Sample Private Placement Memorandum for Independent Films. Get a Headstart on Financing your Movie!

Of course, you thought about offering a share in your movie to friends, family, perhaps even strangers, to raise the funds for producing your movie. But can you do it, I mean legally, what’s the process, how long will it take, and can you afford to do it?

These are all questions that can probably be answered by an entertainment attorney or savvy consultant, but then again, can you afford to commit scarce cash or credit resources to advisors that early in the game? Don’t get me wrong, I’m not saying that you shouldn’t, as a matter of fact, I’d recommend that you do, but for many “indie” producers, employing these resources before their project got some traction simply isn’t doable.

That’s why I wanted to share the following quality but low-cost resources with you:

Sample Private Placement Memorandum for Independent Motion Picture
For those who don’t know, a private placement is a formal securities offering that enables you to sell shares in your movie to investors. So-called “Exempt Offerings” or “Regulation D Offerings” enable you to do that without having to register your offering with the SEC (Securities & Exchange Commission) or state regulators for so long as you adhere to some self-imposed limitations and market your offering exclusively to investors that meet certain wealth and sophistication standards. The so-called private placement memorandum spells out the nuts and bolts of your project, along with clearly defined offering terms to purchase shares in your project.

Take a look at this sample private placement memorandum. It’s a spin-off of an actual private placement memorandum that was used by a single purpose corporation (i.e. a company specifically formed to finance, produce, and market a movie) to sell up to $1.56 million worth of restricted securities under Regulation D, Rule 506 to fund a short film project that later garnered two Emmy Awards.

It’s turnkey and includes a wealth of information on production, completion bonds, release strategies & schedules, distribution, festival strategies, revenue projections (i.e. box office, Pay TV, DVD, home video, and Cable TV), and an actual, easy-to-replicate stock offering.

This sample private placement memorandum for an independent motion picture is available at:

Ok, now that you have developed a quality private placement memorandum for your independent movie, this doesn’t mean that investors are going to jump on it. Maybe you already know a few people that already expressed an interest to pitch in, but depending on how much you need to raise, this is usually nothing but a good starting point.

Below is a link to a critically acclaimed white paper that details the process of marketing a private placement to high-net-worth individuals.

Reaching High-Net-Worth Individuals with your Private Placement or Regulation D Offering
The paper breaks down the entire process into four easy-to-understand, easy-to-follow steps, namely (i) researching and identifying high-net-worth individuals, (ii) targeting high-net-worth individuals, (iii) pitching to high-net-worth individuals, and (iv) closing high-net-worth individuals. All within the bounds of the legal framework for marketing restricted securities or Regulation D Offerings. It also includes original pitches, scripts, and marketing collateral.

The paper was developed during the fund raising process for a distressed residential real estate investment fund, which led to a total of $4.7 million in equity investments. The paper was also reprinted (in whole or in part) by Business Week®, Fast Company©, and other publishers on the web.

This white paper is available at:

For those who struggle to put together a realistic budget for their movie, perhaps because they want to apply for a government grant, completion bond, or simply because they want to make sure they’re not running out of money half-way through the project, here’s a great resource to create a realistic budget.

Professional Production Cost Calculator for Motion Picture
This is an essential tool for every independent movie producer who wants to make sure his project is based on a realistic budget. The Excel-based spreadsheet covers the main production phases such as “Pre-Production”, “Principal Photography” and “Post Production” and includes actual rates for many professionals, contractors, and equipment. Total production costs are broken down by category on a single-page summary.

This production cost calculator was developed in conjunction with the aforementioned private placement memorandum for independent motion picture and used to successfully apply for a grant with the Florida State Film Commission.

This professional production cost calculator for motion pictures is available at:

Please feel free to send me a private message here or contact me via our own website at in the event you have any questions.

Good luck with your project!


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