Services > Business/Transactional > Venture Capital

Thompson Coburn’s experience representing start-up and emerging companies and their investors across a wide range of industries enables our attorneys to provide seasoned and practical advice to entrepreneurs and financing sources alike.

The firm represents both professional venture capital firms and high-net-worth individuals in their investments in start-up and emerging companies. Such investments range from investments in preferred stock to convertible debt financings with the purpose of bridging the portfolio company to its next equity financing.

We have assisted venture capital firms in the formation and syndication of their funds as well as in the structuring, negotiation and documentation of their investments in their portfolio companies. We also have worked with our institutional investor clients in their review and evaluation of the terms of potential investments in venture capital funds.

In addition to providing advice and counsel regarding financing activities, we have assisted start-up companies on a variety of matters throughout their life cycle, from the initial capitalization and structure of the company to its sale or initial public offering. We have the depth and breadth of experience in the various day-to-day legal needs of the emerging company, including employment and consulting agreements, protection of intellectual property, stock option and other employee equity incentive plans, product and supply purchase and sale agreements, distribution and licensing arrangements, joint ventures and other strategic partnering agreements.

Partners

Craven, J. Jeffrey

Eilerts, Kimberly M.

Fischer, Barry L.

Haber, Joel A.

Hulsey, Benjamin H.

Kamensky, Robert N.

Litz, Thomas A.

Reid, Christopher B.

Sjögren, Dee Anne

Stewart, Raymond J.

Strasheim, Frederick R.

Associates

Bartholomew, Kent W.

Bollinger, Daniel J.

Lucas, Robert A.

Patterson, Gregory A.

Torgoley, Babak

Wahlquist, Brian R.

Weiss, Benjamin M.

White, Amanda E.

Yaeger, Drew H.

• Diversified Private Equity Fund, L.P.
• Edward Jones
• Emerson Ventures, Inc.
• Missouri State Employees’ Retirement System (MOSERS)
• Prolog Ventures, LLC
• Public School Retirement System of Missouri
• Stifel, Nicolaus & Co., Inc.

• Our firm represented Prolog Ventures, LLC, a venture capital management group, in connection with its formation and syndication of multiple venture capital funds, as outlined below, that invest in life sciences and health care companies, as well as its many portfolio investments.
  
  In April 2008, Prolog led a Series A round of financing in Asoyia, Inc., a company focused on developing ultra-low linolenic soybean oils with zero trans fat per serving and longer shelf life.
  
  In November 2008, Prolog and other venture capital funds led a round of bridge financing in Kereos, Inc., which develops targeted molecular-imaging and therapeutic agents for cancer and cardiovascular disease.
  
  During 2008 and 2009, Prolog and other venture capital funds led rounds of bridge financing in EraGen Biosciences, Inc., a company that develops clinical molecular diagnostic tests for infectious diseases and genetic-based conditions.
  
  In March 2009, Prolog and other venture capital funds led a Series B round of financing in AirXpanders, Inc., a company focused on developing patient-controlled tissue expansion devices for use in reconstructive procedures and burn treatments.
• The firm represented Diversified Private Equity Fund, L.P. and its parallel fund, each a private investment fund investing in leveraged buyout funds, in the organization of the fund sponsor organization and its initial fund syndication. We also reviewed and negotiated subsequent underlying LBO fund investment documents.
• We represent the Missouri State Employees’ Retirement System in negotiating more than $3 billion of investments in numerous private pooled investment vehicles and separate accounts, including in private equity, distressed debt, hedge funds, domestic and international real estate and hedge funds.
• We represent the Public School Retirement System of Missouri in connection with various investments, including private real estate investment trusts (REITs) and real estate closed-end funds.
• The firm regularly represents numerous state university and health care private foundations in connection with reviewing investment documents of hedge funds, distressed debt, private equity funds and international and domestic real estate funds, and negotiating and drafting side letters between the investors and fund sponsors.
• Thompson Coburn routinely represents Emerson Ventures, Inc., the venture capital subsidiary of Emerson Electric Inc., in its venture capital transactions.
• We represented A.G. Edwards, Inc., in connection with its investment as lead limited partner in Eagle Fund II, L.P., a private equity fund affiliated with Bush O’Donnell Smith Capital Partners, LLC.
• We represented A.G. Edwards, Stifel Nicolaus and Edward Jones as placement agents' counsel in connection with the syndication of Oakwood Medical Ventures IV, LLC and its parallel fund.