We specialize in helping entrepreneurs and startups establish and grow their companies, with particular emphasis on structuring the company in anticipation of angel and venture capital financing, growth through mergers and acquisitions, and eventual IPO or sale of the company. As a corporate CEO as well as an experienced corporate attorney, I have extensive insight into both the legal and business issues involved in these highly sensitive matters.
Our services for entrepreneurs and startups include:
- Business Formation
- Optimal choice of entity (corporation, partnership, LLC)
- Choice of state of incorporation
- Structuring the ownership and capital stack among the initial owners of the company–ownership percentages, capital contributions, etc.
- Structuring the board of directors and management team
- Structuring the New Business for Investor Capital, Growth, and Eventual IPO or Sale
- Business Plan assistance: writing a plan that appeals to investors; spreadsheet modeling; risk factors and other legal disclosures to limit potential liabilities
- Optimal provisions for articles of incorporation and bylaws
- Shareholder agreements–rights of the other co-owners when one owner wishes to sell his shares, goes through a divorce, dies or becomes disabled
- Tax and benefits issues
- Attracting and Maintaining Key Employees
- Employment agreements–bonus structures, buy-out clauses, termination provisions, competition issues
- Stock options plans and other forms of incentive compensation
- IT Protection
- Patent, copyright and trademark filings
- Confidentiality and non-compete agreements
- Growth Capital
- “Friends and Family” and Angel Investor financing rounds
- Business plans and private placement memoranda
- Financial modeling and spreadsheets
- Venture capital and other growth capital
- Equipment, receivables and vendor financing
- Mezzanine and other hybrid financing
- Mergers and Acquisitions
- Mergers and stock acquisitions
- Asset acquisitions
- Sale, IPO, Succession Issues
- Buy-outs of existing shareholders or co-owners
- Negotiating the sale of the company
- Reverse mergers
- IPOs