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Category Archives: Venture Capital, Private Equity and Other Financings

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NEGOTIATING YOUR “SERIES A” FINANCING

Posted in Technology Transactions, Venture Capital, Private Equity and Other Financings

One of your first tasks in financing your technology company is likely to be completing your initial equity financing with outside investors. Typically, these financings are done with a venture capital firm (“VC”), angel investors or “friends and family” and the company will sell Series A Preferred Stock. Some of the primary negotiating points in… Continue Reading

Reviewing Potential Investments With Your Clients

Posted in Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

On August 4, 2014, the SEC issued an Investor Alert citing 10 Red Flags that should give investors an indication that an unregistered offering may be a scam.  If you are considering an investment in an unregistered offering or you are advising a client who is considering such an offering, you should consider the following… Continue Reading

Financing with IP Collateral

Posted in Biotechnology, Development & Commercialization of Technology, Nanotechnology, Patent Counseling & Strategies, Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

In a recent guest post on the Patently-O blog by Dennis Crouch, http://patentlyo.com/, William Mann, an assistant professor of finance at the Anderson School of Management, UCLA, notes the explosion in USPTO filings that record a creditor’s security interest in a patent.  Secured debt can be a significant source of financing for many technology companies,… Continue Reading

Crowdfunding in Texas – When?

Posted in Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

The Texas intrastate crowdfunding rules were adopted in April and the Texas Securities Board will consider comments to the rules through the end of June (even though the official deadline for comments is June 8th).  The matter will be considered at the next Board meeting which is expected to occur in August.  If there are… Continue Reading

Crowdfunding: It’s Coming to Texas

Posted in Development & Commercialization of Technology, Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

In late April, the Texas Securities Board issued proposed regulations that would allow crowdfunding in intrastate transactions in Texas.  The word on the street is that the proposed regulations will become final in August 2014.  If they do, Texas will become the 8th  and the largest state to enact intrastate crowdfunding. Under the proposed regulations,… Continue Reading

Trade Secrets: What an investor or acquirer will want to know.

Posted in Technology Transactions, Venture Capital, Private Equity and Other Financings

If you are thinking about raising capital or selling your company, one of the most important questions that the investor or acquirer will want to know is whether you own your IP. One critical part of this is protecting your trade secrets. If you haven’t properly protected your trade secrets, it could kill your deal…. Continue Reading

Intellectual Capital Development for Technology Companies, Cost Effective Adjunct to IP

Posted in Biotechnology, Development & Commercialization of Technology, Employment & Personnel Issues, Intellectual Property Litigation, Nanotechnology, Patent Counseling & Strategies, Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

 The term Intellectual Capital means different things to different people even in the technology space.  For business planning purposes, intellectual capital should be recognized as more than patents, copyrights, and other forms of intellectual property, extending broadly to employee skills, knowledge, and problem solving abilities.  This is sometimes referred to as a company’s or its… Continue Reading

Anti-Dilution Provisions – A New Twist

Posted in Venture Capital, Private Equity and Other Financings

We are all familiar with the modified ratchet and full ratchet anti-dilution provisions that relate to subsequent down rounds in the financing of start-up and emerging growth companies.  A new twist on anti-dilution provisions is raising its head and, according to the Wall Street Journal, becoming more and more common.  See “Startups Boosting the Risk”… Continue Reading

Adam Carolla Refusing to Feed the Trolls

Posted in Intellectual Property Litigation, Technology News & Events, Uncategorized, Venture Capital, Private Equity and Other Financings

The WinTech blog previously covered a patent infringement lawsuit filed against the “Adam Carolla Show” from ACE Broadcasting Network, LLC.[1]  The plaintiff, Personal Audio, LLC, alleges that the “Adam Carolla Show” is infringing on their patent for a “[s]ystem for disseminating media content representing episodes in a serialized sequence.”[2]  The patent could also be interpreted… Continue Reading

SEC to Vote on Crowdfunding Proposal to Ease Investor Verification Requirements

Posted in Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

        On October 23, 2013, the United States Securities and Exchange Commission (the “SEC”) is expected to vote on a SEC proposal that would ease investor verification requirements under the crowdfunding rule. The crowdfunding rule, authorized as part of the 2012 Jumpstart Our Business Startups Act, is intended to benefit small businesses and startups too… Continue Reading

It’s Critical to Protect Your Proprietary Information

Posted in Development & Commercialization of Technology, Employment & Personnel Issues, Technology Transactions, Venture Capital, Private Equity and Other Financings

Lawsuits against employees and contractors, including consultants, for unauthorized use of a company’s confidential and proprietary information are common. For instance, on July 29, Abunassar Impact Basketball LLC filed suit against a former employee and a company he founded alleging that he “gathered Abunassar’s confidential and proprietary information in order to help start a new… Continue Reading

START-UP STUDIOS – ANOTHER PATH FOR ENTREPRENEURS

Posted in Development & Commercialization of Technology, Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

One of the most rewarding aspects of practicing corporate law is the opportunity to represent a business from start-up to successful liquidity event.   While a business will face challenges throughout this life-cycle, some of the most important come at the beginning when an entrepreneur is trying to get his or her company off the ground. … Continue Reading

Jobs Act: Confidential Submissions

Posted in Venture Capital, Private Equity and Other Financings

The Jumpstart Our Business Startups Act (the “JOBS Act”) was signed into law to facilitate capital raising by reducing certain initial public offering (“IPO”) and reporting requirements for Emerging Growth Companies. An “Emerging Growth Company” is an issuer that had total annual gross revenues of less than $1 billion during its most recently completed fiscal… Continue Reading

New Rules Impacting Crowdfunding

Posted in Technology News & Events, Technology Transactions, Venture Capital, Private Equity and Other Financings

In our April 2nd post, we talked about crowdfunding and reported that it was not available until the SEC issued final rules on general solicitations but even when available, it would come with a heavy compliance cost.   On July 10, the SEC issued two final rules and one proposed rule on this topic.  The final… Continue Reading

Crowdfunding – Funding for Private Companies

Posted in Venture Capital, Private Equity and Other Financings

“Crowdfunding” is one of the most recent concepts in obtaining funding for private companies.  Prior to the enactment of the Jumpstart Our Business Startups Act (called the JOBS Act), private companies were not allowed to solicit investments from prospective investors unless they had a “substantial preexisting relationship” with the investor or registered the offering with… Continue Reading

JOBS Act: Impact on Regulation D Offerings

Posted in Venture Capital, Private Equity and Other Financings

President Obama signed the Jumpstart Our Business Startups Act (the “JOBS Act”) into law on April 5, 2012 to facilitate capital raising by reducing regulatory burdens on smaller companies.  As mandated by the JOBS Act, the Securities and Exchange Commission (“SEC”) has proposed rules to ease the solicitation and advertising requirements of Rule 506 of… Continue Reading