For over 30 years I have handled all types of capital formation transactions, including a myriad of private and public offering of debt securities, for clients ranging from startups to more established companies. Currently, I specialize in Regulation D private placements. I have assisted a number of clients in establishing a series of private placement transactions as their businesses grow and prosper. Often, these begin with smaller private placements and continue through private equity capital transactions, complex restructurings, and acquisitions. In addition to placements of common stock, I handle private placements involving different series and classes of preferred stock, partnership interests, and membership interests, as well as warrants and convertible debt instruments of various types.
See my outline, “Regulation D and Private Placement Financing.”
Private equity capital, venture capital, and private placements from angel and other accredited investors are an increasingly important source of capital companies in recent years. Smaller placements are likely to increase as the rules and regulations are adopted by the SEC in connection with the JOBS Act. I have extensive experience with these transactions at all stages of the investment process. We assist clients in negotiating and structuring the transaction, including the terms of preferred equity, convertible debt, warrants, or other securities. I personally prepare and review all of the documentation for the transaction, including term sheets, purchase and contribution agreements, loan agreements, rights agreements, subordination agreements, co-sale agreements, voting agreements, registration rights agreements, and other relevant documents.