GROWTH FINANCE PRACTICE
K&L Gates represents both the providers of private capital and the companies,
management teams, and entrepreneurs who utilise private capital to acquire,
create, and grow companies. Our venture capital team covers the entire
spectrum of transactions in the venture capital market, from formation to
investment, to liquidity transactions. With more than 50 corporate partners
across the firm devoting all, or a substantial portion, of their time to structuring,
negotiating, documenting, and completing the full range of venture capital
transactions, both domestic and cross-border, undertaken by our clients,
venture capital is an important and growing part of our firm’s practice.
We team with our clients to assess and
manage risks and to develop practical
strategies to achieve client objectives. Our
approach is flexible and proactive, and we
are dedicated to providing timely advice in
an efficient and cost-effective manner.
We bring an interdisciplinary approach to
our work. We assemble teams as necessary
to bring the lawyers with the relevant
skills and experience to the transaction,
regardless of where those lawyers are
based. Because we are a single, focused,
global entity, we deliver integrated services
across multiple legal disciplines.
Our lawyers have years of experience
working on transactions covering a broad
range of industries. In addition to our legal
knowledge, we provide solid business
experience and judgment, and we have
extensive industry know-how and contacts.
The depth of our experience gives us a
thorough understanding of current market
practices and terms and conditions and
allows us to provide value-added service to
our clients.
Key Areas of Focus
Venture Capital and Emerging
Growth Companies
We advise both high-growth companies
and sophisticated sources of capital in
executing cutting-edge transactions. We
scale our services across the company
growth curve from start-up to profitability,
to IPOs and public acquisitions, and we
scale our services across the globe from
local deals to the most complex crossborder transactions.
We have deep experience with high-growth
and technology-driven ventures, and we
have the legal resources that matter in this
sector—from transactional IP to nuanced
executive compensation to multiparty
restructurings and innovative financing
rounds. Most importantly, we balance
a business-focused perspective with
legal experience.
We advise and represent some of the
world’s most prominent information
technology companies on cutting-edge
issues, influencing technology and
intellectual property law as our clients
shape their industries.
We also represent many start-up and early
stage, emerging growth companies. We
work with them from formation, through the
various stages of their financing activities,
and in their strategic joint venturing,
acquisitions and disposals, and liquidity
transactions. Some of the world’s leading
businesses, including Microsoft, Starbucks,
and T-Mobile, have turned to us for
assistance and guidance with their most
important opportunities and challenges
as young companies. The breadth of our
practice in this area was recognized by The
American Lawyer, which ranked us among
the top law firms used most often by “hot
growth” medium-sized companies.
Our lawyers also represent capital
sources, such as hedge funds, business
development companies, and other
institutional investors, in making leveraged
investments in technology-oriented
companies, including software developers,
ISPs, computer service firms, and a wide
variety of other technology-intensive
businesses. These investments include
senior secured loans, second lien loans
and mezzanine debt, and are frequently
accompanied by equity kickers or private
equity investments.
Leveraged Buyouts
Our lawyers have experience representing
companies (both public and private),
merchant banks, strategic investors,
venture funds, buyout funds, special
Fund Formation
opportunity funds, and management
teams and their sponsors in leveraged
buyouts, management buyouts, and other
control transactions. In addition, we are
recognized as having a preeminent practice
in transactions involving Employee Stock
Ownership Plans.
debt financings, securities transactions,
litigation, corporate governance, real estate
and environmental, tax, restructurings, and
other matters.
K&L Gates has significant experience in
the formation of private equity, venture
capital, and other investment funds. We
have drafted documentation for, and are
counsel to, private equity and venture
funds, hedge funds, and funds of hedge
funds. We have also played a major role in
drafting fund documents for a wide variety
of specialised funds.
We represent buyers, sellers, and financing
sources in a broad array of transactions,
including acquisitions and dispositions
of entire companies and subsidiaries,
leveraged buyouts, spin-offs, going-private
transactions, recapitalisations, IPOs,
strategic acquisitions, and joint ventures.
These transactions cover virtually every
sector of the economy, including industrial,
consumer, wholesale and retail services,
travel and leisure, health care, financial
services, education, IT, technology,
telecommunications, and pharmaceutical
and life sciences.
Liquidity Transactions
We add real value when it comes to exit
strategies for investment realisation.
Whether advising on a sale or an IPO,
we can help our clients to maximize
investor return.
We are adept at utilising the various
structures most commonly used by such
funds when structuring management and
other fee arrangements, carried interest
and clawback provisions, distribution
provisions, valuation policies, and similar
structuring issues.
Our firm’s acquisition finance practice
provides our clients with experienced
assistance in structuring, negotiating, and
closing the financing necessary to complete
acquisition transactions. These include
bank credit facilities, mezzanine debt or
other private debt placements, asset-based
financings, and bridge loans and other
creative financing structures.
Portfolio Company Representation
A significant focus of the firm is
representing clients in domestic and
cross-border merger and acquisition
transactions, including advising on the
structuring, financing, and successful
completion of the full range of acquisitions,
divestitures, joint ventures, recapitalisations,
and other related transactions.
We act as outside counsel to a number of
our private equity and venture capital fund
clients’ portfolio companies. The broad
range of knowledge and experience of
lawyers from other areas of specialisation at
our firm enables us to provide a full array
of legal services to these portfolio company
clients. Such advice has involved the
implementation of executive compensation
and employee incentive arrangements,
intellectual property protection and
enforcement, real estate, equity and
We also have a strong track record advising
companies on their IPOs or subsequent
offerings, including equities, debt
instruments, and hybrid securities. Our
issuer engagements include all aspects
of corporate planning and restructuring,
preparation of registration statements and
prospectuses, assistance in negotiating
underwriting and placement arrangements,
preparation of listing applications and
requirements in the U.S., European, and
Asian capital markets.
Learn more about our venture capital practices at klgates.com.
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K&L Gates comprises approximately 2,000 lawyers globally who practice in fully integrated offices located on five
continents. The firm represents leading multinational corporations, growth and middle-market companies, capital
markets participants and entrepreneurs in every major industry group as well as public sector entities, educational
institutions, philanthropic organizations and individuals. For more information about K&L Gates or its locations,
practices and registrations, visit klgates.com.
©2016 K&L Gates LLP. All Rights Reserved.
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This publication is for informational purposes and does not contain or convey legal advice. The information herein should not be used or relied upon in regard
to any particular facts or circumstances without first consulting a lawyer.