Emerging Companies & Venture Capital

Our Services

Emerging Companies

Our early-stage company clients are engaged in a wide array of growth sectors, whether in biotechnology and pharmaceuticals, data analytics and artificial intelligence (AI), digital health, fintech and digital assets, IT services or ecommerce. Employing an integrated, cross-disciplinary approach, we frequently serve as our clients’ outside general counsel and as a single source of advice across a broad spectrum, including corporate governance and commercial contracts, financing transactions, intellectual property, tax, employment, compensation and benefits issues, privacy and cybersecurity matters, real estate issues and regulatory compliance.

We actively leverage our relationships with the investment community to benefit our emerging company clients looking to raise capital. We also frequently work with universities and other research institutions to structure lab-developed technologies’ spinouts into newly formed companies to commercialize those innovations in the broader marketplace.

Customized Solutions for Complex Challenges

We recognize the distinct challenges technology entrepreneurs and emerging companies face. Our lawyers work closely with founders and emerging companies to provide:

• Successful starting points, including entity formation and tax structuring, documenting arrangements among founders, formalizing customer and vendor agreements, and addressing other operational issues.
• Strategies for implementing and structuring international operations.
• Protection and commercialization of intellectual property.
• Market-informed insights into all types of financing transactions.
• Strategic introductions to our established network of angel, family office, venture capital, private equity and investment banking professionals.
• Full range of exit strategies, including initial public offerings (IPOs), special purpose acquisition companies (SPACs) and M&A transactions.
• Seasoned state and federal tax, securities law and other regulatory compliance guidance.
• Practical advice on navigating the risks arising out of the complex web of privacy, cybersecurity and data protection laws.

Investors

Our team assists angel, family office, venture capital and private equity investors in analyzing potential investments in light of current market trends, drafting and negotiating investment documents, and managing investment portfolios. Our goal is to provide best-in-class advice to guide our investor clients through the investment process and, once an investment is made, to serve our clients’ ongoing legal needs during the investment’s life cycle. Our lawyers work closely to identify, for each potential investment, the legal structure that best serves the client’s business strategy, including:

• Founder/common stock.
• Simple agreements for future equity (SAFEs).
• Convertible debt.
• Preferred stock.
• Venture/mezzanine debt.
• Warrants.
• Joint ventures and other strategic partnerships.

Unique Challenges with Tailored Solutions

We advise on efficiencies that may be achieved through tax structuring and governance of existing portfolio companies and exit strategies. Driven by our clients’ objectives, we provide:

• Strategic evaluation and structuring of initial and follow-on investments.
• Timely risk-management counsel.
• Evaluation of intellectual property portfolios of target companies.
• Pragmatic advice on the governance of portfolio companies.
• Value-enhancing strategies for achieving a successful exit.
• Comprehensive outside general counsel services for all portfolio company needs.

Representative Matters

• Represented Rhodium, a data and machine learning platform for the wellness industry, in its acquisition of three health, beauty and wellness companies: SiO Beauty, Rootine and Solomomo.

• Represented Horizon Blue Cross Blue Shield of New Jersey, the state’s oldest and largest health insurer, in a joint venture with Deerfield Management Co., an investment firm dedicated to advancing healthcare with more than $14.6 billion in assets under management. In addition, represented Horizon with various investments in healthtech and behavioral health ventures.
• Represented Crusoe Energy Systems in its acquisition of Easter-Owens Electric Co., a manufacturer of modular data centers and specialized electrical systems. Crusoe is a Denver-based company that harnesses natural gas flares to power crypto, cloud computing and data center operations.
• Represented Loris.ai in connection with a $12 million Series A preferred stock financing led by Bow Capital with participation from ServiceNow Ventures and existing investors Floodgate and Vertex Ventures.
• Represented Fora Travel, a technology powered travel platform, in connection with multiple rounds of equity and debt financing.
• Represented Risk Focus Inc., a leading consulting and advisory firm specializing in digital transformation for financial services, in its sale to Ness Digital Engineering, a global provider of digital transformation solutions and a portfolio company of The Rohatyn Group.
• Represented Covetrus Inc., a global leader in animal health technology and services, in connection with its strategic investment in Veterinary Study Groups Inc., a leading provider of peer-to-peer learning experiences for veterinary practice leaders; and acquisition of VCP, a market-leading platform in veterinary wellness plan administration.
• Represented Petabyte Technology, a veterinary practice management software company, in connection with its $15 million Series B funding round, securing $8 million in Series A financing, and its acquisition by Chewy Inc.
• Represented video syndication startup Vidible in its sale to AOL Inc.
• Represented Clincierge, a clinical trial concierge services provider, in an acquisition by Greenphire, an innovator of software solutions for clinical trials backed by one of the largest software investors in the world.