Contents of a Film Private Placement Memorandum

Film PPM Sections and Details

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Contents of a Film Private Placement MemorandumLearning the contents of a film private placement memorandum is easier than you may think. Now that you know what a PPM is, and how it can help you raise money from Film Investors, let's look at the contents of a Film PPM. There are 10 sections that make up your independent film PPM.

  1. Summary of the Offering
  2. Movie and Industry
  3. Terms of the Offering and Securities Being Offered
  4. Estimated Use of Proceeds
  5. Security Ownership of Management and Certain Security Holders
  6. Interests of Management and Others in Transactions
  7. Compensation of Management, Key Personnel
  8. Plan of Distribution of Units
  9. Financial Information
  10. Litigation, Legal Matters

The first section of the document, Summary of the Offering, is the most comprehensive and represents the first impression you have on film investors. It is where you first outline your Company, Film and Financial details.

The following represents a list of all of the details that make up the Summary of the Offering.

(1) Summary of the Offering

Company Details

Name of offering entity (LP, LLC or corporation)

Contact Information
Address
Phone Number and Fax Number
Email Address

State in which entity is formed (or to be formed)

If already formed, date of formation
If not formed, will it be formed before or after start of offering

Purpose of Offering Entity
For most of you, the production of a feature film

Film Details

Name of Film
If using a working title, you should specify this

Screenplay Writer(s)

Director

Producer(s) - include Executive Producers as well

Any Cast attached

Financial Details

Size of Unit
($ per unit, interest or share)

Number of units to be sold

Size of total offering
Size of minimum investment

Payback %'s to investors (if applicable)

Any interest payable to investors (if applicable)

Is the offer available to non-accredited investors?

Impound or non-impound
(money escrowed until certain level of investment reached)

Commissions and/or Fees (due diligence fees and finders fees)

A list of any selling brokers

Is there a selling agreement with a broker?

States, Countries where Units are offered

Name of Manager(s) and position(s)

If Manager is an entity, the Owner and operator of Manager

Resumes for people mentioned above

If this is an existing entity, divulge any info on prior projects related to the offering

Businesses, financial data, copy of all governing documents

Identity of any predecessor entities and some summary information regarding how much money has been raised and how the proceeds were used.

If the offering entity already exists, do they have any financial statements?

If the manager of the offering entity is an entity itself, are there any financial statements for it?

Conclusion

Although this is just the first section of the PPM, if you can answer the majority of these questions, then chances are, you are ready to put together a meaningful business proposal for your film. If you aren’t sure about these questions, or are on the fence about certain answers, then you are simply NOT ready to approach investors about your film. You may have a screenplay you believe in, but you do not yet have a clear financial plan. Nor will you be able to respond intelligently to a savvy investor who will ask you these questions.

Do not despair, answers to your questions are out there. Or, if you know the answer and are just on the fence about one of the questions, there are people willing to share their experiences and knowledge with you.  However, they are not lining up to come to you.

If you are making an independent film, it is time to get in that mindset – which means YOU need to make it happen. Seek these answers and experienced producers out.  And never get discouraged by a cold shoulder or a negative response. All it takes is one positive response.


This is Part 2 of the FilmProposals PPM Series:

More from FilmProposals:

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