506b Podcasts

Tilden Moschetti, a securities attorney at Moschetti Syndication Law Group, discusses the complexities of allowing an LLC to invest in a syndication. According to Moschetti, this is a common query from clients, and the answer largely depends on whether the investment comes under Rule 506b or 506c offerings. For Rule 506c, an LLC can invest if its a…

Tilden Moschetti, a securities attorney, discusses Rule 506d, a part of Regulation D, which defines "bad actors" in the context of securities offerings. These "bad actors" are individuals who are prohibited from participating in the offering of securities due to past misdeeds. Rule 506d is applicable to both Rule 506b and 506c offerings. According …

Tilden Moschetti, a securities attorney with Moschetti Syndication Law Group, specializes in assisting syndicators and funds in setting up offerings for Regulation D Rule 506b and 506c offerings. He addresses a common myth among people that they can conduct a securities offering without filing with the SEC if they just involve friends and family, o…

Tilden Moschetti, from the Moschetti Syndication Law Group, provides a detailed walkthrough of Form D filing with the SEC, which is crucial for a Reg D offering. Form D is four pages long plus instructions and is filed on the SEC's EDGAR database. He explains various aspects of the form, starting with the issuer's identity which details the entity …

Tilden Moschetti, an attorney with Moschetti Syndication Law Group, discusses a common misconception about a potential loophole in securities regulations. Some individuals believe that borrowing money from friends and family in the form of a loan for a syndication does not constitute a security, thus bypassing the regulations. Moschetti explains th…

Tilden Moschetti, a securities attorney with the Moschetti Syndication Law Group, presents an in-depth analysis of Regulation D Rule 506c. Moschetti emphasizes the value of direct reference to the regulation itself for clarity, drawing on advice from his law school professor. He cites Rule 506c in the context of its placement within Book 17 of the …

Our ‘Ask Me Anything’ Q & A webinar in August 2022 was a big hit and we kept it unlisted for a while. Since some of the questions had that red-hot quality to them - aka, every syndicator had asked themselves that question and more than once… Questions like… ‘How do I handle timing differences for different investors in a given fund when calculating…

In the great movie Moneyball, Billy, played by Brad Pitt, says he wants to bring back an aging ballplayer by the name of David Justice. Everybody thinks it is a terrible idea to bring him back. He can’t hit home runs anymore. They ask Billy why he wants Justice back. Billy points to Pete, played by Jonah Hill. And Pete says, “because he gets on bas…

You’ve done it! You’ve re-entered, you’re back on Earth. You’ve completed this and it’s all done! We started on the launch pad, putting our structure in place, getting our founder investment theory done, and learning about underwriting. Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-conclusion-putting-it…

Now, you’re outside of the capsule after re-entering. Your investors have gotten money. All is good with the world. Is it time to party? Sure, it’s time to celebrate… but you’ve got to get to the party first! And to do that, you need to go through a closing, just to make sure that every single thing is wrapped up neatly, so that when you go into yo…

You’ve basically re-entered the atmosphere and you’re on the surface of the earth. Now you just need to emerge from the capsule. And that means making those final distributions to your investors. There are several processes to do this... Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-final-distributions-…

So you think it’s time to sell? Well, if you structured your syndication the way that I normally do, you’ll want to give investors the right to decide whether or not it’s time to sell the property. That way, they feel like they are a part of the action. A lot of syndicators don’t do this, and it’s a mistake. Bring that decision-making process to th…

The market has spoken, “It is time to sell.” Many times the decision to sell is up to your investors and you, so you’ll find out how to get the decision made right. Then after it is sold, there are loose ends to tie up and investors to return capital to. They probably can’t wait to put it into your next deal! Visit the web version here: https://www…

One of the things I like best about being a syndicator is when it comes time to make distributions, especially the final distribution. I like sending money to people, because I know they’re happy to get it and I just did a good job for them. But exactly how do we make distributions? Visit the web version here: https://www.moschettilaw.com/launching…

