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A Sharper Focus: Exploring VC Side Letters

JD Supra: Mergers

A side letter in the venture capital sector is an agreement between an investor and the company it is investing in that entitles the investor to certain contractual rights, which supplement and are in addition to other rights specifically provided to the investor as a holder of equity securities under the companys governance documents the documents (..)

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My Partner Just Sued Me: Strategies Majority Owners Should Consider in Defending Claims Filed by Private Company Investors

JD Supra: Mergers

Conflicts between co-owners in private companies are common, but the vast majority are worked out through dialogue and negotiation. When these internal conflicts cannot be resolved, however, minority investors may file suit against the company’s majority owner.

Investors 165
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Disclosure of Preliminary Merger Negotiations: Are SPACs Different?

Deal Lawyers

Last week, the SEC announced settled enforcement proceedings against Cantor Fitzgerald for its alleged role in causing two SPACs that it controlled to make misleading statements to investors about the status of their discussions with potential acquisition targets ahead of their initial public offerings (IPOs).

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Legal Challenges Part 2 - Capital Structure Issues for African Startups

JD Supra: Mergers

Turman III, Deangeor Chin, Raquel Smith, and Tolulope "Tolu" Adetayo address the topic of possible pitfalls in the way that startups allocate company ownership or capital structure issues, particularly in negotiating terms with potential investors. By: Lowenstein Sandler LLP

Capital 171
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What is Liquidation Preference?

JD Supra: Mergers

​In a venture capital deal, a liquidation preference refers to the payout investors receive in a liquidation event (like a sale or merger) prior to any payments made to the common stockholders. By: Wyrick Robbins Yates & Ponton LLP

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Corporate Transparency Act Risks for Startups and Venture-Backed Companies

JD Supra: Mergers

But the CTA presents unique analytical and reporting challenges for startups and venture backed companies because of the special economic and governance rights negotiated with investors in early stage and venture funding rounds. By: Farrell Fritz, P.C.

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IT MSP Due Diligence – Comprehensive Guide for Investors and CxOs

Beyond M&A

Not good news for potential investors and an easy ‘red flag’ for us to raise during Technology Due Diligence. Yet I meet numerous investors whose portfolio company has been attacked/hacked post-deal; whilst no one can guarantee 100% protection for these growing firms, its essential to address the known gaps.

Investors 147