Practice area
Debt & equity financing
Notes, SAFEs, priced rounds and credit facilities, and the cap table that has to still reconcile after every one of them.
What this usually looks like
An investor has sent a term sheet, or a bank has sent a commitment letter, and both assume you already know which parts are negotiable. The dollar figure is the part everyone reads first. The parts that decide what happens in a flat round, or who gets to block the next one, are the parts that get skimmed once and then govern the company for years afterward.
A financing is a set of documents that have to agree with each other. Most of the work is making sure the last one still says what the first one promised.
What is included
The work, itemized
- Convertible notes and SAFEsWhat converts, at what price, and what the holder can do before it does.
- Priced equity round documentsThe full document set, read together, not one signature page at a time.
- Term sheet review and negotiationWhich lines are market, which are movable, and which are the whole deal.
- Credit facilities and loan documentsCovenants you can actually operate under, and the reporting they require.
- Cap table review before and afterA record that still ties out once the round closes and options are granted.
- Investor diligence preparationAssembled before the request arrives, so the request doesn't stall the raise.
Fit
Whether this is your problem yet
When you need this
You have a term sheet in hand, a lender asking for documents you have never assembled, or a cap table that no longer reconciles with what you told the last investor. Each of those is the moment to have someone read the whole thing through before you sign any part of it.
When you don't
You are funding the business out of revenue and a personal line of credit, with no outside holders and nothing convertible outstanding yet. There is no financing document to negotiate. Building one ahead of the actual need is expense with no matching benefit today.
Proof point
From the other side of the table
As COO and general counsel, I collaborated with outside counsel on both sides of the table to accomplish over $100 million in secured debt and equity raises. I read term sheets knowing I would be the one operating under the covenants after the round closed, not just the one negotiating them.
Related
What usually comes next
Business formation & corporate maintenance
The paperwork that decides who owns what, who decides what, and what happens when one of you wants out.
Buying & selling a business
The transaction that reads every decision the company has made since formation, and prices the ones nobody wrote down.
Let's talk
Tell me what you're building
The first conversation is free and takes as long as it takes. If the answer is that you do not need any of this yet, that is the answer you will get.