Practices

Venture Capital

Why Cooley

From being the firm that advised in the formation of the first VC fund in the West, to being one of the most active firms in advising in both early and late-stage financings, Cooley is deeply connected to the venture capital industry. We serve as primary fund counsel to 700+ investment fund organizations and represent venture funds or corporate investors in 700+ private financings each year. Our deal volume and immersion in the venture space give us a deeper understanding of current market conditions, including terms and participants, unmatched by our competitors.

Our client base of 7,000+ private companies, combined with our unparalleled access to the largest and most influential network of investors, allow us to make introductions where appropriate. This level of networking can make the difference for a company in search of funding and can help VC firms find outstanding emerging companies in which to invest.

Areas of Practice

Venture Capital Financing

  • Counsel on every type of transaction, as well as throughout the stages of each transaction
  • Keep current on – and influence – emerging industry trends
  • Advise companies and investors on alternative financing structures
  • Counsel on issues companies and board members should consider in “down” round scenarios
  • Review and negotiate financing documents with liquidity events in mind
  • Handle any substantive issues that may arise during the due diligence process, including review of patent or licensing issues, employment matters, pending litigation, outstanding debt instruments, real estate transactions or any other material agreements

Venture Capital Fund Formation

  • Represent managers specializing in all investment phases from angel to late stage, and in investment areas from internet, social media and mobile to clean technology, healthcare and biotechnology, as well as more traditional industries
  • Advise funds as small as $5 million to funds of $1+ billion, including emerging managers and seasoned funds
  • Provide insight into prevailing terms, structures and practices for fund formation
  • Counsel on related areas, including investment activities, taxation, estate planning, litigation and intellectual property

Venture Debt

  • Represent banks and non-bank funds investing in emerging companies without a history of profitability, or in some cases, revenue
  • Counsel company clients on structuring loans and developing appropriate documentation
  • Advise on factors influencing lending decisions, including a company’s investors, its capital structure, likelihood of future funding, intellectual property and warrants

Venture Capital Litigation & Dispute Counseling

  • Represent clients in judicial and alternative dispute resolution forums
  • Resolve all types of fund and management-company operating problems
  • Counsel venture capital and private equity groups on fundraising, governance and investment activities
  • Manage costs, maintain confidentiality and protect a client’s brand and reputation when seeking dispute resolution