VCs are known to seek significant control and implement protective provisions that will exist until exit. For entrepreneurs, the terms established in an early round can have significant implications as the company matures and seeks additional capital. We offer trusted counsel, every step of the way.
Our firm can assist you with all aspects of a VC financing, from term sheet negotiations, to drafting transaction documents, through closing.
We offer comprehensive legal services for entrepreneurs, including:
We offer services for venture capital funds and fund managers, including:
A typical startup will go through a five stage life cycle, beginning with a founder’s idea and proceeding through to maturity and exit. The five stages include:
A model startup tends to raise five rounds of financing: Series Seed, Series A, Series B, Series C, and Series D. Some startups raise a pre-seed round using convertible notes or SAFEs, and others may close a number of seed rounds before initiating a Series A round with a VC fund. Seed rounds typically raise up to $2 million in financing.
Typically, seed stage companies raise capital via convertible notes, simple agreements for future equity (SAFEs), and/or convertible preferred stock.
1. Convertible notes are debt securities containing a maturity date, a fixed interest rate, and a claim on the company’s assets that is superior to that of equity holders. The note may convert into equity upon the occurrence of certain, pre-defined conversion events, including:
When one of these conversion events occur, investors that are holding convertible notes receive equity, the price of which is calculated via either a discount rate or valuation cap.
2. Simple Agreements for Future Equity (SAFEs) offer a simplified convertible note template, popularized by the startup accelerator Y Combinator. These instruments are similar to convertible notes, but notably lack a maturity date and interest rate. They convert into equity in a similar manner as a typical convertible note, but without maturity conversion as a triggering event.
3. Equity Seed Investments include convertible preferred stock (such as Series Seed) and common stock.
Later stage, high growth companies typically proceed from these seed stage investments to raising capital from venture capital funds. Series A fundraising typically occurs through the use of convertible preferred stock, such as the Series Preferred Stock outlined in the NVCA model documents, and tends to include price-based anti-dilution protection, certain protective provisions, board seats, and additional rights including rights of first offer, rights of first refusal, and/or drag-along rights.
We have worked with Robin for almost a year now and it has been an incredible experience. Robin thinks outside the box, is very professional and extremely pleasant to work with. She is an expert in Regulation Crowdfunding and we are very satisfied with our choice to retain her. I would recommend Robin to any small start up. Robin is extremely qualified, reliable, and very cool!
Patricia Hertling, Co-Founder
Robin and her team were extremely knowledgeable about the evolving legal requirements around crowdfunding. The entire team was responsive and professional throughout our campaign. The team answers questions in a thorough and efficient manner which made it a cost-effective relationship for our small business.
Carlos Ventura, CEO
FEAST & FETTLE
Robin has the insight and compassion that is needed for any startup working to raise capital or manage the legal aspects of their business. She is not just an attorney but also a business women who will elegantly guide owners or decision makers to make the best possible legal decisions. She will actively understand your business, pursue various options and connect with outside resources in-order to help her client fully understand all their legal option. She is passionately focused on making sure her clients make the best possible decisions that will positively impact their business for both the short & long term.
Sandra Gault, Founder and CEO
We had the pleasure of working with Robin and her team to conduct our legal review for our crowdfunding campaign with Indiegogo and MicroVentures. We had been through the Reg D process before, but Reg CF was entirely new to us. Robin and her team were great in explaining the process and meeting our rushed deadlines to get everything ready. I highly recommend that anyone considering an equity crowdfunding campaign use Robin as their legal team.
Sunny Washington, CEO
The process of raising capital for any startup or early stage company is fraught with complexity, challenges and details that are often largely outside of the regular day-to-day activities of the organization. In addition to this reality, the process can be demoralizing, time consuming and very expensive. In contrast, our experience with the Reg CF process, while requiring real work and preparation, has been cost effective and efficient. A huge part of that was the feedback and guidance of Robin Sosnow, Esq and her staff. Robin's legal review was detail-oriented and thorough while still fast. The back-and-forth surrounding our questions and the final review process seamless as well. I would not hesitate to recommend or hire Robin in the future.
Brendan Burns, CEO
STEPSTONE ARTS RESOURCES
Equity Crowdfunding is an exciting new frontier for entrepreneurs, but can be confusing and frustrating to navigate, even with an experienced partner. Robin and her team are experts in the space, and were critical partners for us in our journey. They were responsive when we needed them and thorough in their feedback, ensuring to the last detail that no mistakes no mistakes were made. If you’re thinking of embarking on an equity crowdfunding campaign, reach out to Robin sooner rather than later!
Jordan Schwartz, COO & Co-Founder
We worked with Robin and her team for our equity crowdfunding raise on Microventures.com. As a first-time crowdfunder, she helped me navigate the process and made sure all of my concerns were addressed. Robin went above and beyond my expectations -- especially when she hired our company and helped us promote our crowdfunding campaign to her audience! The best JOBS Act firm in the biz!
Nicholas China, CEO
Robin Sosnow was our attorney on our crowdfunding that we did with IndieGoGo/Microventures. We were under the gun to get things going quickly and I put the pressure on. Robin and her team were terrific. They explained an area that was new to me and got all the paperwork done in record time. I'd highly recommend them for this kind of work, they are the experts.
Michael Hoffman, CEO
We had the opportunity to work with Robin Sosnow, PLCC during our recent crowdfunding venture. Robin was very professional and explained the process in detail. Any time we had any questions Robin was available and prompt on her responses. Going through a crowdfunding process is very time consuming and requires a lot of documentation. With all the efforts that Robin put in place it made our job easier to obtain all the documentation and complete the process in a timely manner.
Christinia Marc, Administrative Manager
My company and I worked with Robin and her team on a rather complex equity crowdfunding launch. Robin clearly knows the JOBS act inside and out - and she and her team always went the extra mile to make sure everything was buttoned-up properly. She's an excellent attorney and I'll definitely be working with her again.
Paul Siedarski, CEO and Head of Product
Sosnow & Associates has been integral to us launching our crowdfunding platform, not just with their expertise but with meeting quick turnarounds for prompt regulatory responses. Couldn’t do it without you. Thank you!
Luiggi Pera, Miventure Cofounder & CRO
Robin Sosnow and Manuel Pesendorfer are 100% plugged into the new SEC rules for Regulation Crowdfunding and continue to advise our funding portal to maintain compliance and support our business. They are super-connected to top influencers in the equity crowdfunding ecosystem and always ready to make introductions. We highly recommend Sosnow & Associates, and they are also nice people to work with.
Bruce Virga, CEO