The Preliminary Investment Memorandum is a crucial document used in the early stages of capital raising or investment processes under Swiss law. It serves as a comprehensive information package that helps potential investors understand and evaluate an investment opportunity while ensuring compliance with Swiss financial regulations, particularly the Financial Services Act (FinSA). The document is typically used before a final investment memorandum or prospectus is issued, allowing companies to gauge investor interest and receive initial feedback. It contains detailed information about the business, financials, market position, risk factors, and proposed investment terms, while incorporating necessary Swiss regulatory disclaimers and notices. This document is particularly important in private placements and other investment scenarios where a full prospectus may not be required under Swiss law but where professional disclosure standards must still be maintained.
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Key Requirements PROMPT example:
Preliminary Investment Memorandum
"I need a Preliminary Investment Memorandum for a Swiss biotech startup seeking Series B funding of CHF 20 million, targeting institutional investors, with special emphasis on our IP portfolio and research pipeline, to be completed by March 2025."
1. Important Notice and Disclaimer: Legal disclaimers, regulatory notices, and statement of confidentiality
2. Executive Summary: Brief overview of the investment opportunity, company, and key terms
3. Company Overview: Detailed description of the business, history, market position, and corporate structure
4. Investment Highlights: Key selling points and value proposition of the investment opportunity
5. Market Analysis: Overview of industry, market size, trends, and competitive landscape
6. Business Model: Description of revenue model, operational structure, and growth strategy
7. Management Team: Profiles of key executives and board members
8. Financial Information: Historical financials, projections, and key performance indicators
9. Investment Terms: Structure of the investment, valuation, and key commercial terms
10. Risk Factors: Detailed disclosure of business, market, and investment risks
11. Use of Proceeds: Intended allocation of investment funds
12. Contact Information: Details for further inquiries and next steps
1. Intellectual Property: Detailed section on IP assets and protection - include for technology or innovation-driven companies
2. Regulatory Environment: Analysis of regulatory framework - include for regulated industries
3. ESG Considerations: Environmental, Social, and Governance factors - include for sustainability-focused investments
4. Exit Strategy: Potential exit opportunities - include for venture capital or private equity investments
5. Technical Product Description: Detailed product specifications - include for technology or manufacturing companies
6. Research and Development: R&D activities and pipeline - include for biotech, pharma, or tech companies
7. International Operations: Overview of global presence - include for companies with international operations
1. Financial Statements: Detailed historical financial statements and notes
2. Financial Projections: Detailed forecast models and assumptions
3. Corporate Structure Chart: Visual representation of group structure and ownership
4. Management CVs: Detailed biographies of key team members
5. Product Pipeline: Detailed development roadmap and timelines
6. Market Research Reports: Third-party market analysis and research
7. Legal Structure: Overview of legal entities and governance structure
8. Term Sheet: Summary of key investment terms and conditions
9. Due Diligence Checklist: List of available due diligence materials
Authors
Relevant legal definitions
Clauses
Relevant Industries
Technology
Financial Services
Healthcare
Manufacturing
Real Estate
Consumer Goods
Clean Technology
Biotechnology
Infrastructure
Telecommunications
Education
Energy
Agriculture
Transportation
Professional Services
Relevant Teams
Legal
Finance
Corporate Development
Investment
Compliance
Risk Management
Executive Leadership
Board of Directors
Corporate Secretariat
Business Development
Investor Relations
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Chief Investment Officer
Investment Director
Corporate Development Manager
Financial Controller
Legal Counsel
Investment Manager
Business Development Director
Risk Manager
Compliance Officer
Board Member
Managing Director
Partner
Investment Analyst
Corporate Secretary
Finance Director
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