What are they?

A letter agreement between a portfolio company and an investing venture capital fund which provides the venture capital fund with certain “management rights” that allow it to substantially participate in, or substantially influence the conduct of, the management of the portfolio company.

Why are they important?

A management rights letter is critical for any venture capital fund that is seeking to rely upon the venture capital operating company (“VCOC”) exemption in order to avoid its assets from being subject to the Employee Retirement Income Security Act of

Continue Reading Management Rights Letters: What they are, why they are important and potential traps to be mindful of

Article prepared by and republished courtesy of our colleagues Jeffrey Hare, John Clarke, John Sullivan, and Adam Dubin; originally published here: https://www.dlapiper.com/en/insights/publications/2023/03/buying-assets-from-the-fdic

In the wake of the appointment of the Federal Deposit Insurance Corporation (FDIC) as receiver for Silicon Valley Bank (SVB) and Signature Bank (SB) on March 10 and March 12, respectively, investors may be considering whether there will be opportunities to acquire failed bank assets. This alert provides a high-level overview of the process for acquiring assets from the FDIC as receiver.


An FDIC insured bank fails when the chartering regulator closes the bank and appoints the FDIC as receiver. Upon its appointment, the FDIC as receiver succeeds by operation of law to all of the assets and liabilities of the bank, ensuring that depositors have access to their insured deposits. To address potential systemic risk arising from the failures of SVB and SB, federal authorities determined that the SVB and SB receiverships would each be handled “in a manner that fully protects all depositors.” The Deposit Insurance Fund (DIF) overseen by the FDIC absorbs the costs of covered deposits. The DIF is funded mainly through quarterly assessments on all insured banks.Continue Reading Buying assets from the FDIC

Article prepared by and republished courtesy of our colleagues Richard Marks, Kevin Criddle, Curtis Mo, and Jeffrey Lehrer; originally published here: https://www.dlapiper.com/en/insights/publications/2023/03/applying-the-lessons-of-the-svb-and-signature-bank-failures

The failures of Silicon Valley Bank and Signature Bank sent many companies into credit and liquidity crises. With the most pressing short-term impacts now stabilized, corporate boards and management should consider steps to be better prepared in the future.

What happened

On March 10, 2023, Silicon Valley Bank (SVB) was closed by the California Department of Financial Protection and Innovation, which appointed the Federal Deposit Insurance Corporation (FDIC) as receiver. Two days later, New York regulators stepped in to close Signature Bank under the same structure. On March 12, 2023, the Federal Reserve, FDIC and Treasury Department jointly announced an emergency program to backstop all deposits at both SVB and Signature Bank.Continue Reading Applying the lessons of the SVB and Signature Bank failures: Steps for boards and management

Article prepared by and republished courtesy of our colleagues Jeffrey Hare, Margo Tank, Christopher Steelman, David Whitaker, and Adam Dubin; originally published here: https://www.dlapiper.com/en-us/insights/publications/2023/03/takeaways-from-the-silicon-valley-bank-and-signature-bank-receiverships

On Friday, March 10, 2023, Silicon Valley Bank (SVB) was closed by its chartering regulator, the California Department of Financial Protection and Innovation, and the Federal Deposit Insurance Corporation (FDIC) was appointed as receiver which is typical for a bank receivership. The FDIC formed Deposit Insurance National Bank of Santa Clara (DINB) (chartered by the Office of the Comptroller of the Currency) and immediately transferred to DINB all insured deposits of SVB. No loans or other products were transferred to DINB nor were uninsured deposits.Continue Reading Takeaways from the Silicon Valley Bank and Signature Bank receiverships

Article prepared by and republished courtesy of our colleague Brooke Goodlett; originally published here: https://www.dlapiperaccelerate.com/knowledge/2020/texas-cracks-down-on-cryptocurrency-fraud.html 

Texas continues to be a leader in the United States when it comes to cracking down on fraudulent cryptocurrency offerings, and the novel COVID-19 virus has not curtailed these efforts. In 2017, the Texas State Securities Board (the TSSB) became the first state securities regulator to issue a cease-and-desist order against a promoter of a cryptocurrency investment scheme. The TSSB has since issued 26 administrative orders involving 79 individuals and entities for illegally, fraudulently or deceptively offering cryptocurrency investments to Texas investors. The circumstances underlying these enforcement actions have numerous commonalities – promises of high returns, irreplaceable losses, commissions for recruiting new investors and the omission of pertinent information.
Continue Reading Texas cracks down on cryptocurrency fraud: 2020 developments

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.
Continue Reading How Long Should it Take to Close my Venture Financing?

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
Continue Reading SEC Report on Tokens as Securities: Seven Takeaways

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.
Continue Reading Getting up to speed on blockchain, Bitcoin, Ethereum, cryptocurrencies and ICOs

For some time now, corporate venture capital (CVC) has been a significant part of the funding ecosystem. According to Pitchbook, in 2016 alone over $20 billion was invested in 745 US venture deals in which CVC participated.  CVC is not a new phenomenon. In a post in April 2016, Pitchbook, noted that since the beginning of 2010, $125.57 billion has been invested in rounds involving CVCs. Over the past few years, much attention has been paid to the large investment amounts coming from CVCs and the growing
Continue Reading Corporate Venture Capital Compensation Snapshot

Despite a recent cooling in the overall investment climate, the number of active U.S. venture investors in Canada has more than doubled over the past five years. This migration north coincides with a climb in overall venture investment activity in Canada, increasingly challenging pricing on U.S.-based deals and a lower Canadian dollar, which depreciated extensively over the same period. According to PitchBook, more than one-third of all venture-backed deals in Canada in 2015 involved foreign capital, and the number of deals that U.S. firms have participated in have more than tripled over the past five years from 44 in 2010 to 143 in 2015.

Canada 2016 VCContinue Reading So Your Fund Wants to Invest in Canada, Eh?