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Venture Capital. Forms and Analysis

  • Book
  • 2240 Pages
  • August 2022
  • Region: United States
  • ALM Media, LLC
  • ID: 3510983
“An excellent overview of the venture capital process from both the perspective of the investor and that of the company. ”
- Legal Information Alert

A single venture capital transaction can involve legal issues relating to corporate, securities, intellectual property, information technology, and employment laws. It also demands that practitioners balance the competing interests of founders, venture capitalists, directors, management, and others.

Venture Capital: Forms and Analysis provides a step-by-step framework for structuring, drafting and closing a venture capital deal, with a complete annotated set of the documents needed. It also features in-depth analysis from the perspective of both the company and the investor, as well as the latest guidance on best practices in venture transactions.

Coverage includes discussion and examples of letters of intent for equity-based and debt-based financing; due diligence requests and checklists; articles of incorporation for the venture-backed enterprise; convertible securities and anti-dilution provisions; the stock purchase agreement; investor rights agreements; control provisions that give investors authority over company decisions; investors' rights of first refusal and co-sale agreements; warrants and other equity "sweeteners"; promissory notes; founders agreements; closing opinion letters; and more.

This comprehensive book will help both novice and experienced practitioners avoid common drafting mistakes, omissions and ambiguities that can harm the company or its investors.

Book #00690; looseleaf, one volume, 704 pages; published in 2007, updated as needed; no additional charge for updates during your subscription. Looseleaf print subscribers receive supplements. The online edition is updated automatically. ISBN 978-1-58852-148-4

Table of Contents

Chapter 1: Introduction
Chapter 2: Letter of Intent - Equity Based Financing
Chapter 3: Letter of Intent - Debt Based Financing
Chapter 4: Due Diligence Request
Chapter 5: The Certificate of Incorporation of a Venture-Backed Corporation
Chapter 6: Conversion: Anti-Dilution Provisions
Chapter 7: The Purchase Agreement
Chapter 8: Investor Rights Agreements
Chapter 9: Control Provisions
Chapter 10: Right of First Refusal and Co-Sale Agreement
Chapter 11: Warrants
Chapter 12: Promissory Notes
Chapter 13: Founder’s Agreements
Chapter 14: Opinion Letters
Chapter 15: Exit Strategies
Chapter 16: Down Round Financings
Chapter 17: Checklist of Initial Issues for Representing Start-Up Companies
Chapter 18: Choice of Entity for a Start-Up Business
Chapter 19: Non-Disclosure Agreement
Chapter 20: Regulation of Venture Capital Fund Managers
Chapter 21: Pay-to-Play
Chapter 22: Management Incentive Plans in Connection with a Sale of a Company
Chapter 23: Board Observer Agreements
Chapter 24: Management Rights Letter
Chapter 25: Using a Limited Liability Company as a Choice of Entity for Venture-Backed Companies and Investment Vehicles
Chapter 26: Series Limited Liability Companies
Chapter 27: Alternatives to Founder’s Equity: A Separate Class for the Entrepreneur/Founder
Chapter 28: Special Forms for Rule 506(c) Offerings
Chapter 28a: Pre-Existing Relationships Online
Chapter 29: Single Purpose Vehicle Online: Subscription Agreement
Chapter 30: Blue Sky Filings in New York State for Capital Raised Pursuant to a Private Placement of Securities Under Rule 506(B) or Rule 506(C) of Regulation Dt
Chapter 31: Transfer Agreements


Daniel I. DeWolf

Jeremy D. Glaser

Eric M. Roth