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Common Stock Investors

Latham & Watkins LLP

Demystifying Modern Convertible Notes - April 2024 - Revised Edition

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Issuing convertible notes has long been an attractive capital-raising option for public companies. At its most basic essence, a convertible note is a debt instrument that pays interest and principal, but also carries the...more

Goodwin

District Court Denies Payday Lender's Bid To Dismiss SEC Enforcement Action

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District Court Denies Payday Lender's Bid To Dismiss SEC Enforcement Action; Delaware Chancery Court Dismisses Camping World Insider Trading Derivative Suit; California Federal Judge Certifies Class Of Apple Common-Stock...more

Manatt, Phelps & Phillips, LLP

Founder’s Stock: Vesting and Acceleration

Founder’s stock refers to the equity granted, typically in the form of common stock, to founders of a company for their preformation efforts in building the company. This common stock is sold to founders at a nominal value at...more

Proskauer Rose LLP

Preferred Equity PIPEs Provide Flexibility in the Age of COVID-19

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PIPEs (private investments in public equity) provide investors and public companies with a flexible vehicle for bespoke capital solutions that can be executed quickly in the volatile markets that have arisen in the COVID-19...more

Skadden, Arps, Slate, Meagher & Flom LLP

Valuation Challenges for Fintechs Highlight Legal Considerations in ‘Down Rounds’

In recent years, fintech has been an attractive sector for growth capital, as evidenced by robust investment and M&A valuations in the sector. While interest remained high in 2019, deal volumes began to level off early in the...more

Fenwick & West LLP

Qualified Small Business Stock: Common FAQs by Startup Founders and Investors

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We receive many questions from founders, investors and others about qualified small business stock. And it’s no wonder, given the complexity of the concept. In this article, we provide a high-level overview of QSBS. A...more

Patterson Belknap Webb & Tyler LLP

Close Enough: Fifth Circuit Holds That Section 510(B) of the Bankruptcy Code Requires Subordination of Payments That “Look a Lot...

In 1930, Clarence Bennett’s wealthy uncle died. He left behind shares in Berry Holding Company ("BHC") that were subdivided into three groups. Bennett was the beneficiary of dividends paid out of one of these groups and, for...more

Fenwick & West LLP

Convertible Debt Terms - Survey of Market Trends - 2018/2019

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In this report, we compile market data on convertible debt terms based on an analysis of over 100 issuer-side convertible debt transactions deals handled by Fenwick over the 15-month period from January 1, 2018 to March 31,...more

Fenwick & West LLP

Convertible Debt Terms – Survey of Market Trends 2017/2018

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In this report, we compile market data on convertible debt terms based on an analysis of over 100 issuer-side convertible debt transactions handled by Fenwick over the 15-month period from Jan. 1, 2017 through March 31, 2018....more

Patterson Belknap Webb & Tyler LLP

Claims Dismissed Against Successor Transfer Agent Where There Was No Showing Of A Duty Owed To The Investors

In Magna Equities II, LLC et al., v. Writ Media Group Inc., et al., No. 653808/2016, 2017 BL 115243 (N.Y. Sup. Ct March 30, 2017), Justice Peter Sherwood dismissed for lack of jurisdiction and failure to state a claim all...more

Smith Anderson

Flawed, but Fair: Updated Guidance for Boards and Investors

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A recent Delaware decision, in re Trados Incorporated Shareholder Litigation, underscores a director’s responsibilities in “underwater” venture deals. In a 114-page opinion by Vice Chancellor Laster, the court reviewed the...more

Katten Muchin Rosenman LLP

“Sophisticated Plaintiff” Found to Be Adequate Class Representative

The US District Court for the Western District of Texas certified a class of common stock purchasers in an action against Pain Therapeutics, Inc. (PTI) and its directors. The plaintiff’s complaint, which alleges that PTI...more

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