Investment Management Update – Exit Strategies
The National Venture Capital Association (“NVCA”) has recently (but without any fanfare) released substantively important revisions to its model legal documents, specifically, the Investor Rights Agreement, the Stock Purchase...more
A judge in the Southern District Court of New York recently denied a motion to dismiss filed by institutional investors in Augenbaum v. Anson Investments Master Fund LP, et al., finding that their coordinated behavior in a...more
Emerging growth companies commonly search for an influx of cash through funding provided by investors. Venture capital firms, angel investor groups, and high net-worth individuals (collectively, “Investors”) are common...more
The National Venture Capital Association, or NVCA, an organization that represents and advocates on behalf of the venture capital community, recently published updated forms of two of its model legal documents. Since 2003,...more
The Delaware Supreme Court recently decided that an agreement (sometimes referred to as a “drag along”) to waive prospectively statutory appraisal rights is fully enforceable against the common stockholders who made such...more
The National Venture Capital Association (NVCA) published on July 28, 2020 an updated suite of model venture capital financing documents that reflect the current events shaping the investment climate, and for the first time,...more
Founder’s stock refers to the equity granted, typically in the form of common stock, to founders of a company for their preformation efforts in building the company. This common stock is sold to founders at a nominal value at...more
Shale explorers have long felt the pressure from public markets to generate positive free cash flow ? net income in excess of capital expenditure....more
European Leveraged Finance Alert Series: Issue 3, 2019 - Investors in high yield debt expect protections to be included in documentation in order to prevent bond issuers from taking certain actions that deteriorate credit...more
Gregory J. Nowak, a partner and practice leader for hedge funds in Pepper Hamilton’s Funds Services Practice Group, hosts a monthly webinar series for West LegalEdcenter. This month, Mr. Nowak, is joined by Richard Juliano,...more
The National Venture Capital Association (“NVCA”) has created and maintained a standardized, industry-embraced set of model documents that can be used as a starting point in venture capital (“VC”) financings. These model...more
The National Venture Capital Association (NVCA) publishes model legal documents for venture capital financings, including a Certificate of Incorporation, Preferred Stock Purchase Agreement and Investors Rights Agreement....more
It's a common issue: a US venture capitalist and a European company agree on the commercial terms of an investment transaction and think that the hard work is done but quickly find themselves at an impasse over the way the...more
A ZAG-S&W Team served as U.S. counsel to Medigus Ltd. (NASDAQ: MDGS) (TASE: MDGS), a medical device company developing minimally invasive endosurgical tools and a leader in direct visualization technology, in definitive...more
In the spring of this year, the Supreme Court issued its long-awaited decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, 135 S.Ct. 1318 (2015), resolving a circuit split regarding the...more
Last month, Part I on this topic discussed the problem facing a Remaining Spouse when the Departing Spouse rejects a buyout offer of a modest down payment and a long installment note: How to raise sufficient cash to avoid a...more