Drafting a comprehensive Private Placement Memorandum manually requires 12+ hours of intensive work, coordinating multiple stakeholders, and ensuring compliance with complex securities regulations. Corporate attorneys spend days compiling company information, drafting risk factors, formatting capitalization tables, and ensuring all SEC requirements are met while managing tight fundraising deadlines.
Creating a comprehensive Private Placement Memorandum requires 20-30 hours of attorney time to gather information, draft extensive disclosures, ensure securities law compliance, and coordinate multiple document sections. The complexity of Regulation D requirements, risk factor drafting, and capitalization analysis makes PPM preparation one of the most time-intensive and expensive aspects of private capital raises.
CaseMark analyzes your corporate documents, financial statements, and cap table to automatically generate a complete, legally compliant Private Placement Memorandum with all required sections, risk factors, and disclosures. Our AI ensures consistency across sections, calculates pro forma capitalization, and drafts investor-ready content that satisfies SEC requirements while reducing drafting time by 95%.
This workflow is applicable across multiple practice areas and use cases
Securities attorneys need PPMs for Regulation D offerings, ensuring compliance with SEC requirements and proper disclosure to accredited investors.
PPM drafting is core securities law work, directly involving SEC regulations, offering documents, and capital markets compliance - this is the primary regulatory framework governing private placements.
Corporate finance attorneys draft PPMs for various capital raising activities including private debt, preferred equity, and hybrid securities offerings.
PPMs are fundamental corporate finance documents used across multiple financing structures, making this workflow essential for attorneys handling capital formation and fundraising transactions.
Private debt offerings and mezzanine financing transactions require PPMs to document terms and risks for institutional lenders and private credit investors.
Many private financing transactions beyond equity raises use PPMs, particularly for debt securities, convertible notes, and structured finance offerings to sophisticated investors.
Financial services firms and investment funds use PPMs when raising capital from investors, requiring compliance with both securities laws and financial services regulations.
Investment advisers, broker-dealers, and financial institutions regularly create PPMs for fund formation and capital raises, subject to overlapping regulatory requirements.
CaseMark requires your articles of incorporation, current capitalization table, financial statements, and management biographies as core documents. Optional documents like your business plan, material contracts, and IP documentation help create more comprehensive disclosures. The AI extracts key information about your company structure, business operations, financial condition, and offering terms to generate a complete PPM with all required sections.
Yes, CaseMark generates PPMs that include all disclosure requirements for Regulation D offerings under Rule 506(b) and 506(c), including required legends, risk factors, accredited investor qualifications, and anti-fraud disclosures. The AI incorporates current securities law requirements and standard market practices. However, as with any AI-generated legal document, attorney review is recommended to ensure the PPM addresses your specific circumstances and complies with applicable state blue sky laws.
CaseMark analyzes your business documents, financial condition, industry, and offering structure to generate comprehensive, specific risk factors organized by category (financial risks, business risks, market risks, securities-specific risks). The AI identifies material risks based on your company's actual circumstances rather than generic boilerplate, ensuring disclosures are tailored to your situation. Risk factors include appropriate detail and explanation of potential consequences to satisfy disclosure obligations.
Yes, CaseMark automatically calculates pre-offering and post-offering capitalization tables showing the impact of your securities issuance on ownership percentages. The AI processes your current cap table, outstanding options and warrants, convertible securities, and the new offering terms to generate accurate pro forma calculations on both an outstanding and fully-diluted basis. The capitalization section includes clear presentation of how the offering affects existing stockholders and new investors.
CaseMark generates a comprehensive, first-draft PPM in 15-20 minutes after you upload your documents. This includes all standard sections from cover page through financial statements, typically producing a 40-80 page document depending on your company's complexity. This represents a 95% time reduction compared to the 20-30 hours typically required for manual PPM drafting, allowing you to focus attorney time on review, customization, and client-specific refinements rather than initial drafting.
CaseMark can draft PPMs for common private offering structures including preferred stock (participating and non-participating), convertible notes, SAFEs, common stock, and LLC membership interests. The AI handles complex terms like liquidation preferences, anti-dilution provisions, conversion mechanics, dividend rights, and protective provisions. You can specify your offering terms, and CaseMark will generate appropriate descriptions of the securities rights and economic terms throughout the PPM.