Regulation S PPM software

A PPM draft for Regulation S offshore offerings

Regulation S provides Securities Act safe harbors for qualifying offshore offers and sales. PPMWizard renders cautious offshore-transaction, non-US-person, and distribution-restriction language for counsel to tailor.

No card required. Export one offering for $29, or unlimited drafts and exports for $49/month while Pro is active.

Drafting software. Attorney review required before issuance. Legal and filing costs are separate.

Open a full fictional PPM sample
Bright office with shared desks, laptops, and plants

Illustrative draft inputs

Atlas European AI Fund (Cayman LP)

Target raise

$30M

Minimum commitment

$250K

Your terms become an editable draft for counsel review.

Image and sample offering are illustrative.

Questions that fit your deal

Asset-specific inputs and editable narrative sections.

See the draft as you go

A connected on-screen preview before you pay.

Give counsel a working file

Paid Word and PDF exports for review and revision.

Try a few inputs

See how your deal takes shape on the page.

Change the example terms and watch the draft update. This simplified illustration shows the input-to-document workflow. Open the full demo to explore more of the actual workspace.

  1. 1

    Define the investment strategy

    Explain the fund thesis, stages, sectors, and intended investment process.

  2. 2

    Describe portfolio construction

    Record how the fund will allocate capital across initial and follow-on investments.

  3. 3

    Record the decision process

    Explain the people and governance behind investment selection.

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PPMWizard workspace

Simplified interactive illustration

Fictional draft

Try your terms

Change a term to update the draft excerpt and budget amounts. These demo edits stay on this page.

Draft excerpt

Updates as you type

Venture / Private Equity Fund · Private placement memorandum

Atlas European AI Fund (Cayman LP)

The proposed offering targets $30,000,000 in commitments, with a minimum investment of $250,000. Final terms and disclosures require issuer and counsel review.

Target raise

$30,000,000

Minimum investment

$250,000

Use-of-proceeds snapshot
Portfolio investments · 80%
$24,000,000
Reserves · 15%
$4,500,000
Offering expenses · 5%
$1,500,000

Illustrative budget inputs, not a return model or forecast. Edit the reserve percentage in Use of proceeds.

Nothing is saved or submitted. Attorney review required before issuance.

Read the full fictional sample

The details, when you need them

What this starting point covers.

Review the workflow, fit, and boundaries with your team. Your attorney determines the final disclosure and document scope.

Browse the help center

What this framework is

Regulation S contains safe harbors for offers and sales made outside the United States. Its general conditions include an offshore transaction and no directed selling efforts in the United States, while additional procedures and distribution restrictions depend on the issuer, security, market interest, and applicable Rule 903 category.

Regulation S does not make an offering generally exempt from every US or foreign-law requirement. Concurrent US and offshore tranches, resales, legends, purchaser status, and local-law compliance require transaction-specific analysis.

When it may fit

Regulation S may be considered when offers and sales are genuinely offshore and the issuer can operate the applicable selling and distribution controls. A purchaser address or citizenship answer alone does not establish the safe harbor.

If the raise also includes a US tranche, counsel should coordinate the Regulation S procedures with the domestic exemption and ensure that communications do not undermine either pathway.

PPMWizard's support and limits

Selecting Regulation S changes the draft cover, investor-qualification language, plan-of-distribution prompts, and questionnaire to focus on offshore and non-US-person facts. PPMWizard does not generate a Form D for a Regulation S-only selection because Form D is a Regulation D notice.

The wizard does not assign a Rule 903 category, verify non-US-person status, test an offshore transaction, police directed selling efforts, calculate a distribution compliance period, or determine foreign-law compliance. Counsel must supply and approve those conclusions.

Open the output

Read a full draft before you start yours.

Fictional examples you can open without an account. Explore the layout, deal terms, disclosures, and supporting sections.

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Start with your deal

You have the terms.
Give them a working draft.

Draft and preview up to three offerings free. Add detail at your pace, then unlock exports when you are ready for counsel review.

One offering

Export package and later revisions to that offering.

$29once

Pro monthly

Unlimited drafts and supported exports while active.

$49/mo

USD software prices. Counsel, filing fees, other vendor charges, and any applicable taxes are separate.

A few practical questions

Before you start.

What can I try before paying?

Create up to three offerings and review the on-screen draft previews without a card. Editable Word, PDF, and other supported exports require paid access.

Does the software replace securities counsel?

No. This is drafting software. You retain qualified securities counsel separately to confirm the structure, exemption, disclosures, calculations, and final document before issuance.

How do I choose the right starting point?

Review the sample and the workflow details with your counsel. Select the asset workflow and offering framework that match the actual transaction; the software does not determine eligibility or legal compliance.