The Texas Series LLC: A Great Tool For Investors
I’ve had several clients ask me recently about Texas Series LLCs. What are they? What are the advantages of them? How can they be formed? Hopefully I can answer a few of those questions below. Of course, I always recommend […]
The Power of an LOI
This blog post explains why a Letter of Intent (LOI) is essential in acquisition transactions, despite initial alignment between parties. It outlines how an LOI benefits both buyers and sellers by clarifying key financial and legal terms, setting expectations, and providing enforceable confidentiality and exclusivity.
Stockholders’ Rights of Venture Investors After Moelis
This blog explores the tension between Delaware corporate law’s board management principle and investor demands for control, highlighting legal challenges and potential legislative changes to the Delaware General Corporation Law after the Moelis decision.
Comparing the Conversion Mechanics of Safes and Convertible Notes
This blog focuses on understanding the conversion mechanics of Safes versus Convertible Notes, which is essential for founders navigating pre-seed financing, as they differ in their treatment of shares outstanding and impact the equity distribution among stakeholders.
ESOP v. Stock Options: What’s the difference?
We often get clients asking for an ESOP Plan when they are actually thinking of a Stock Option Plan or Equity Incentive Plan. In this blog, we go over the difference between an Employee Stock Ownership Plan and Stock Options.
Equity & Equity-Like Plans for S-Corporations
This blog discusses which types of equity plans are, and are not, available for an LLC or corporation taxed as an s-corporation.
Venture in the Middle: Bridge Rounds in a Down Funding Environment
Venture financings are at a two-year low, which is predictable given the current state of the economy. But startups need capital even during downtimes, so bridge rounds tend to increase. Here are a few tips for navigating bridge rounds in a down funding environment.
Indemnification in M&A Contracts Part V: Materiality Scrapes
Our fifth and final post regarding indemnification in M&A takes us on a journey through Materiality Scrapes.
Indemnification in M&A Contracts Part IV: Caps, Baskets, and Deductibles
Part IV in our series on indemnification focuses on caps, baskets, and deductibles.