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Venture Capital
Our Venture Capital Practice provides a full range of legal services to the venture capital and start-up communities. The lawyers in this practice group are committed to providing our venture capital and emerging growth company clients with creative, practical and cost-effective assistance.
The breadth of our practice in representing venture capital investors and emerging growth companies allows us to offer our clients a complete understanding of the issues and concerns on both sides of a venture capital financing transaction and positions us to foster business relationships between our emerging growth company clients and the venture capital investors that we represent.
We represent numerous venture capital and private equity clients, including a number of corporate investment fund arms of large companies, and have taken part in the formation and representation of some of the earliest and most prominent of these funds.
We also represent hundreds of growth companies in all phases of their life cycles, from incorporation, business plan preparation, seed and venture capital financing, intellectual property protection, employment matters, strategic relationships, business combinations and initial public offerings.
Understanding and Facilitating the Venture Capital Relationship
Our lawyers understand the venture capital process and offer clients strategies for negotiating and structuring venture investments. Lawyers in our Venture Capital Practice stay abreast of the evolving standards by which clients evaluate investments and the market terms of venture investments. We believe that a close understanding of the economics and business realities of each deal is critical to efficient deal management and effective representation. We understand the balance between obtaining appropriate terms and cultivating quality, long-term relationships between venture capital investors and the emerging growth in which they invest. We strive to maintain this balance while helping our venture capital investor and emerging growth company clients with the successful completion of their financing transactions.
Our Investment in Ensuring Quality and Cost-Effectiveness
Our lawyers understand the need to quickly and cost-effectively diligence, document, negotiate and close a venture capital transaction. We have developed over time a set of forms and thorough checklists for these investments. These forms and checklists, combined with our formal in-house VC training, ensure that our younger associates can do much of the work in these transactions, without the need to "recreate the wheel" for each deal. We also maintain a central database of transaction information obtained through our representation of investors and issuers in venture capital transactions. This further enhances our ability to stay abreast of emerging market terms and to easily share that information internally. These combined efforts help us to speed the transaction process and lower clients’ costs, while ensuring quality.
From Evaluation of Investments through Exit
Through our Venture Capital, Technology Company, Life Sciences, and Health Care practices, along with the Intellectual Property Group, we are familiar with the industries in which venture capital funds typically invest, and understand the potential benefits and risks associated with investing in these industries. Our intellectual property and rights management experts assist our venture capital investor clients in the evaluation of a portfolio company’s intellectual property, including evaluating its strength, valuing its patent portfolio, assessing potential exposure to infringement claims, and reviewing employee agreements covering trade secrets and other intellectual property rights. After assisting a venture capital client with its investments, we continue to add value by supporting and advising the fund in its ongoing relationships with its portfolio companies in a number of ways:
- Providing guidance on managing interactions among the investor group and the relationship among the classes of investors;
- Advising on the responsibilities and rights associated with serving as a board member of portfolio companies;
- Helping develop, negotiate and structure follow-on investments; and
- Facilitating the development and implementation of exit strategies, whether by sale, merger or public offering.
All Stages of the Life Cycle
Through our longstanding history of representation of emerging growth companies, we have developed a solid understanding of the industries in which our emerging growth company clients participate and the specific legal needs of early stage enterprises. As a result, we are uniquely positioned to anticipate issues for fast growing companies, provide practical advice on a cost-efficient basis and help guide emerging growth companies through all phases of their life cycles.
Sophisticated Private Investment Fund Formation and Negotiation
Ropes & Gray has one of the largest and most sophisticated private investment fund practices in the country. We have assisted in the organization of numerous funds in the United States and abroad, including leveraged buyout, mezzanine, and venture capital funds, ranging in size from under $100 million to over $1 billion. We have vast experience in structuring these funds and extensive expertise regarding relevant ERISA, securities, investment company, and tax rules associated with structuring private investment funds. On behalf of various institutional investor clients, we review the terms and conditions of most of the significant venture capital funds. Our familiarity with market terms in the venture capital fund context enhances our ability to aid a venture capital fund client in forming its fund and negotiating with its investors.
How We Help Our Venture Capital and Emerging Growth Clients
We have worked with our venture capital clients in the following representative matters:
- Fund formation;
- Evaluating and structuring of initial and follow-on investments;
- Evaluating intellectual property portfolios of target companies;
- Advising on continuing relationships with portfolio companies; and
- Determining strategies for investment exit.
We have advised our emerging growth company clients on all aspects of the following matters:
- Initial and developed business plans;
- Obtaining financing from angel, venture, public and strategic investors;
- Safeguarding and leveraging business assets through licensing and intellectual property protection strategies;
- Structuring key employment relationships;
- Securing patent and trademark protection;
- Supplier, distributor, licensing and other strategic relationships;
- International and transactional tax advice;
- Developing and implementing strategic business combinations, sale transactions and joint ventures;
- Initial and follow-on public offerings; and
- Day-to-day corporate governance, securities and other legal issues.
Contact
For further information on this area of practice, please contact:
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