Marketing Your PPM to Investors

Finding Investors for Regulation D Offerings

There are many different ways issuers can go about finding investors such as advertising, friends and family, business associates or customers, broker/dealers and depending on your offering and or circumstances you might use one or more of them. If you are fortunate enough to have a large network of folks already willing to invest then you should be good to go! For others we have broken out some of the methods mentioned for you to consider:


A fundamental requirement of Regulation D, prior to the JOBS Act, was that there be no general solicitation or advertisement used in connection with the solicitation of an investment. Rule 504 contains language that does allow general solicitation, however, only a handful of states accept Rule 504 as it is written at the federal level and even some of those don’t allow advertising. With the enactment of the JOBS Act Rule 506 was revised to add Rule 506(c) which allows general advertising if certain conditions are met. This means you can actually place an ad in a magazine or newspaper, create a commercial to air on the radio or TV, and of course online advertising through your own website or online ads such as Google Adwords®.

Broker - Dealers

Broker/dealers typically have an established network of qualified investors they can present your offering to. Finding a broker/dealer is just a web search away, however, finding a broker/dealer willing to take your deal and present it their clients is more of a challenge. Broker/dealers see hundreds of deals and they have to be selective as to which ones they present to their clients as they must also protect their clients as well. One word of caution is to be very leery of anyone offering to get your deal in front of investors for a sizable upfront fee. Broker/Dealers rarely ask for upfront fees as they make their fee through commissions for selling the securities. You can check any legitimate broker/dealer at:

Friends and Family

One of the most common places startup companies find initial investors is friends and family. It’s a great place to start but of course it is not without its complications when you mix friends and family with business. Depending on the level of risk and the amount of capital you need to raise this is a good place to start your offering.

Business Associates and Customers

Another great starting point is through your network of previous business associates, co-workers, former employers, vendors and customers. You might consider renting a conference room at a local hotel and hosting a social for a select group of your network as a method to present your deal. Because you already have an established relationship with them it typically is not considered general solicitation if you are planning to use non-accredited investors in your offering. Lastly, most all of us know someone, or are related to someone, or know someone that knows someone that is financially able to invest in your business.


Crowdfunding is probably one of the most popular and publicized methods for getting the word out on your offering and for raising capital. The JOBS Act of 2012 helped to make Crowdfunding even more popular with the addition of new rules allowing that allows you to sell equity shares or borrow money through lending type offerings. Prior to this change startups used (and still do use) rewards (products, tee shirts, etc.) or through donations. These type offerings can be effective for smaller offerings and tend to be product based.

Angel Investors

Angel investors are wealthy individuals that invest capital in business ventures in exchange for an equity ownership or offer capital as debt at a specified percentage of return. If you have ever seen the television show Shark Tank than you have a pretty good idea how an angel investor invests. Often times the angel investor will also proved business advice or other means to help the business succeed. This also means giving up some control in your business but can be well worth it with the right angel. Often times there are angel investor conferences that you can attend and present your deal to a number of potential angels. These events are usually well publicized in advance of the event.