Fund Offerings

About Our PPM Fund Drafting:

  • Our PPM’s are expertly drafted based on your specific funding requirements – We do not use templates, and they should never be used!
  • Our offerings are drafted and reviewed by no less than TWO highly skilled and experienced attorneys for accuracy
  • Every offering will be drafted by at least one securities attorney who has more than a decade of securities law and capital markets experience
  • Our attorneys are large law firm caliber attorneys, and most are graduates of top law schools with top tier experience
  • We are one of the few law firms in the country that represents other law firms clients in Securities and Exchange Commission defense actions
  • Our goal is to protect you from future SEC, regulatory, legal and criminal prosecution, and to design a legal structure that will help you succeed.
  • Our competitive flat fee pricing that is significantly lower than similarly skilled midsize or large law firms
  • A Regulation D (Reg D) Private Placement Memorandum (PPM) or Private Placement Offering (PPO) is a legal document that is generally required to raise capital from high net worth individuals and institutional investors. Getting funding through a private placement offering can be a very complicated and tricky process if not done right.
  • Because of the potential for civil and criminal prosecution if not executed properly, these offering documents require a high level of skill and experience—this is the reason that we assign TWO securities attorneys to draft all of our client’s offering documents. In addition, almost all of our securities lawyers have over a decade of experience drafting securities offering documents. This is nearly double the experience of most small law firms. In fact, most large law firms assign only associate level attorneys, with less than 7 years of experience, to draft most clients offering documents. These same large law firms assign their veteran lawyers to serve only their large and “valued” clients.
  • Our documents are not drafted based on theoretical legal principals. Instead, since we are also securities litigators, we draft our offering documents so that they anticipate potential arguments that plaintiff’s attorneys and regulators could make against our clients in the future. Our backgrounds and our close ties to investment banking firms allow us to provide you with deal structuring and market advice that other lawyers can’t.
  • Finally, private placement offering documents must be carefully crafted to protect you from running afoul of the securities laws, and non-lawyer consulting firms and inexperienced lawyers are simply unequipped to draft these types of documents. In fact, many experienced veteran large law firm securities lawyers, while very competent, only devote a small percentage of their practice to drafting private placements. If you look at large law firm lawyer’s bio’s, you will notice that nearly all of them describe their lawyers as experts in no less than 4 areas of law in addition to securities law (ie. mergers and acquisitions, real estate, banking law, etc). At our firm, 95% of our law practice is devoted to drafting private placements and public offerings and to litigating securities matters for other law firm’s clients. In addition, we have a proven track record of drafting legal documents that protect clients from litigation and regulatory investigation.

Why Centarus Professional Services?

We are one of a few full-service securities law firms that possess the benefits described below. We are experienced private placement lawyers, and we provide large law firm skill and experience at extremely competitive boutique law firm pricing. We are among the most competitively priced law firms in the nation, given our level of skill and experience. Our team has more than 50 years of combined securities law experience, and our objective in serving clients is not to simply draft a private placement memorandum, but  to help our clients by drafting an offering that will protect them against potential future civil and criminal allegations, if investors aren’t satisfied with the outcome of their investment.

Call us for a free consultation.

Our Skill and Experience:

We are a boutique law firm that possesses the same level of skill and experience as a mid-size or a large law firm. Each of our attorneys has more than a decade of legal experience, and most are graduates of top schools in the U.S. Our team is comprised of a former Morgan Stanley in-house attorney, a former Securities and Exchange Commission staff reviewer, a former litigator with the Illinois Attorney General’s Office, and other attorneys who were trained by and worked at large and prestigious law firms.

We Utilize at Least Two Seasoned Attorneys to Draft Every Securities Document:

Why? Because we believe that this level of redundancy is necessary to draft securities offering documents in order to properly protect clients from the risk of future potential civil and criminal prosecution.

We Can Protect You Better Than Many Other Law Firms:

Since we are also securities litigators, we represent investors in securities fraud civil actions. These are litigation actions where investors have invested in offerings and have become dissatisfied with the results of the offering.

