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Venture Capital

  • OVERVIEW
  • PROFESSIONALS
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 professional private equity and venture capital firms, family offices, and high-net-worth individuals in their private equity investments. Such investments range from preferred stock to convertible debt financings with the purpose of bridging the portfolio company to its next equity or debt financing. In addition, Thompson Coburn attorneys counsel clients on structuring private equity investments and are experienced in handling delicate situations, including control issues among management investors and family members, litigation matters and working with distressed companies.

We have assisted private equity firms and venture capital firms in forming and syndicating their funds and have helped them structure, negotiate and document investments in their portfolio companies. We also have worked with our institutional investor clients in the review and evaluation of the terms of potential investments in such funds.

In addition, we have represented numerous clients in analyzing how to work with and obtain investment monies from private equity and venture capital firms. We also have negotiated the sale of our clients to private equity and venture capital firms. We have the depth and breadth of legal experience that an emerging business needs in its day-to-day operations, including employment and consulting agreements, intellectual property protection, 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.

Areas of Emphasis:
•  Forming and creating funds
•  Representing portfolio companies
•  Capital formation
•  Mezzanine and secured financing transactions
•  Leveraged buyout and consolidation transactions
•  Divestitures and exits
•  Add-on acquisitions
•  Additional rounds of capital raising
•  Litigation related to investment and portfolio companies
•  Representing broker-dealers
•  Capital raising in connection with EB-5s
•  Restructuring and recapitalization

Thomas A. Litz

314.552.6072

Christopher B. Reid

314.552.6190

Dee Anne   Sjögren

314.552.6295
  • Diversified Private Equity Fund, L.P.
  • Forsyth Capital, LLC
  • Emerson Ventures, Inc.
  • Kentucky Seed Capital Funds I, L.P.
  • MidWest Center for Foreign Investment, LLC
  • Missouri State Employees’ Retirement System (MOSERS)
  • Missouri Technology Corporation
  • Prolog Ventures, LLC
  • Public School Retirement System of Missouri
  • Thompson Coburn represented Forsyth Capital Partners in organizing its fund to acquire diversified businesses.
  • Our firm represented Prolog Ventures, LLC (Prolog), a venture capital management group, in connection with its formation and syndication of multiple venture capital funds that invest in life sciences and health care companies, as well as its many portfolio investments. 
  • We represent a private equity firm focused on energy and commodities with more than $7.3 billion of invested and committed capital. 
  • Our firm represents Kentucky Seed Capital Fund, which is focused on investments in biomedical and health care services, medical device development and health care information technology. 
  • Thompson Coburn represented Diversified Private Equity Fund, L.P. and its parallel fund—each a private investment fund investing in leveraged buyout funds—in the preparation 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 (MOSERS) 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. MOSERS is a Missouri public pension fund providing retirement, life insurance and long-term disability benefits for approximately 100,000 state employees, retirees and beneficiaries. 
  • Thompson Coburn routinely represents Emerson Ventures, Inc., the venture capital subsidiary of Emerson Electric Inc. (a diversified global manufacturing and technology company), in its venture capital transactions.
  • We represent the Public School Retirement System (PRS) of Missouri in connection with various investments, including private real estate investment trusts (REITs) and real estate closed-end funds. PRS is the statewide system for Missouri’s public school teachers and public education employees. It serves 220,000 members and has $29.2 billion in assets. 
  • Our attorneys represent Catholic Healthcare Investment Management Company, a wholly-owned subsidiary of Ascension Health Alliance that is responsible for the investment and oversight of $18 billion in assets. 
  • 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, as well as negotiating and drafting side letters between the investors and fund sponsors. 
  • 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. 
  • 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. 
  • 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. 
  • Prolog, our client, 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. 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.