Services Summary

Regulation D Resources provides the most comprehensive suite of services and resources for preparing and marketing a Regulation D Securities Offering.

Our services and resources guide you through the entire Regulation D Offering Process; from setting offering data and transaction structure, through developing the offering documentation (Private Placement Memorandum, Subscription Agreement, etc.); completing the SEC Form D filing; assistance with State Blue Sky filings; and providing access to investor resources including private investment groups and NASD brokerages.

A key aspect of our service is the consulting provided to the client. We provide customized guidance to the client on such critical topics as:

• Choosing an exemption that best fits the client's needs, maximizes efficiency, and reduces State Blue Sky regulatory issues

• Deciding between an equity offering or debt offering, discussion of the advantages and disadvantages of each and the differences between equity investors and debenture investors
• Developing concise, attractive transaction structure including pricing the shares or notes and deciding between common or preferred equity shares
• Setting the capitalization structure of the company - specifically how many shares of total authorized share/unit capital is appropriate for the client's current transaction and any future growth
• Development of several possible exit strategies
• Analysis of the business with a focus on identifying weak areas and providing recommendations to strengthen those areas pre-offering
• Setting a minimum offering amount and minimum investment amount
• Development of investor return models and valuation techniques
• Determining alternative financing that can be utilized in conjunction with the private capital to produce the most cost effective capitalization plan possible
• Development of specialized disclosure for the offering documentation
• Multiple reviews of the PPM documentation and SEC filing to ensure accurate offering documents
• Guidance regarding possible marketing tactics and resources and the priority in which the client should utilize these tactics and resources

The hallmark of our service is the investment banking and offering preparation consulting that we provide. Clients are assigned to a principal within our company providing one point of contact and ensuring that the client receives the very best personalized guidance and expertise.

Regulation D Resources provides the four fundamentals needed to raise debt or equity capital from investors properly and effectively. Our service provides these key necessities for raising capital from investors:

• The Proper Method for Soliciting Investors: a Regulation D Offering allows your company to raise funding from investors in compliance with State and Federal regulations. The Regulation D Offering provides your company with the proper exemption at the State and Federal level to sell stock, membership units, or debt instruments (bonds or notes) to investors. It is crucial that private companies raise capital from investors using the appropriate methods.

• Proper Transaction Structure: most entrepreneurs are not experts in raising capital properly - thus they do not set up their transactions with proper structure. If the core transaction structure is not set up properly, or if you are missing key items, you will appear very unprofessional to prospective investors. Click Here for specific information regarding our transaction structuring assistance.

• Investment Documentation: raising capital from investors, debt or equity, of any amount requires very specific documentation that far surpasses what a business plan provides. It is imperative that a company seeking capital from investors have in place a Private Placement Memorandum, a Subscription Agreement, and in debt offerings a Promissory Note Agreement. Raising capital without these documents is nearly impossible - they are a necessity. Our service provides for the preparation of all needed offering documents and SEC filings. Click Here for specific information on the offering documents we provide.

• Targeted Marketing Resources and Tactics: once you have the practical capability to raise capital from investors - the next step is accessing potential investors for your company. We offer four main forms of marketing assistance and investor resources:

  1. Access to 44 NASD listed brokerage firms that sell Regulation D Offerings to investors
  2. Access to Internet resources that specialize in marketing offerings to investors via the Internet
  3. Guidance on creating a direct marketing campaign designed to give your offering maximum exposure to interested investors
  4. Direct access to 41 Private Investor Groups with over 5400 qualified individual investors

How We Work With Clients

We assist clients in preparing a Regulation D Offering through the use of an Online Resource Center and integrated one-on-one consulting.

Online Resource Center

When clients subscribe to our services - they are provided a username and password that allows them to access our Online Resource Center. Clients may access the resource center at any time to work on developing their offering. The Online Resource Center houses all of our offering documentation, investor resources, and guides clients through the offering preparation process in step-by-step fashion using easily understood content. Use the gray sub-menu at the top of this page to find detailed information on the contents of the Online Resource Center.

The client begins in the "Process Section" of the Resource Center with Step One: creating the transaction structure and offering data. We assist clients in setting share structure, determining offering data, share/unit pricing, modeling investor returns, etc. This is a critical step and we work very closely with clients to make sure they have developed accurate structure that will be attractive to investors.

Once the transaction structure is in place - we then guide the client through downloading and customizing the offering documentation and SEC filings.

Our process instructions, offering documents, and document completion instructions are all specific to the type of transaction you have. We have specific documents and instructions for 504 or 506 offerings, debt or equity, "C" Corporation or Limited Liability Corporations (LLC's). You can find detailed information on the offering documents we provide using the gray sub-menu at the top of this page.

The Online Resource Center also houses all of our marketing and investor resources. When the client's offering has been fully prepared and reviewed by our staff - they can begin interacting with investor resources through the Marketing Section of the resource center.

Consulting

We bolster the Online Resource Center interface with one-on-one consulting through the entire offering process. Each client is assigned to a principal in Regulation D Resources for support. This close relationship between the client and our company ensures the development of a professional, accurate and effective offering. Access to consulting is available via telephone during business hours (Monday through Friday 9am-5pm EST) and via e-mail during business hours, after-hours and weekends. Our consulting, including the offering document and SEC filing review, allows us to maintain a strict level of quality control and ensures our clients benefit from our expertise.

Use the gray right side sub-menu at the top of this page to get specific information regarding the contents of the Resource Center and the steps involved in guiding you through development of your Regulation D Offering.

Please call us direct at (877) 463-8634 for answers to any questions regarding our services or to discuss the specifics of your transaction. We would be happy to explain in depth how the Regulation D programs work, why they are needed to raise capital from investors, and the scope of our services.

Our Services Fee:

We charge a one time fee of $1,750.00 to access our services and resources. Our expert consulting and support is included in this fee. We do not charge any additional fees for preparing a Regulation D Offering.

The subscription term to our services is 5 months. Most clients have their Regulation D Offering fully prepared and are ready to interact with investors within 14-20 business days.

How Do I Get Started?

Simply click here to create your account with our company, pay for the service, and begin preparing your offering.