Ensuring good property management is critical to syndicating. Your investors are counting on the property being managed in such a way that their asset doesn’t start deteriorating. Under the guise of property management, we have four different kinds of analyses that we need to know as syndicators and asset managers in order to make sure that propert…

Asset management is a funny thing. What does an asset manager do? It’s obvious what a property manager does, right? They manage the property. So what’s different about managing an asset? Let’s talk about what it takes to be a good asset manager. Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-asset-manage…

“Escrow closed! We own the property!… So, are we done?” Nope. There are things to do besides cashing those monthly fee checks. Your investors expect distributions and to know what is going on. Plus, you need to know what is going on to make sure you can do the next deal. Visit the web version here: https://www.moschettilaw.com/launching-real-estate…

Liftoff is almost complete, and you’re almost in orbit! Just a few things left to do. You’re collecting money from your investors right now, and now it’s time to finish it up, making the process complete. Just what are those last minute things that you need to do in order to be in orbit comfortably? Visit the web version here: https://www.moschetti…

Now you have your syndication put together. You’ve got your PPM, your operating agreement, and the subscription escrows underway. You’ve marketed the investment and had those conversations. You’ve pitched it, and you have some interest. So what next? How do you get the money from the investor who’s interested into the bank account so that it can be…

Congratulations, you’ve gotten all your forms together! Now let’s talk about marketing the investment opportunity that you have. How do you put it out there? You’re going to do a lot more marketing in the context of a 506c, then a 506b. This isn’t to say you don’t market in a 506b. But marketing for a 506b, really just means the pitch between you a…

We syndicators operate underneath the regulatory framework from the SEC and state laws. But we also operate under another framework too. Fortunately, this one is our own design: the operating agreement. Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-operating-and-subscription-agreements-for-syndications/…

The private placement memorandum, also called the PPM, may be one of the most daunting hurdles for syndicators. They tend to be really long, dense, confusing, and repetitive. But it actually doesn’t need to be that way. Let’s take all the mystery out of it. There are three ways that syndicators do their PPMs... Visit the web version here: https://w…

You found the deal and it is in escrow… “Now what???” Now you need to put the investment itself together and get investors committed. You also need to do it the right way to avoid trouble with your investors and the SEC down the road… Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-making-sense-of-the-sec…

The product for syndicators is the property. Pricing and engineering that product is the financial analysis. The best syndicators make their choices objectively and based on the data and facts. They tune their projections to maximize both the return for their investors and the return for themselves. And they have meaningful conversations about mone…

Let’s face it: we syndicate not just because it’s fun, but because we want to make money… and not just money for our investors, but money for ourselves. The work that you put in as a syndicator should be paid. But any complexity that comes in on fees or promote will start to scare away investors. We’re going to go through the different ways that yo…

It probably goes without saying, but finding properties is pretty critical for a syndicator. Without a property, there’s nothing for us to talk to investors about or sell them. Properties are the raw materials that syndicators work with. So how do we find deals? Here’s a four step system so you’re not left to the winds of chance. Visit the web vers…

The good news is that finding investors doesn’t need to be that challenging. In fact, you are doing many of the things to find investors already. All you need is to systematize those and then follow the process, which is actually quite simple. There’s only a few things that you need to do. And you probably know what those things are already, and ar…

There are two different kinds of decisions that we need to make in order to protect yourself from the very beginning from deals going sideways, or making a mistake by choosing the wrong kinds of investors... Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-structuring-syndication-entities-to-protect-yourse…

What does it take to be a syndicator who has no trouble raising money? Someone who can raise $2 million, $20 million in a matter of days rather than months? Well, the answer is simple. And it actually boils down to just three questions. Visit the web version here: https://www.moschettilaw.com/launching-real-estate-syndications-founders-investment-t…

