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Anti-Dilution Terms

King & Spalding

Southern District of California Determines That a Convertible Note With an Original Issue Discount Is Subject to California Usury...

King & Spalding on

In 2019, LGH Investments, LLC loaned $100,000 to Social Life Network, Inc., a software licensing company, in exchange for a convertible note, common stock, and stock warrant for 412,500 shares at a strike price of $0.20. The...more

Goodwin

Five Areas in Which VC and Growth Equity Deal Terms Are Unique to France

Goodwin on

Over the past decade, France has emerged as a powerhouse in the European tech ecosystem. The surge of French unicorns, supported by the government’s “French tech” initiatives — which include tax credits and the formation of...more

Akin Gump Strauss Hauer & Feld LLP

Summary of ESMA Consultation Papers on the Draft RTS And Guidelines on Liquidity Management Tools for AIFMS and UCITS Management...

The questions from the European Securities and Markets Authority (ESMA) Consultation Papers are below. The questions largely ask for feedback from market participants as to whether...more

DarrowEverett LLP

The Power of Preferred Stock: A Primer for VC, PE, and Founders

DarrowEverett LLP on

Preferred stock is a key financing instrument in the world of private equity (PE) and venture capital (VC), frequently used to balance the interests of investors and founders. Issued by corporations, preferred stock confers...more

Walkers

European Commission adopts Regulatory Technical Standards on the ELTIF Regulation

Walkers on

On 19 July 2024, the European Commission (the "Commission") adopted a delegated regulation and accompanying annexes containing its regulatory technical standards ("RTS") supplementing Regulation EU 2015/760, as amended by...more

Barnea Jaffa Lande & Co.

The Israeli Approach to Anti-Dilution Rights

Two of the tools investors can use to minimize the risks they take and preserve their holding percentage in a company are the anti-dilution protection and pre-emptive rights. These very important rights are customarily...more

Farrell Fritz, P.C.

Navigating the Downside: The Rise of Down Rounds in 2024 VC Deals

Farrell Fritz, P.C. on

I had a chance to sift through Pitchbook’s U.S. VC Valuations Report for the first quarter of 2024.  The data point that really jumped out at me was the increase in down rounds.  The number of flat and down rounds as a...more

Dechert LLP

European Commission Requests Changes to ELTIF 2.0 Draft Regulatory Technical Standards

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European Securities Market Authority (ESMA) submitted draft ELTIF 2.0 Regulatory Technical Standards (RTS) to the European Commission in December 2023. European Commission has informed ESMA it will only adopt the RTS once...more

Proskauer - Regulatory & Compliance

ELTIF 2.0 – European Commission proposes amendments to the ESMA draft RTS

On 6 March 2024, the European Commission published a letter to the European Securities and Markets Authority (“ESMA”), in which it proposed certain amendments to the draft regulatory technical standards (“Draft RTS”) that...more

Cadwalader, Wickersham & Taft LLP

International Regulators’ Recommendations and Guidance on Liquidity Mismatch Mitigation Measures

On 20 December 2023, the Financial Stability Board ("FSB") published revised policy recommendations to address structural vulnerabilities from liquidity mismatch in open-ended funds ("OEF"), concurrently with the publication...more

Dechert LLP

ELTIF 2.0 RTS: ESMA adopts a conservative approach toward open-ended ELTIFs

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ESMA has submitted its proposals for RTS supplementing ELTIF 2.0 to the European Commission - The RTS detail stringent conditions on liquidity and redemption provisions including in principle maximum quarterly redemption...more

Skadden, Arps, Slate, Meagher & Flom LLP

Future-Proofing: How To Plan a Successful Exit

Planning for an exit has never been more important for venture-backed companies than in the current volatile climate — which, though unpredictable because of the COVID-19 pandemic’s impact on the economy, is providing a...more

King & Spalding

Minority Investor Protections in Project Joint Ventures

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Global investment into large-scale projects in infrastructure, energy, natural resources and heavy industry continues against an uncertain backdrop of the COVID-19 pandemic, heightened trade tensions and regional geopolitical...more

