Series 82: Member Private Offerings

Member Private Offerings

A member private offering (MPO) is a private placement of unregistered securities issued by a FINRA member or a control entity. A control entity is any entity that controls or is controlled by the member firm. In this case, control means a beneficial interest of 50% of the outstanding voting securities. FINRA states that no member may participate in an MPO unless the following conditions have been met:

• • If an offering has a PPM or term sheet, it must be provided to each prospective investor and must contain disclosures addressing the intended use of the offering proceeds, the offering expenses, and the amount of selling compensation that will be paid to the syndicate members.
• • If an offering does not have a PPM or term sheet, then the member must prepare an offering document that contains these required disclosures and must provide