VC Deal Lawyer

You may recall my earlier post from a few weeks ago entitled “Are True Early Stage Investors An Endangered Species?“  After laying down some background, I took the position that super-angel funds and incubators/accelerators (e.g., Y Combinator, TechStars, DreamIt), had the best chance of solving the early stage funding gap and that capital efficiencies and [...]

On July 15, 2010, the U.S. Senate passed the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act“).  On July 21st, President Obama signed this legislation into law.  As you may recall from my previous post on this issue, much concern surrounded this Act because of the proposed changes to the “accredited investor” qualifiers [...]

I think we can all agree that early stage investing has changed significantly over the past 10 years and I don’t see it reversing any time soon.  And by “changed significantly” I mean it is increasingly difficult to raise the $100K – $2M necessary to move from the pre-seed stage (where you likely raised $10-$100K from friends and [...]

Editor’s Note:  This post originally ran on Technically Philly and is re-purposed here with permission.
Two years ago, DormNoise Founder and CEO Jay Rodrigues was fed up with Facebook before it was the cool thing to do.   As the Rhode Island-native was graduating high school and transitioning to life as a student at Wharton, he saw all of [...]

As many of you know by now, Sen. Chris Dodd (D-CT), Chair of the Senate Banking Committee, introduced the following bill on April 15, 2010 - “Restoring American Financial Stability Act of 2010.”  This bill is currently being debated on the Senate floor.  The primary purpose of the bill, and the greater bulk of its 1,410 pages, is devoted to [...]

A liquidation preference is exactly what it sounds like, priority treatment for certain stockholders upon the liquidation, sale, merger, IPO or dissolution of a company.  It is a typical Series Preferred Stock right in venture financing transactions.  As I’ve stated in earlier posts, I believe that liquidation preferences are a top negotiating priority at the term sheet stage (I actually believe that this provision [...]

The lexicon and jargon of the venture world is a frequent topic of articles and posts.  It changes year-to-year, or with each up and down cycle.  In the mid to late 90’s the buzzwords were ”eyeballs,” “paradigm shift,” “new economy,” “bricks-and-mortar” and the ever present “synergy.”  During the latter half of 2009 up to the present [...]

Depending on who you are raising money from, your initial contact with the investor(s) will take different forms.  If you are raising friends and family money, then you will most likely use a private placement memo format along with a subscription agreement as your initial contact.  This is so because at the friends and family level, you [...]