The Firm’s experience in equity-raising activities encompasses all stages of the growth cycle for companies. Becker Glynn regularly advises clients with respect to private placements of securities (including exemptions from registration requirements, typically under Regulation D and Rule 144A of the Securities Act of 1933, as amended), and regulatory compliance matters. Over the years, we have worked with many of our clients from an initial round of investments by “friends and family,” through one or more subsequent rounds of investment by investment funds and other strategic investors and on to the final investment exit.
The Firm also has experience from the investor side of the transaction. We regularly represent investors in initial private placements and through the life-cycle of an investee company, including the negotiation of governance, economic, exit, and other rights that are of particular importance to investors taking a minority position in a company at an early stage of its development. This experience extends overseas, as the Firm has served as counsel on a large number of private equity transactions in Latin America and Asia on behalf of both our multilateral and bilateral development finance institution clients and private sector clients. These transactions usually involve additional complications relating to the corporate or securities laws of a given jurisdiction and the interplay with New York and U.S. federal law. As these transactions are often structured so that the equity issuance is governed by the laws of the issuer’s jurisdiction, while the various agreements among the issuer and the shareholders are governed by New York law, the Firm has developed a strong track record of working with counsel in a variety of jurisdictions on these types of projects.
Areas in which we have extensive experience:
- Initial “angel” round of financings
- Convertible bridge note financing
- Preferred share investments
- Registration rights
- Dilution protection
- Private/public securities offerings
- Exit scenarios
- Mezzanine finance and other private placement activities