Welcome to Launching Real Estate Syndications - a 23 part series on getting started in syndicating real estate using Regulation D Rules 506b and 506c. This video is brought to you by Moschetti Syndication Law Group (https://www.moschettilaw.com), a syndication law firm. This first podcast in our series, welcomes you to the whole system of real esta…

Tilden Moschetti, an attorney specializing in Reg D Rule 506b and 506c offerings, addresses the question of how syndicators can inform friends, family, and contacts about an investment opportunity without violating SEC rules. Regulation D Rule 506b, prohibits the advertisement of the offering as a general solicitation or general advertisement. Thus…

Tilden Moschetti, an attorney for the Moschetti Syndication Law Group, discusses the question of whether a syndicator can do both a Rule 506b offering (to include non-accredited investors) and a Rule 506c offering (for advertising purposes) at the same time. The answer is complex and depends on the specifics of the strategies used. In general, Rule…

Tilden Moschetti, of the Moschetti Syndication Law Group, addresses two questions related to 1031 Exchanges and syndication. *Can investors doing a 1031 exchange be incorporated into a syndication?* Yes, this is possible but complex. Investors could enter the syndication as a tenant in common as part of their 1031 exchange. However, each tenant in …

Tilden Moschetti, a syndication attorney with the Moschetti Law Group, specializes in creating private placement memorandums under Regulation D Rule 506b and Rule 506c for syndicators and businesses trying to raise capital. In this summary, he addresses the common question of limitations on resale within these documents. A private placement memoran…

Tilden Moschetti, a syndication attorney with Moschetti Law Group, specializes in Regulation D filings (506b and 506c). His work primarily involves producing private placement memorandums, operating agreements, subscription agreements, and investor questionnaires. He ensures that syndicators are raising capital in a legal and compliant manner. In t…

Tilden Moschetti, founder of Moschetti Law Group, discusses the issue of compensating others for marketing syndications. He advises against paying finder fees due to the potentially severe consequences and the inherent risks involved. The only permissible payments, according to Moschetti, are to licensed broker-dealers who are legally able to raise…

Tilden Moschetti, a syndication attorney with the Moschetti Syndication Law Group, highlights the importance of transparency in a private placement memorandum. He emphasizes the need to disclose as much information as possible, including any conflicts of interest, risks, and details about the underlying investment that may affect an investor's deci…

Tilden Moschetti, a syndication attorney with the Moschetti Law Group, explains the concept of blue sky laws in relation to syndications. These are state-specific laws that govern the sale of securities and investments within the jurisdiction of each state, separate from federal regulations. If a syndication solely involves elements within the same…

Tilden Moschetti, a syndication attorney with the Moschetti Syndication Law Group, discusses how syndicators can structure their fees. He states that the fees can be structured in any legal way, as long as it's disclosed to and understood by the investor. Examples include setting up a rule 506c offering where the syndicator takes the majority of th…

Tilden Moschetti, a syndication attorney and the founder of Moschetti Law Group, discusses the qualifications for an individual to be an Accredited Investor. For individuals, one way is to hold a specific securities license registered through FINRA and recognized by the SEC. However, Moschetti emphasizes that real estate brokers, CPAs, and lawyers …

Tilden Moschetti, a syndication attorney from the Moschetti Law Group, explains the differences between Regulation D Rule 506b and Rule 506c offerings. Choosing between the two depends on two factors: whether the syndicator has a substantial business relationship with all potential investors and if all potential investors are accredited. If the syn…

Tilden Moschetti, founder of the Moschetti Law Group and a syndication attorney, discusses the rules surrounding marketing private placement offerings under Regulation D. He clarifies that under rule 506b, marketing or advertising of the investment is prohibited and can only be discussed with those with whom a substantial business relationship exis…

Tilden Moschetti, the founder of Moschetti Law Group, explains the optimal way to structure entities for a syndication or a private placement offering. He suggests starting with an "investment entity", such as an LLC or a corporation, which will be the target for investors. However, this entity does not manage itself; it should be managed by a "spo…