Perkins Coie

PIPE Transactions: Key Considerations for Issuers and Investors

Perkins Coie on

During uncertain times, public companies may find themselves in need of additional capital, but a traditional follow-on underwritten public offering may be out of reach or considered too risky. Alternative ways to access the...more

Morrison & Foerster LLP

Negotiating A Down Round

Down rounds—equity financing rounds where the company’s valuation is lower than at least one of its previous rounds of financing—have been rare in the sellers’ market of the past few years, where high valuations fueled by an...more

Farrell Fritz, P.C.

“Whoever has the Gold, (Once Again) Makes the Rules”: VC Deal Terms Likely to be More Investor Favorable

Farrell Fritz, P.C. on

It’s no shocker that the Coronavirus pandemic has slowed down venture capital investment dramatically, with 2020 now on pace to be well below the high levels of the past couple of years.  According to Pitchbook, VC deal flow...more

Orrick, Herrington & Sutcliffe LLP

Corte d'Appello di Milano – Sez. Imprese - 13.02.2020 n. 1195.

A cura di: Riccardo Troiano e Leonardo Sicco Con la sentenza in commento, la Sezione specializzata imprese della Corte d’Appello di Milano è stata chiamata a pronunciarsi su un caso di particolare interesse, giungendo a...more

Farrell Fritz, P.C.

The Upshot of Down Rounds

Farrell Fritz, P.C. on

The impact of the Coronavirus and COVID-19 on venture capital investment will likely be similar to what we saw in the aftermath of the 2008 recession and the 2001 dot-com meltdown. VC investors will redirect their attention...more

Farrell Fritz, P.C.

This Single-Appraiser Buy-Sell Agreement Was Asking for Trouble

Farrell Fritz, P.C. on

Was it “an unfortunate attempt to second-guess or even force a ‘do over’ of the appraisal,” as the one side would have it? Or was it a “rigged” and “corrupted” appraisal process that took place behind closed doors and...more

Skadden, Arps, Slate, Meagher & Flom LLP

Valuation Challenges for Fintechs Highlight Legal Considerations in ‘Down Rounds’

In recent years, fintech has been an attractive sector for growth capital, as evidenced by robust investment and M&A valuations in the sector. While interest remained high in 2019, deal volumes began to level off early in the...more

A&O Shearman

Amended FINRA IPO Allocation Rules to Take Effect on January 1, 2020

A&O Shearman on

On July 26, 2019, FINRA announced proposed changes to FINRA Rule 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings) and FINRA Rule 5131 (New Issue Allocations and Distributions) to exempt...more

Dechert LLP

SEC Approves Amendments to FINRA New Issue and Anti-Spinning Rules (Update)

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Update: FINRA announced this week that its recently approved amendments to Rule 5130 (New Issue Rule) and 5131 (Anti-Spinning Rule) will be effective January 1, 2020. See, FINRA Regulatory Notice 19-37, published December 19,...more

Dechert LLP

SEC Approves Amendments to FINRA New Issue and Anti-Spinning Rules

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The Securities and Exchange Commission approved amendments to the Financial Industry Regulatory Authority New Issue Rule (Rule 5130) and Anti-Spinning Rule (Rule 5131) (collectively, Rules) on November 5, 2019...more

Farrell Fritz, P.C.

WeWork, SoftBank and Anti-Dilution Protection

Farrell Fritz, P.C. on

The corporate spectacle better known as The We Company IPO officially and mercifully came to an end September 30 when The We Company (“We Co.”), the corporate parent of WeWork, requested that the Securities and Exchange...more

Smart & Biggar

Year-end Round-up: Notable Trademark Case Law From 2018

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There were many interesting trademark cases coming out of 2018, a few of which are discussed below. The scope of Canada’s anti-dilution remedy (section 22 of the Trademarks Act) is not limited to a defendant’s use of a...more

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