Syndication Attorney Field Notes with Tilden Moschetti cover art

Syndication Attorney Field Notes with Tilden Moschetti

Syndication Attorney Field Notes with Tilden Moschetti

Written by: Tilden Moschetti
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Syndication Attorney Field Notes is a short-form educational podcast from Tilden Moschetti for sponsors, real estate syndicators, fund managers, and business owners raising capital through Regulation D offerings, private placements, syndications, and investment funds. Each episode breaks down one issue from the legal notebook: finder’s fees, broker-dealer registration, Rule 506(b), Rule 506(c), investor verification, private placement memorandums, subscription agreements, Form D, Blue Sky filings, fund structure, and the mistakes that show up before the documents are drafted. Plain-English field notes. One issue, one misconception, one practical takeaway. Public education only, not legal advice.(c) 2026 Moschetti Syndication Law PLLC Economics Personal Finance
Episodes
  • Closed-End vs Open-End Private Equity Funds for Sponsors

    Closed-End vs Open-End Private Equity Funds for Sponsors
    Jun 8 2026
    =Short legal field notes from syndication attorney Tilden Moschetti for sponsors raising capital through Regulation D offerings, private placements, syndications, and investment funds. In this episode, we explore the choice between closed-end vs open-end private equity funds. A common misconception is that an open-end fund is simply an evergreen marketing wrapper. Depending on the facts, an open-end structure can create significant operational demands, including continuous NAV calculation, redemption gates, lock-ups, and ongoing Form D amendments. Tilden explains why your private placement structure should follow your asset liquidity, and how to match your redemption rights to what the underlying assets can actually support.

    Also see: Closed-End vs Open-End Private Equity Funds for Sponsors at https://www.moschettilaw.com/closed-end-open-end-private-equity-funds
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    8 mins
  • Preferred Equity Investments in Reg D Syndications

    Preferred Equity Investments in Reg D Syndications
    Jun 7 2026
    =Short legal field notes from syndication attorney Tilden Moschetti for sponsors raising capital. In this episode, we look at preferred equity investments in a Regulation D private placement. Many sponsors assume preferred equity is a standard yield product, but it is actually a set of priority distribution rights drafted into the LLC operating agreement waterfall. The episode explains how a properly drafted preferred return can create a soft accrual rather than a hard debt default, giving the sponsor flexibility during a cash flow pause. Tilden also highlights the potential overlap with senior lender covenants, tax treatment, and offering documents, showing why the pitch deck and PPM should frame the investment as a priority position rather than a guaranteed return.

    Also see: Preferred Equity Investments in Reg D Syndications at https://www.moschettilaw.com/preferred-equity-reg-d
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    8 mins
  • Oil Rig Fund Structure in a Regulation D Private Placement

    Oil Rig Fund Structure in a Regulation D Private Placement
    Jun 5 2026
    =A short field note from syndication attorney Tilden Moschetti on building the legal container for an oil and gas fund before the capital raise. This episode explains the legal architecture of an oil rig fund structure in a Regulation D private placement. Tilden breaks down the importance of establishing a liability firewall between operational risk and passive investor capital, the role of operating agreement drafting in supporting potential tax pass-through treatment for items like Intangible Drilling Costs (IDCs), and the practical marketing differences between Rule 506(b) and Rule 506(c). Finally, he explains how paying transaction-based finder's fees for investor introductions may raise broker-dealer registration issues.

    Also see: Oil Rig Fund Structure: Liability, Tax, Regulation D at https://www.moschettilaw.com/oil-rig-fund-legal-structure
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    9 mins
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