Kathy Lindauer

Kathy Lindauer

Winstead PC

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Selling Your Company: The Letter of Intent

One of the first steps in the sale of your company will be entering into a Letter of Intent. In order to avoid drafting lengthy documents and spending time and money on attorneys unnecessarily, you should be certain that the...more

2/4/2015 - Contract Negotiations Corporate Sales Transactions Letters of Intent

Negotiating Your “Series A” Financing

One of your first tasks in financing your technology company is likely to be completing your initial equity financing with outside investors. Typically, these financings are done with a venture capital firm (“VC”), angel...more

1/21/2015 - Angel Investors Emerging Technology Companies Entrepreneurs Equity Financing Financing Preferred Shares Private Offerings Public Offerings Series A Startups Venture Capital

Non-Competition Agreements

Take care when entering into non-competition agreements - This post deals with non-competition agreements in Texas. These rules vary from state to state so if you are not in Texas, you should consult with an attorney...more

1/13/2015 - Employer Liability Issues Former Employee Hiring & Firing Non-Compete Agreements

Equity Crowdfunding - A new way to raise money.

So you have a great idea for a new business but don’t have the money to get it off the ground. Equity crowdfunding is now a popular way to draw attention (and potential funders) to startups. But is it the right choice for...more

1/8/2015 - Crowdfunding Equity Financing JOBS Act Kickstarter Small Business Small Offering Exemptions Startups

Advisory Board Members

Often a young technology company will seek assistance from more experienced individuals, giving them the position of “Advisory Board Member” and giving equity to a person who agrees to serve in that capacity. This designation...more

1/5/2015 - Advisory Board Contract Negotiations Emerging Technology Companies Entrepreneurs Mentors Startups

Hiring Consultants

Technology companies receive services from a variety of individuals and often use consultants, either for marketing advice, for software development or for other discreet tasks. It’s important to be sure the consultants are...more

12/16/2014 - Consultants Employer Liability Issues Hiring & Firing Independent Contractors Personal Liability

Structuring an Agreement Among Owners

When forming a new technology company, there are very few documents as important (and unfortunately, as overlooked) as a Shareholders’ Agreement. The discussion in this post is couched as an agreement among shareholders of a...more

12/9/2014 - Contract Drafting Limited Liability Companies Limited Partnerships Shareholders' Agreements

Reviewing Potential Investments With Your Clients

On August 4, 2014, the SEC issued an Investor Alert citing 10 Red Flags that should give investors an indication that an unregistered offering may be a scam. If you are considering an investment in an unregistered offering...more

8/14/2014 - Investment Adviser Investors Scams SEC

Is Your Purchaser Accredited? Clarifications from the SEC

Under Rule 506(c), companies can now engage in a general solicitation in conducting private placements but if they do so, they must verify that each purchaser is accredited. The SEC has provided some safe harbors for...more

7/30/2014 - Accredited Investors CD&I General Solicitation Private Placements Rule 506(c) Safe Harbors SEC Verification Requirements

Crowdfunding in Texas – When?

The Texas intrastate crowdfunding rules were adopted in April and the Texas Securities Board will consider comments to the rules through the end of June (even though the official deadline for comments is June 8th). The...more

6/4/2014 - Crowdfunding General Solicitation Popular SEC Small Business Startups

Crowdfunding: It’s Coming to Texas

In late April, the Texas Securities Board issued proposed regulations that would allow crowdfunding in intrastate transactions in Texas. The word on the street is that the proposed regulations will become final in August...more

5/14/2014 - Accredited Investors Crowdfunding Investors Proposed Regulation Public Offerings SEC Securities Transacting Intrastate Business

Trade Secrets: What an investor or acquirer will want to know.

If you are thinking about raising capital or selling your company, one of the most important questions that the investor or acquirer will want to know is whether you own your IP. One critical part of this is protecting your...more

3/28/2014 - Disclosure Patents Trade Secrets

Anti-Dilution Provisions – A New Twist

We are all familiar with the modified ratchet and full ratchet anti-dilution provisions that relate to subsequent down rounds in the financing of start-up and emerging growth companies. A new twist on anti-dilution...more

1/3/2014 - Angel Investors Dilution Emerging Growth Companies Investors IPO Public Offerings Startups

It’s Critical to Protect Your Proprietary Information

Lawsuits against employees and contractors, including consultants, for unauthorized use of a company’s confidential and proprietary information are common. For instance, on July 29, Abunassar Impact Basketball LLC filed suit...more

10/4/2013 - Confidential Information Contract Drafting Data Protection Non-Disclosure Agreement Trade Secrets

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