Experience with Distribution:

Most law firms are far removed from securities distribution, in terms of real, hands-on experience. Our attorneys aren’t just former law firm attorneys; many of our attorneys have worked directly for issuers that have issued millions of dollars in securities. This provides our lawyers with extensive real world securities distribution experience and allows us to furnish our clients with necessary direction that other law firms cannot.

Competitively Priced:

We offer flat fee pricing that is extremely competitive when you consider our skill and experience.

Louis Amatucci

Managing Partner

Mr. Amatucci serves as the Managing Partner of Centarus Legal Services PC, Centarus Business Consultants, Ltd, and Centarus Brokerage Services. His practice focuses on securities law and corporate law. He is a securities and corporate attorney who has more than 30 years of combined legal and business experience. Prior to heading Centarus, Mr. Amatucci was employed as managing partner and general counsel at a respected midsized Midwestern securities issuer, where he established and directed the firm’s captive securities broker dealer distribution infrastructure. During that time, he had responsibility for drafting and overseeing the drafting of securities filings and compliance matters relative to the issuer and its broker dealer distribution, corporate formation matters, and employment matters. Mr. Amatucci has also served as managing partner of a boutique securities broker dealer where he had responsibility for all operations of the office, including management of registered representatives, profit and loss responsibility, communications, and oversight of day to day activities.

He and Centarus have, also, represented clients in front of the Illinois State Securities Department the US Attorney’s office, subsequent to clients receiving improper direction from prior counsel. Mr. Amatucci and Centarus have litigated cases in Illinois state court ranging from breach of contract to investor fraud matters.

Additionally, he possesses more than a decade of investment industry and banking experience including sales, marketing and executive level experience; and he spent over four years of that time assisting clients in raising capital through wholesale, retail, direct, and broker dealer distribution.

Furthermore, Mr. Amatucci has over ten years of combined commercial real estate and commercial finance experience, and over ten years of technology industry experience. In the technology industry, he held engineering, senior engineering and executive level management positions at numerous large and respected national and international companies, to include, Unisys, Motorola, and VartaGmbh.

Mr. Amatucci holds a Bachelor of Science degree in Mechanical Engineering, and three advanced degrees, including a Master of Science, a Master of Arts, and a Juris Doctor. He is a graduate of Dartmouth College, New York University-Polytechnic Institute, and John Marshall Law School where he was an honored recipient of the Ronald Rosenberg academic scholarship, and where he graduated with Dean’s List honors. He has, also, been an active member of the Illinois and New York Bar associations, and he is a former graduate level college professor of corporate and employment law.

Jason Powell

Of-Counsel

Mr. Powell works with Centarus Legal Services, PC, and he focuses on securities law and corporate law. He has been a practicing attorney for nearly a decade, during which time he has concentrated entirely on the practice of corporate and securities law. In addition, Jason received his securities legal training at a well-respected midsize law firm, and, then, served as general counsel and executive team member to two start-up companies.  During his time as general counsel, he was responsible for all legal, corporate and regulatory compliance matters. Jason brings a unique and welcomed approach to the practice of law in that he truly understands the daily struggles facing entrepreneurs and management teams, and as a result of his experience, he is able to bring his business and entrepreneurial experience to the legal problems faced by entrepreneurs and management teams. Jason earned his law degree from University of Montana School of Law. In addition, he holds a Bachelor’s degree in Finance and Economics and a Master’s Degree in Sports Management from Montana State University-Billings.

Alesia Selby Flemming

Of-Counsel

Ms. Flemming works with Centarus Legal Services, PC, and she focuses primarily on securities law, securities litigation, corporate law, and transactional work. She operated a solo practice for over a decade, where she represented high technology service providers, software companies, consulting firms in sales, human resources and banking, e-commerce companies, publishers and traditional retailers. Additionally, she was vice president and general counsel of OrderTrust, Inc. and an associate at Davis, Polk & Wardwell in New York City and at Goodwin, Proctor in Boston. Ms. Flemming clerked for Chief Judge Judith S. Kaye at the New York Court of Appeals. She earned her a law degree from New York University School of Law, where she was the managing editor of the Law Review, a semi-finalist in the Orison S. Marden Moot Court Competition, and a fellow in the Non- media Libel Law Program. Prior to entering the law, Ms. Flemming earned her B.A. degree from Georgia State University and was an editor for a weekly newspaper in Atlanta. She is also a writer concentrating on professional articles and fiction. Ms. Flemming is admitted to practice law in New York and Massachusetts.

