Why you should attend
A thorough understanding of current market practice, deal terms and conditions, transaction documents and applicable securities, regulatory and ethical issues is critical in the venture capital business. This program, designed for those seeking a secure foundation in the venture capital field, will teach you the essentials of venture capital. From examining the anatomy of a venture capital deal, to participating in a mock term sheet negotiation, to exploring key issues in follow-on financing rounds, exit strategies and securities law compliance, our expert faculty of lawyers, venture capitalists and business executives will analyze the legal and business issues you need to master to actively and successfully participate in today’s venture capital environment. You will also learn about the latest financing trends, regional differences in deal practice, and ethical issues that arise when representing start-ups and venture-backed companies.
What you will learn
- How to form and counsel start-ups
- Key venture capital finance terms
- Bridge finance and venture debt terms and trends
- Structuring exit strategies
- The various applicable securities and tax laws
Who should attend
This program is designed for attorneys who advise start-up companies, and for investors and venture capitalists.
Please plan to arrive with enough time to register before the conference begins. A networking breakfast will be available upon your arrival.
A. Positioning Your Company for Venture Capital Financing
Morning Session: 9:00 a.m. - 12:30 p.m.
Paul E. Hurdlow, Lizette M. Pérez-Deisboeck
B. Anatomy of a Venture Capital Deal
- Key issues in company formation
- Founders’ stock arrangements
- Angel and seed financing
- Equity structures
- Financing documentation
- Securities law issues and private placement exemptions
Steven L. Baglio, Sarah Reed
10:35 Networking Break
10:45 Term Sheet Negotiation
- Simulated negotiation workshop of a Series A financing round
- How practice varies by region
Doug Bernstein, Dror Futter, Paul E. Hurdlow, Lizette M. Pérez-Deisboeck
Afternoon Session: 1:30 p.m. - 5:00 p.m.
1:30 Key Issues in Follow-On Financing Rounds
- Pre-emptive rights of first offer
- Shareholder protective provisions and corporate approvals
- Effect of liquidation preferences
- Down rounds and cramdown/washout financings
- Bridge financings and venture debt
- Underwater stock options and out-of-the-money junior securities
Ellen B. Corenswet, Jeff Stein
2:30 Networking Break
2:45 Exit Strategies
- IPOs in the U.S. and foreign markets
- M&A structures and considerations
- Preparing the venture-backed company for exit
- Secondary markets
John J. Egan III, Paul E. Hurdlow
4:00 Crisis Management and Tough Judgment Calls in Representing Emerging Growth Companies
- Inevitable conflicts: representing both the company and an investor
- Crisis management: advising the board and investors
- Best practices
William B. Asher, Jr., Deirdre A. Cunnane
Steven L. Baglio
~ Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP
~ General Counsel, Charles River Ventures
~ Wilmer Cutler Pickering Hale and Dorr LLP
New York City Seminar Location
PLI New York Center, 810 Seventh Avenue at 53rd Street (21st floor), New York, New York 10019. Message Center, program days only: (212) 824-5733.
New York City Hotel Accommodations
The New York Hilton & Towers
1335 Avenue of the Americas, New York, NY 10019. 1 block from PLI Center. Reservations 1-800-HILTONS or, 1-877-NYC-HILT. Please mention that you are booking a room under the Practising Law Institute Corporate rate and the Client File # is 0495741. You can also make reservations
online to access Practising Law Institute rates.
The Warwick New York Hotel, 65 West 54th Street New York, NY 10019. 1 block from PLI Center. Reservations 800-223-4099 or, hotel direct 212-247-2700. Please mention that you are booking a room under the Practising Law Institute Corporate rate. Reservations on line at www.warwickhotelny.com Click reservations in menu bar on left. Select desired dates. In 'Special Rates' drop down window select Corporate Rate. In 'Rate Code' enter PLIN. Click search and select desired room type and rate plan. Or, you may email reservation requests to: firstname.lastname@example.org
Sheraton New York Hotel & Towers
, 811 7th Avenue, New York, NY 10019, 1-800-325-3535 or (212) 581-1000. When calling, please mention Practising Law Institute and mention SET#311155. You may also book online
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Please check the CLE Calculator above each product description for CLE information specific to your state.
Special Note: In New York, newly admitted attorneys may receive CLE credit only for attendance at "transitional" programs during their first two years of admission to the Bar. Non-traditional course formats such as on-demand web programs or recorded items, are not acceptable for CLE credit. Experienced attorneys may choose to attend and receive CLE credit for either a transitional course or for one geared to experienced attorneys. All product types, including on-demand web programs and recorded items, are approved for experienced attorneys.
Please Note: The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement. PLI programs may qualify for credit based on the requirements outlined in the MCLE Regulations and Ariz. R. Sup. Ct. Rule 45.
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