Venture Capital and Private Equity

Davis Malm's venture capital and private equity attorneys advise firms in fund formation and in a variety of debt, equity, and hybrid financing transactions. Because we regularly represent lenders and investors, we are also able to make introductions where appropriate. This level of networking can make the difference for a business in search of funding and can also help venture capital firms find outstanding young companies in which to invest.

Through our work on venture capital transactions each year, we remain current on the emerging trends in the market terms for such financings. This experience allows us to advise companies and investors on alternative financing structures to suit the client's needs as well as on issues that companies should consider in down round scenarios.

Because our business attorneys represent issuers in initial public offerings as well as in mergers and acquisitions, we review and negotiate venture financing documents with liquidity events in mind. In addition, we have the necessary experience to address legal issues that may arise during the due diligence process, including employment, litigation, tax, real estate, environmental, and other matters.

Representative Matters

• Represented a University in its spinout of a biopharmaceutical company and subsequent $32 million Series A financing, including an agreement granting exclusive right to acquire the company and its technology.
• Represented two venture funds in Series A, Series B, and convertible note investments in a health-care services company.
• Represented private equity firms in the acquisition of a 49% interest in a cosmetics company.
• Represented private equity firms in a recapitalization of a $12 million investment in a consumer products company.
• Represented a venture capital fund in a Series A investment and follow-on round in a biotech company that was later sold to a NASDAQ-listed company.
• Represented venture capital funds in several preferred-equity, secured subordinated debt, and debt-plus-warrant investments.
• Represented a venture capital fund in a $4 million Series A convertible preferred stock investment in a Connecticut medical device start-up company with technology licensed by a major university.
• Represented a managed Internet provider in negotiating and structuring $17 million of capital financing for a provider of managed Internet services.
• Represented a venture capital investor in the sale of preferred securities to new investment groups in a corporate refinancing, generating a fivefold return for the client.
• Advised venture groups in director fiduciary duties in down-round financings.