Skip to content
×
Try PRO Free Today!
BiggerPockets Pro offers you a comprehensive suite of tools and resources
Market and Deal Finder Tools
Deal Analysis Calculators
Property Management Software
Exclusive discounts to Home Depot, RentRedi, and more
$0
7 days free
$828/yr or $69/mo when billed monthly.
$390/yr or $32.5/mo when billed annually.
7 days free. Cancel anytime.
Already a Pro Member? Sign in here

Join Over 3 Million Real Estate Investors

Create a free BiggerPockets account to comment, participate, and connect with over 3 million real estate investors.
Use your real name
By signing up, you indicate that you agree to the BiggerPockets Terms & Conditions.
The community here is like my own little personal real estate army that I can depend upon to help me through ANY problems I come across.
Starting Out
All Forum Categories
Followed Discussions
Followed Categories
Followed People
Followed Locations
Market News & Data
General Info
Real Estate Strategies
Landlording & Rental Properties
Real Estate Professionals
Financial, Tax, & Legal
Real Estate Classifieds
Reviews & Feedback

Updated 12 months ago on . Most recent reply

User Stats

17,738
Posts
15,274
Votes
Chris Seveney
  • Investor
  • Virginia
15,274
Votes |
17,738
Posts

This is the VERY FIRST thing to do before you consider investing in a Syndication

Chris Seveney
  • Investor
  • Virginia
ModeratorPosted

For anyone reading this and considering investing in a syndication.

STEP#1: Go to
SEC.gov | EDGAR Full Text Search

Step#2:
Put in the name of the company listed in the PPM.

If it is a Reg D offering, they should show up under Form & File: "D (Notice of sales and unregistered securities)"

For example, for a registered offering put in "Sunnyhill Mortgage Note Fund" and you will see what I mean. 

If it says no data, then they never submitted the offering. This is a 100% automatic disqualification in my book (no ifs, and or buts).

If it is not registered. Then I recommend against investing

Why not invest?  

Because a Form D must be filed with the SEC within fifteen (15) days of a “sale” of a federally exempt security. For this purpose, the SEC defines “the date of first sale is the date on which the first investor is irrevocably contractually committed to invest.” (See SEC Publication, Filing and Amending a Form D Notice, A Compliance Guide for Small Entities and Others http://www.sec.gov/info/smallbus/secg/formdguide.htm.)

So the reason not to invest is they either have no other investors, and if they did, they failed to register.

Why post this? Because there are more and more posts on here about people losing money in syndications. Many are not due to any fraudulent activity and just a poor sponsor or a poor deal. But if you are investing in offerings where they did not register the offering, then they are committing an act that is subject the issuer to criminal or civil prosecution. So them "not knowing" will not stand up under scrutiny of the SEC.

Here is a great article.

Don't Blow Your Exemption! SEC Form D Filings and Blue Sky Filing Requirements for Reg D Offerings | SyndicationAttorneys.com


  • Chris Seveney
business profile image
7e investments
5.0 stars
16 Reviews

Loading replies...