Business/Corporate

Vanguard Legal attorneys help clients form private equity, venture capital, oil and gas, and real estate development funds, and represent clients in private securities offerings and acquisitions by and sales to private equity funds, as well as representing investors making alternative investments.

Vanguard Legal can assist you with acquisitions and dispositions of portfolio companies. As experienced mergers and acquisitions counsel, we can conduct legal due diligence, negotiate the terms of the deal, advise on tax issues, and draft all purchase agreements. As a corporate boutique, we are cost effective and have the flexibility to offer alternative billing arrangements.

We offer day-to-day general counsel services to portfolio companies. We can assist with contracts, employment, risk mitigation, tax planning, and other common legal issues.

Our corporate attorneys can assist with fund formation and structures, private securities offerings, as well as structuring, negotiating and documenting portfolio investments. From the portfolio company perspective, we can review proposed terms from VCs, negotiate, and draft agreements such as private placement memoranda, term sheets, convertible loan agreements, preferred or common stock issuances, designation of rights, and shareholder agreements.

We represent accredited investors as they consider alternative investments in private equity, real estate development, and similar investment opportunities. Our services include reviewing private offering memoranda or prospectuses as well as the legal documents that govern the investment. We also provide due diligence services. Where appropriate, we will negotiate the legal terms of the proposed investment.

Our attorneys have experience in a broad range of corporate and commercial finance. We have assisted clients in raising capital from accredited investors in private securities offerings, venture capital investments, and corporate recapitalizations, as well as negotiating and reviewing commercial loans from financial institutions. We have also assisted clients with leveraged buyouts in mergers and acquisitions.

Our finance experience includes fund formations, preparation of private placement memoranda, issuance of debt and equity securities, acquisition finance, real estate finance, international investments, corporate reorganization, workouts and distress acquisitions.

• Fund formation for private equity, venture capital, sovereign wealth, oil and gas, or real estate equity investment funds; representation of registered investment advisers;
• Representing private equity funds in control investments
• Venture capital funds representation in growth capital investments in emerging companies
• Representing accredited investors in due diligence and negotiations with respect to alternative investments in private equity, venture capital, oil and gas, or real estate equity investment funds
• Corporate counsel for operations of portfolio companies
• Private debt and equity securities offerings