Private Equity

Private Equity, Venture Capital and other Investment Financing

We have acted as legal counsel in numerous private equity, venture capital, angel and other financing’s. These transactions have included “friends and family” rounds, traditional venture capital investments, large private placements managed by leading underwriters, and secured and unsecured bank and mezzanine debt.  To assist our clients in raising capital we maintain relationships with the venture capitalists and angels who actively invest in emerging growth companies.  Venture capital funds from all over the country have invested in our clients in the last several years.

To help optimize results, we educate our clients on the process of raising capital, and work closely with them throughout the process.  We help clients assess appropriate sources of funding and assist in the preparation of executive summaries and business plans that will attract investors.  Once investors have been identified, we evaluate and negotiate term sheets (including capital structure and the relative rights, preferences and privileges of the particular investments), prepare for and respond to due diligence requests, and help to quickly and efficiently negotiate and close the financing.

Our services include:

  • Traditional private placements; preparation of private placements memorandums (“PPM’s”).
  • Structuring of private offerings, including rights, preferences and privileges of common stock, preferred stock, convertible preferred stock, stock options and warrants.
  • Drafting of transaction/offering documents.
  • Compliance with securities laws, including the availability of exemptions from registration and qualification under federal and state securities laws.
  • Negotiation of loan documents, warrant coverage, indentured debt securities, subordinated notes, convertible securities, and other associated contracts.

We also represent private equity firms, venture capital firms and angels in making their investments, and with their add-on acquisitions, dispositions of acquired businesses, strategic joint ventures and exit transactions, including the sales of portfolio companies to strategic and financial investors and joint ventures with complementary parties.