Series 79: 10.4.3. The Private Placement Memorandum And Term Sheet

10.4.3. The Private Placement Memorandum and Term Sheet

The private placement memorandum (PPM), sometimes referred to as the offering memorandum, is the private placement equivalent of a prospectus. Like a prospectus, the PPM contains a description of the issuer’s business, capital structure, management, and future plans; a description of the securities being offered, the terms of the offering, and the fees associated with the offering; a statement of the intended use of offering proceeds; and disclosure of risks and other material facts about the investment. An investment bank working on a private placement will assist with due diligence, performing much the same tasks as it would for a public offering, to ensure that the information in the PPM is accurate and not misleading. A PPM is not always prepared for small offerings involving a single