Venture Capital

What Is A Liquidation Preference On Preferred Stock (And Why Should You Care)?

Liquidation preference is an essential part of preferred stock and is often considered to be among the most important...

How Should the Conversion Discount for Convertible Notes be Determined?

Conversion discounts are often included in a convertible bridge note, specifying a discount rate that is applied to the...

What is the Difference Between Non-Participating and Participating Preferred Stock?

Liquidation preferences are an important part of preferred stock terms. Digging a little deeper, there are two basic types...

Anti-Dilution Provisions For Preferred Stock

Nearly every venture capital financing will include anti-dilution protection provisions, which are meant to safeguard investors from a situation...

Representations And Warranties In Convertible Notes

Some investors are willing to purchase convertible notes without representations and warranties from the company. These are statements about...

Regulation A+ Post-Effective Filing Obligations

       Overview Upon qualification by the Securities and Exchange Commission (SEC) of a Tier 2 offering under Regulation A+,...

How To Set the Price Cap in a Convertible Note Round

I’ve written before about convertible note financings and why I believe they are typically more favorable to the company...

California’s Bulk Sales Law – A Possible Trap For The Unwary Buyer

If you’re buying or selling a business in California, you need to be aware of the Bulk Sales Law....

Laws Surrounding Finders Fees Continue To Evolve

For early-stage companies, the ability to raise money from investors is often critical to success. This can be a...

Aug 17 · 5 min read >

California Creates Finders Fee Exemption For Unregistered Persons

California has enacted a sweeping change to its securities laws, allowing for the payment of finder’s fees to unregistered...

Aug 17 · 2 min read >