Understanding Representation & Warranty Insurance in M&A Transactions
Representation and Warranty Insurance (RWI) is becoming increasingly common in mid-market transactions as a tool to manage risk and streamline negotiations. This blog explains what RWI typically does – and does not – cover, its benefits for both buyers and sellers, and when to secure it within the transaction timeline.
Keep Your Early Rounds Small, Your Valuation Reasonable & Close Quickly
Dallas startups are on the rise, but too many early founders chase inflated valuations. This blog discusses why raising only what you need to reach your next milestone—and keeping valuations realistic—can give founders a stronger path to sustainable success.
Best Practices for Startup Boards
A strong board isn’t just oversight—it’s a growth engine. From goal-setting to risk management, effective boards shape strategy, build accountability, and fuel success. This blog highlights key best practices to help boards perform at their highest level.
Post-Money Safe Does Not Mean Founders Equity is Safe
Early-stage startups often raise funds using Safes (Simple Agreements for Future Equity), rather than selling equity immediately. Safes allow founders to delay valuation, maintain control, and simplify financing. Post-money Safes, now the industry standard, fix investor ownership upfront, making fundraising more predictable while emphasizing the importance of tracking dilution. Understanding both how Safes work and how they impact ownership is essential for founders and investors navigating early-stage fundraising.
Are you acting as an Investment Advisor?
Advising on deals, investments, or market trends—even informally—can trigger investment adviser rules if you’re compensated in any way. Securities laws focus on conduct, not titles. If your guidance on securities is part of your business, registration or an exemption may be required.
Preserving QSBS: Initial Hurdles and Maintaining Eligibility
QSBS offers major tax savings, but eligibility under Section 1202 is complex. This article highlights key risks—from stock issuance and asset limits to redemptions and transfers—that can jeopardize the exclusion.
The Many Forms of Pay-to-Play
Pay-to-play rounds are becoming more common as startups deal with inflated past valuations and a tougher funding climate. Some structures penalize investors who don’t reinvest, others reward those who do, and hybrids combine both. Whether it’s a stick, a carrot, or a mix, these terms are reshaping cap tables and investor relationships across the venture landscape.
ChatGPT as Opposing Counsel
AI tools like ChatGPT can be useful for legal research and brainstorming, but they often generate inaccurate or misleading information. When non-lawyers solely rely on these tools for legal decisions, the consequences can be costly.
The Future of DFS in California After the State Declares Paid Contests Illegal
On July 3, 2025, the California Attorney General issued an advisory opinion declaring all paid daily fantasy sports (DFS) contests illegal under California law. This ruling puts the future of DFS in California—one of the nation’s largest markets—in jeopardy and raises concerns about potential ripple effects in other states. While some states have issued similar negative opinions, their impact has varied, with courts or legislatures sometimes overturning or clarifying DFS legality.
Preferred Economics in Venture Transactions
Venture financing isn’t just about valuation—it’s about how the deal is structured. Liquidation preferences and participation rights can dramatically impact founder payouts and investor returns in an exit. This article breaks down the most common preference structures, from 1x non-participating to capped participation, and explores how seniority and stacking work across multiple rounds.