Practices

Venture Capital

Why Cooley

From advising on the formation of the first venture capital fund in the West to being one of the most active players guiding financings at all stages, Cooley is deeply connected to the VC ecosystem. As primary counsel to more than 700 funds, our insights keep our clients ahead of opportunities. Leading the charts with 1,700+ VC financing deals annually for both investors and companies, we understand the trends, terms and key industry players, delivering winning solutions for our clients.

Our 7,000+ private company clients, combined with our unparalleled access to the largest and most influential network of investors, allows 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 to invest in.

Areas of practice

Venture capital financing

  • Counsel on every type of transaction and 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 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 multiple investment areas, from internet, social media and mobile to cleantech, healthcare and biotech, along with more traditional industries
  • Advise funds as small as $5 million to more than $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 nonbank 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, capital structure, likelihood of future funding, intellectual property and warrants

Venture capital litigation and 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 clients’ brands and reputations when seeking dispute resolution