Although entrepreneurs and venture investors typically drive the negotiation of the term sheet for a venture financing, once the term sheet is executed, the commercial parties (especially those who have not been through the process many times) often feel sidelined in the ensuing process to close and uncomfortable with their lack of visibility into and control over the timeline. Accordingly, I thought it would be helpful to provide a high-level overview of a standard venture financing timeline.…
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Compliments of our colleague Sanjay M. Shirodkar.

The SEC is open for business – first come, first served.

The Division of Corporation Finance is returning to normal operations. The SEC staff has indicated that, absent compelling circumstances, it expects to address matters in the order in which they were received. Staff members are available to answer questions relating to filings and other federal securities law matters, but their response take some time.

The SEC Staff has created an avenue for expedited basis assistance. Such requests should be directed to…
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By Trent Dykes, Ossie Ravid and Jennifer Tornow

Just a reminder to those who have Delaware corporations: your annual report and franchise tax payment are both due by March 1. At this point, you have likely already received from Delaware your notification of annual report and franchise tax due, which is sent to a corporation’s registered agent in December or January of each year. Delaware requires these reports to be filed electronically.

There are two methods that you can use to calculate the amount of Delaware franchise tax due…
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Yesterday, the SEC issued an enforcement order regarding Munchee’s token offering and SEC Chairman Jay Clayton released a general public statement on cryptocurrencies and ICOs.  For those who previously read our post about the SEC’s report in the DAO, much of this might not be a surprise – although the SEC staff did answer the call of discussing so-called “utility tokens.”…
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Compliments of over 100 of our DLA Piper colleagues around the world, DLA Piper has launched Finance Rules of the World, which gives you answers to key legal questions that you may consider when initially looking at financing or investing in particular jurisdictions. The interactive Finance Rules of the World website lets you compare regimes across more than 35 jurisdictions in EMEA, Asia Pacific and the US in the areas of borrowing and lending; issuing and investing in debt securities; establishing, investing in, marketing and managing hedge funds and…
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Article prepared by and republished courtesy of our colleagues Luke Gannon, Scott Thiel and Hayden Lau; originally published here:
https://www.dlapiper.com/insights/publications/2017/09/the-sfc-comments-on-icos/

The Securities and Futures Commission of Hong Kong (the SFC) has debunked the myths that no securities laws apply to ICOs. In its first direct statement on the subject, the SFC fired a warning shot at issuers and intermediaries of ICOs and token offerings, reminding them that they may be conducting regulated activities and therefore, may be required to be licensed by or registered with the SFC, irrespective of where they are located.…
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One of the more interesting phenomena in early-stage investing is the recent emergence of initial coin offerings (“ICOs”), token generation events (“TGEs”), or similar distributed ledger or blockchain-enabled means for raising capital. Much has been written, including by many skilled lawyers in the technology sector, about whether the tokens issued in these structures involve “securities” – and, frankly, some of it is unhelpful. Hungry for something that seems like crowdfunding, but that actually works to raise meaningful capital for promising technology initiatives, many in the technology space really want these…
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Much has been written recently on blockchain, Bitcoin, Ethereum, cryptocurrencies and initial coin offerings (ICO). Unfortunately, for non-computer scientists (like me), trying to understand these concepts and their potential implications can be a bit overwhelming. To help all of those non-technologists trying to get their heads around blockchain, Bitcoin, Ethereum, cryptocurrencies and ICOs, I pulled together the following list of resources that I have found useful. As an attorney who represents startup and emerging growth companies, it seems likely that these technologies will prove to be disruptive to how we do business, build new technology, fund startups and even think about employment – much like the initial proliferation of the Internet. Let’s start with a brief overview of these technologies and how they relate to each other.…
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DLA Piper is pleased to announce the launch of Prize Promotions Around the World, an updated edition of our popular handbook.

Prize Promotions Around the World is an online tool designed to assist companies across the globe in managing the early development stages of a prize promotion, such as a sweepstakes or a skill-based contest, and to bring to their attention potentially problematic issues.

Key features include:

  • Additional jurisdictions, now with over 35 countries
  • Expansion of topics, including rules on judging and sanctions
  • Interactive map, highlighting the range of

…
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Our private company clients often ask what kind of revenue or EBITDA multiple ranges they can expect upon a sale or when determining their enterprise value in connection with a financing. This is always a tricky question as value is driven by ever-changing supply and demand and then-current market conditions. Moreover, with yet-to-be-profitable startups, substantial value often lies with their IP, team and/or future prospects.  Accordingly, for a startup, the answer to this question is subjective at best. With that said, one of the better resources I have found for…
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From our colleagues Carla Small, Jim Halpert and Anne Kierig

Governor Andrew Cuomo has announced final cybersecurity rules for New York’s financial services sector.

The Cybersecurity Requirements for Financial Services Companies (the Final Rule), promulgated by the New York Department of Financial Services, is the most specific cybersecurity regulation in the country to apply to companies that are not critical infrastructure operators.

They apply to all New York-licensed financial services companies including banking, insurance and money transmission business lines, with very limited exceptions.

Read more here.

 
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