Larry Mallinger

Of-Counsel

Mr. Mallinger’s works with Centarus Legal Services, PC, and his practice focuses on focuses securities law, corporate law, and transactional work. He possesses over 30 years of financial services industry legal and business experience, which includes, among other positions, serving as Counsel to Morgan Stanley, Associate Counsel at the Chicago Stock Exchange, Senior Attorney at Bank of America (formerly Continental Bank, N.A.) and Senior Attorney at both the Office of Thrift Supervision and the Comptroller of the Currency. He is a graduate of the University of Michigan Law School.

His transactional experience includes public and private offerings of securities, in both domestic and offshore markets; corporate and securities reporting, compliance and governance matters; broker- dealer and clearing agency regulation; mergers, acquisitions and divestitures of affiliates and non- affiliates; sales and purchases of assets; investments; corporate, real estate and other financing transactions; general regulatory compliance, including filings and reports; derivative transactions; a variety of contracts (e.g., cash management, non-disclosure, information technology, marketing, vendor, transfer agency); risk management activities; and banking and consumer finance regulation and transactions, among other activities. Mr. Mallinger is admitted to practice law in Illinois.

Alex W. Reichl

Of-Counsel

Mr. Reichl works with Centarus Legal Services, PC. He graduated from Westmont College in Business and Economics with departmental honors for highest achievement, Mr. Reichl attended and graduated from the Boalt Hall School of Law at the University of California at Berkeley with distinction. Mr. Reichl’s practice focuses on focuses primarily on securities law, corporate law, and transactional work. After working for a term with Judge Ronald M. Whyte of the Federal District Court in San Jose, Mr. Reichl founded his own law office and worked with various start-up companies as both counsel and founder.

In 1999, he joined the prominent venture fund, Redwood Ventures, as General Counsel, where he assumed responsibility for all legal matters for the third fund and its portfolio, including negotiating and closing the transactions to create the fund’s portfolio as well as the formation of the fourth fund. In addition to overseeing various acquisitions of Redwood portfolio companies, Mr. Reichl was founding corporate counsel for Comstellar Technologies, Inc., and, in such capacity, transitioned Redwood through their acquisition by Comstellar as well as negotiated and closed the transactions creating Comstellar’s initial portfolio of companies. In his stint with Redwood and Comstellar, Mr. Reichl was responsible for overseeing, facilitating, and creating over $500M in transactions. Mr. Reichl is admitted to practice law in California.

Lawrence Falli

Of-Counsel

Mr. Falli has ten years of litigation experience and focuses on securities and civil litigation for Centarus Legal Services, PC. Previously with the Office of the Illinois Attorney General and the Du Page County State’s Attorney, he specialized in civil litigation. He brought and defended commercial litigation actions on behalf of the Illinois Securities Department, the Capital Development Board, and the Illinois Department of Transportation in both state and federal courts as well as before administrative hearings. Representative clients also include the Department of Commerce and Economic Opportunity, the Secretary of State, and the Department of Professional Regulation. He externed with the Honorable Wayne Andersen of the United States District Court for the Northern District of Illinois and the Honorable Frank Orlando of the Illinois Circuit Court. Prior to graduating from law school, he interned with the United States Environmental Protection Agency. In law school, he was awarded the West Publishing Award, a CALI Award, and the Herman Memorial Dean’s Scholarship. During his summer abroad, he studied Comparative Trial Advocacy at King’s Inns in Dublin, Ireland. Mr. Falli has provided pro bono representation to the Chicagoland Bicycle Federation and Fort Bend Lawyers Care. He is a graduate of Indiana University and John Marshall Law School. Mr. Falli is admitted to practice law in Texas.