Joint Venture and Early-Stage Investing

Chapman sees deals from all sides of the table, making our firm a valued legal adviser to pre-EBITDA companies.

We understand what investors and lenders are looking for, what they really care about, where the pressure points are, and what to do when things don’t go to plan. We also understand the needs of the start-up enterprise extends beyond financing, and when we represent borrowers we offer a holistic approach to our representation—providing corporate guidance, advising on what’s market, and structuring add-on acquisitions and financing. We regularly advise clients entering into joint venture arrangements—as the majority and as the minority partner—across a variety of sectors including commercial real estate, consumer goods, hospitality, and gaming.

Our experience structuring financing facilities for joint ventures and early-stage companies includes:

• Series seed through pre-IPO preferred equity
• Convertible notes
• SAFEs (simple agreement for future equity)
• Equity kickers
• Equity cures
• Covenant “flips”
• Recurring revenue financings
• Incremental facilities

Representative Matters

• Counsel to an independent data analytics company in a pre-Series A convertible bridge note issuance and a Series A round led by a leading bank, a global media company, and private equity investor.
• Counsel to a fintech company specializing in fixed income in a series of pre-Series A financings, culminating in a Series A round led by a major commercial partner, with continuing representation involving the company’s equity incentive plan, commercial agreements, and regulatory filings.
• Counsel to a North Carolina-based medical devices company in connection with the issuance of convertible notes.
• Counsel to a New York hedge fund in connection with purchasing warrants alongside a $37.5 million senior secured term loan to a coal mining company, Cambrian Holding Company, Inc.
• Counsel to a New York based private equity fund in early-stage and minority investor investments, culminating in successful exits including a SPAC merger.
• Counsel to a Connecticut-based private investment company in connection with early-stage investments in several consumer-brand companies, including ongoing portfolio company representation.
• Counsel to a B2B payments and treasury management fintech start-up in connection with the development of a blockchain based US dollar payment and settlement platform.
• Counsel to an Israel-based equity investor in a joint venture to acquire single family homes located in the US.
• Counsel to Israel-based investor in a joint venture hotel business with a US-based partner.
• Counsel to a US broker-dealer in a joint venture to purchase an entity making SBA loans.
• Counsel to Clairvest Group Inc. and Rubico Gaming LLC in a joint venture to acquire the Delaware Park casino and racetrack in Wilmington and in connection with the financing of such transaction.
• Counsel to Spectacle Entertainment, majority partner in a joint venture, in connection with the acquisition of the Majestic Star riverboat casinos and, later, the financing and development of the Hard Rock Northern Indiana Casino in Gary.
• Counsel to Clairvest Group Inc. in the purchase of an equity interest in video gaming company Accel Entertainment, Inc.

Related Practices