Mergers and Acquisitions
- Negotiate M&A Term Sheets and Transaction Documents
- Advise Clients on M&A strategy and deal structure
- Coordinate due diligence process and review
Technology and Commercial Agreements
- Software as a service (SaaS), content & data agreements
- Supply chain & technology procurement agreements
- Inbound and outbound licensing transactions
- Reseller, distribution, sales channel and supplier agreements
- Nondisclosure, consulting, professional services, development agreements
Venture Capital and Private Equity Funds
- Advise sponsors who form investment funds, with special focus on small and emerging fund managers
- Counsel sponsors on fund organization, domicile selection, market conditions and standards, fee and compensation structures, investor negotiations, proving them guidance through all stages of fund investment
- Advise sponsors on the optimal structure for ownership of general partner entities and management companies, and their individual relationships with their funds
- Represent individuals and entities on their investments in venture funds, hedge funds, real estate funds
- Represent individuals joining or exiting fund management entities
- Negotiate the purchase and sale of secondary fund interests, including the review of fund and portfolio company documentation, interaction with fund sponsors, preparation of secondary purchase and sale and transfer documentation, and negotiation with buyers and sellers, to effecting transaction closings through all closing stages
- Represent venture funds with their private company investments, including conducting due diligence and negotiating the financing documents
Venture Capital Financings
- Negotiate venture financing term sheets and transaction documents
- Advise clients on financing strategy, business plans, private placement memoranda and investor presentations
- Represent companies, as well as venture capital investors
- Coordinate due diligence process on behalf of company clients
- Due diligence review on behalf of investor clients
- Investor relations
General Corporate Counseling & Company Formation
- Advise clients on choice of business entity (i.e. corporations, LLC’s, etc.) and capitalization structure
- Compliance with state and federal securities laws
- Compliance with applicable corporate governance laws and regulations
- Officer and Director advisement
- Stock option plan formation, implementation and maintenance
- Protection of intellectual property