your Sponsor Entity and Investment Entity formation documents will be drafted and filed to protect your interests and maximize your funding potential. We’ll also help you simplify your banking – you’ll get everything you need to open a bank account for each entity (Operating Agreements, EIN requests, and Banking Resolutions).
You’ll have 24/7 access to your ‘living’ documents online. Got changes to the core documents? Not a problem. Decided that it should be a 506(b) instead of a 506(c)? All you have to do is ask.
These documents simplify investment into syndication and make what seems like a confusing process into an easy, paint-by-numbers path.
You don’t want to leave money on the table, but you also don’t want to kill your deal by asking for more fees than the market can handle. The Sweet-Spot Sponsor Fee Audit will guide you towards the best fee structure for your deal (and will help you present it to the investors in such a way that doesn’t raise eyebrows (or puts your trustworthiness under question)).
A comprehensive library of video resources to turn you into a fund-raising and crowdfunding pro. One of the clients called it ‘A Ph.D. in syndication!’
This part of the ‘Nothing-Held Back’ Syndicator Support System is very straightforward. Get answers to your questions within 8 business hours.
An add-on to the Client Instant Text Hotline, where we continue curating your syndication, making sure you are in compliance as the year goes on.
Special multiple deals pricing for current clients. Call for details.
This guarantee takes away much of the risk of not getting funded. Call for details.
Each syndication has its own timeline. Whether yours should be open for funding in two weeks, or in one month, it will be ready for business on your timeframe, guaranteed.
In law practice, attorney fees could rake up pretty quick. With the Flat Fee Guarantee, you won’t have to worry about exceeding your budget, even if your syndication project exceeds the originally discussed scope of work.
When you hire an expert real estate syndication attorney, you expect that the work will be done by that attorney, right? Here’s my guarantee: I won’t farm you out to junior associates or paralegals. This means you weren’t be exposing yourself to the mistakes of an experienced person or someone who goes off the templates. When you schedule a call with a Reg D private placement memorandum attorney, it will be me answering your questions. When you hire me to draft your PPM or any other legal documents, it will be me doing the work. Here’s why: syndication is not a cookie-cutter business. There’s no place for fill-in-the-blanks templates. To turn every syndication into a massive success story requires hands-on expertise both in securities law, in syndication business, and in the real estate business. There isn’t another attorney out there who’s got all three. This brings me to my next point.
I’m more than just an attorney. I’ve been practicing law since 2004. I became a commercial real estate broker in 2013. I started syndicating commercial real estate in 2014. I have been on all sides of a real estate transaction in every possible role: attorney to buyers and sellers, broker to buyers and sellers, sponsor, syndicator, investor, owner, landlord, general counsel to private equity funds. I have raised money for $2 million deals and for $200 million deals. I have dealt with every possible scenario and have an unbeatable track record of solving tough legal and transactional problems. And more importantly, I know exactly which problems you are facing at every stage of your syndication journey and I want to help you avoid costly mistakes along the way.
I advise clients that range from first-time syndicators to private equity firms. By hiring me, you get access to a vault of knowledge that comes from eight years in the trenches of the syndication business. Do you need advice on the best practices of running and growing a syndication business, marketing to qualified leads, latching investors, putting the most advantageous sponsor fee structure in place, and getting your deal funded? All while creating a wall of protection for this specific deal and for your business as a whole? I will make sure you get that. There is a snowball effect in the syndication business. Because every deal sets you up for your next syndication. Do it right by using industry-proven methods and you’ll earn investors’ trust, making them eager to invest with you in the future.
A badly executed deal can haunt you for years. The statute of limitations on securities fraud is five years from when the offense occurred. That’s five years of worry and exposure to possible lawsuits. This is why I deliver compliant, accurate, and credible documentation and disclosures in accordance with the models of the best practices as set forward by the SEC, the CFA Institute, and the CAIA Association. I practice vigilance and I advise my clients on what vigilance looks like at every stage of their syndication process.
I know how much pressure you are under as it is. That’s why you won’t have to worry about the legal side of your syndication. Everything, from formation to filing with the SEC to your PPM, will get done on your timeline, whatever that is. And if you need your syndication documents done ‘yesterday’, then we’ve got an expedited service to make sure you are ready to get funded ASAP. There is a limited number of spots for clients with the urgent due dates, which I’m sure you’ll appreciate once I’m answering your urgent questions in a timely matter. In other words, once you are my client, you’ll have my undivided attention.
An Investment-Grade PPM will help you pass the ‘blink test’. Because wealthy people are uber-cautious, a PPM is their only way to feel reassured that your deal is real, you are to be trusted, and that their investment is legally safe (because everything they are worried about is covered extensively and in writing). When An Investment-Grade PPM answers (and preempts!) investors’ objections, that’s money in the bank.
Blue skies laws are sometimes an excellent vehicle for syndicators to raise money. But in order to use that law, you’ve got to comply 100% with its stipulation – all investors must come from one state. While blue sky laws are suitable for some syndicators, they are ill-advised for others. I’ll help you figure out the best fund-raising path for you.
Here’s what you need to understand. Regulation D was enacted for consumer (investor) protection first and foremost. The SECs primary concern is ensuring that people won’t be taken advantage of. That’s why some Reg D rules allow marketing while some strictly prohibit it. This means we need to find the best match between your fundraising (and personal financial) goals and the laws under which we’ll file your syndication. What you want is to achieve your goals while avoiding the ‘grey’ zone, which invites SEC scrutiny and often prosecution.
When syndication is executed properly, the syndicator does not pay for any of the expenses associated with forming the syndication and getting it to the funding point. The cost of the PPM and other contracts within the Complete Reg D package are business expenses that should be passed on to the investors. And here’s another thing to remember – it’s in investors’ interests to legally bulletproof their investment, so there’s no ‘convincing’ the investors that the cost should be passed on to them. That’s the Golden standard, the cost of earning ROI through your project. You’ll get the fixed quote for the Complete Reg D package during our phone call.
First of all, there isn’t a single client in my law practice who hasn’t gotten their deal funded. I can’t take 100% responsibility for their success, of course, but it sure helps that I’ve helped them chart the best course, so success was almost guaranteed. But if some extraordinary situation happens and the deal didn’t come together, I offer a special Capital Raise Guarantee that will minimize your risk. (We’ll cover this guarantee in detail during our phone call.)
Absolutely. Raising money for an open-ended fund is a different animal because instead of selling a projected return on a specific property, the parameters of the fund are fluid (especially when it comes to tricky questions like ‘When can I withdraw my money?’). But this is my area of expertise, so even though forming a fund is more complex than raising money for a single property, I’ll help you reach your fund vision without a hitch.
Time is a precious commodity for you and for me. If you’ve got partners, make sure all decision-makers are present on the call. Why? Because I see this all the time – even a small difference in how two parties see their business can change what I ‘prescribe’ as the best path forward. What you want to avoid is creating more tension between you and your partners by not letting their point of view being heard. But if all the parties are on the call, that means I know all the fact and I can help you find both the common ground and the best solution.
If you are a single decision-maker, then you’ll get the most out of the appointment with me by being 100% clear on your desired outcome.