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Early-stage companies often rely on Simple Agreements for Future Equity (SAFEs) and convertible promissory notes to raise capital either prior to a company’s first priced preferred equity round, or to raise bridge capital between priced equity raises. In addition to the economic terms, investors considering participation in these financings should seek visibility as to the

For nearly 200 years after its inception in 1792, the New York Stock Exchange (“NYSE”) faced insignificant competition as the premier stock exchange within the United States.  Then, alongside the technological surge of the late 20th Century, came an innovative alternative to the NYSE: the NASDAQ Stock Market (“NASDAQ”).  Boasting itself as the world’s first

Always forgetting to file your Texas Franchise Tax Reports on time? Starting in 2024, you might find yourself exempt from this task. The Texas legislature passed significant changes to the franchise tax reporting requirements in 2023, streamlining how businesses handle their tax reporting and reducing the administrative burden, particularly for small to medium-sized businesses.

If an issuer of a securities wishes to generally advertise their private offering of securities, they can do so under Rule 506(c) of Regulation D of the Securities Act of 1933, which would exempt the offeror from registration as an “Investment Company” under the Investment Company Act. Although offering securities under the 506(c) restriction allows

Thinking about investing in a young, promising company? Section 1202 of the tax code offers a significant incentive for individuals to do just that.

What is Section 1202?

Section 1202 is a tax provision enacted in 1993 to encourage long-term investment in smaller startup companies. The aim of Section 1202 is to permit non-corporate shareholders

Modern Counsel magazine recently featured Erin Sedloff, the Associate General Counsel for Mainsail, a client of Winstead. Erin joined Mainsail in 2021 and established a legal center of excellence to provide legal support to Mainsail’s portfolio companies. Her exceptional performance as an influential and trusted advisor to the founder teams of Mainsail’s portfolio companies has

When acquiring or selling a company, many nuances exist in various stages of the process, some of which are not readily apparent on their face. One of those nuances is the interplay between accounts receivable and working capital.

Often, in an acquisition, a portion of the purchase price will essentially remain in the target company’s

Emerging growth companies commonly search for an influx of cash through funding provided by investors. Venture capital firms, angel investor groups, and high net-worth individuals (collectively, “Investors”) are common sources tapped for obtaining that much-needed cash. In these scenarios, the Investors provide cash to the corporation in exchange for shares of the corporation’s preferred stock.

On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities to report information about their owners, management and the individuals who helped create the entities to the U.S. Department of the

On January 1, 2021, Congress enacted the Corporate Transparency Act (the “CTA”) as part of the Anti-Money Laundering Act of 2020 and its annual National Defense Authorization Act. The new legislation requires certain entities to report information about their owners, management and the individuals who helped create the entities to the U.S. Department of the