In the high-stakes world of startups, securing capital can often feel like navigating a labyrinth. But what happens when the path leads to a down round? As economic pressures mount, many entrepreneurs face this challenging...more
10/21/2025
/ Board of Directors ,
Business Strategies ,
Capital Raising ,
Conflicts of Interest ,
Corporate Governance ,
Equity ,
Fiduciary Duty ,
Financing ,
Privately Held Corporations ,
Startups ,
Venture Capital
Startup financing is a dynamic process, and down rounds have emerged as a critical mechanism for companies navigating challenging economic climates. These down rounds are characterized by a reduction in company valuation and...more
10/8/2025
/ Capital Raising ,
Convertible Notes ,
Corporate Governance ,
Cramdown ,
Debt Financing ,
Financing ,
Investors ,
Liquidation ,
Pay-To-Play ,
Shareholders ,
Startups ,
Venture Capital ,
Warrants
The IRS has introduced a significant update permitting electronic filing of Form 15620 to make an election pursuant to Section 83(b) of the Internal Revenue Code. This update modernizes the compliance requirements of Section...more
8/28/2025
/ Cooperative Compliance Regime ,
Emerging Growth Companies ,
Equity Compensation ,
Filing Deadlines ,
Income Taxes ,
IRC Section 83(b) ,
IRS ,
Startups ,
Tax Liability ,
Tax Planning ,
Venture Capital
Join Troutman Pepper Locke Partners Morgan Klinzing and Jay Jumper, along with Independence Capital Partners President and CFO Eric Emrich, as they delve into the intricacies of Internal Revenue Code Section 1202, commonly...more
A side letter in the venture capital sector is an agreement between an investor and the company it is investing in that entitles the investor to certain contractual rights, which supplement and are in addition to other rights...more
1/22/2025
/ Acquisition Agreements ,
Business Entities ,
Contract Terms ,
Contractual Safeguards ,
Corporate Governance ,
Corporate Sales Transactions ,
Delaware General Corporation Law ,
Equity ,
Financing ,
Investment ,
Investors ,
Merger Agreements ,
Private Equity ,
Shareholders ,
Side Letters ,
Venture Capital
It is well known that the Delaware General Corporation Law (DGCL) provides that a majority of the voting power of all stockholders entitled to vote is required for a Delaware corporation to take certain fundamental actions,...more
As the PE dealmaking environment heated up in the past decade, limited partners (LPs) have sought to gain even more exposure to the asset class. Simultaneously, general partners (GPs) at PE firms have begun to band together...more
The National Venture Capital Association (NVCA) published on July 28, 2020 an updated suite of model venture capital financing documents that reflect the current events shaping the investment climate, and for the first time,...more
Pepper Hamilton annually commissions a survey to keep clients abreast of middle-market private equity trends. This year, with Mergermarket, we surveyed 50 middle-market PE firms regarding fund life cycles. Our findings were...more
The lifecycles of private equity (PE) funds are lengthening as managers continue to seek longer fundraising periods. This is due to a number of factors, including increases in due diligence and holding periods for investments...more