Blog

Understanding SPACs’ Hidden Capital Costs

Over the past year, we have witnessed a boom in special purpose acquisition companies, with the SPAC method of going public seeing a meteoric rise in popularity as an alternative to the traditional initial public offering. Read more

Understanding SPACs’ Hidden Capital Costs Read More »

Over the past year, we have witnessed a boom in special purpose acquisition companies, with the SPAC method of going public seeing a meteoric rise in popularity as an alternative to the traditional initial public offering. Read more

A Brief Legal Guide To Buying and Selling Shares of Private Company Stock

You formed and financed an emerging growth company or startup, you hold unregistered shares of a private company not listed on a national securities exchange—but you need cash now. Read more

A Brief Legal Guide To Buying and Selling Shares of Private Company Stock Read More »

You formed and financed an emerging growth company or startup, you hold unregistered shares of a private company not listed on a national securities exchange—but you need cash now. Read more

Wind In The Sails For Climate Tech And Cleantech Startups

This publication is designed to provide authoritative information in regard to the subject matter covered. It is sold with the understanding that the publisher is not engaged in rendering legal, accounting, or other professional services. If legal advice or other expert assistance is required, the services of a competent professional should be sought Read more

Wind In The Sails For Climate Tech And Cleantech Startups Read More »

This publication is designed to provide authoritative information in regard to the subject matter covered. It is sold with the understanding that the publisher is not engaged in rendering legal, accounting, or other professional services. If legal advice or other expert assistance is required, the services of a competent professional should be sought Read more

SEC Inquiry Into Blank-Check Boom Could Be Just The Start

Law360 (March 25, 2021, 8:58 PM EDT) — Reports that the U.S. Securities and Exchange Commission is inquiring deeper into the explosion in blank-check offerings could be a prelude to further investigation to assure that investor protection concerns are being met, attorneys said Thursday. The SEC’s focus reportedly centers on the practices of investment banks

SEC Inquiry Into Blank-Check Boom Could Be Just The Start Read More »

Law360 (March 25, 2021, 8:58 PM EDT) — Reports that the U.S. Securities and Exchange Commission is inquiring deeper into the explosion in blank-check offerings could be a prelude to further investigation to assure that investor protection concerns are being met, attorneys said Thursday. The SEC’s focus reportedly centers on the practices of investment banks

New Social Platform Seeks to Swell Ranks With Talk in Displaced Time

A new social media platform based on voice messaging launched Monday. Called Swell, free apps for the platform can be found in Apple’s App Store and in Google Play. Read more

New Social Platform Seeks to Swell Ranks With Talk in Displaced Time Read More »

A new social media platform based on voice messaging launched Monday. Called Swell, free apps for the platform can be found in Apple’s App Store and in Google Play. Read more

Pitch Your Startup with Ben Narasin, Venture Partner at NEA

Garage to Global – Pitch Your Startup: Highly regarded early-stage investor Ben Narasin, a Venture Partner at NEA, a global venture capital firm, joins co-hosts Richard Levick of LEVICK and Louis Lehot, a partner with Foley & Lardner, on the latest episode of Garage to Global. Ben, who successfully spotted trends leading him to make

Pitch Your Startup with Ben Narasin, Venture Partner at NEA Read More »

Garage to Global – Pitch Your Startup: Highly regarded early-stage investor Ben Narasin, a Venture Partner at NEA, a global venture capital firm, joins co-hosts Richard Levick of LEVICK and Louis Lehot, a partner with Foley & Lardner, on the latest episode of Garage to Global. Ben, who successfully spotted trends leading him to make

Quantum Computing Advantage: Today And Tomorrow

To date, the power of computing has enabled a remote economy, remote healthcare, remote collaboration, remote education, secure and contactless transactions, and intelligence that surpasses the human mind. New quantum computing power will usher in a brand new era — providing massive rewards to the companies and countries leading in the space, leaving laggards in

Quantum Computing Advantage: Today And Tomorrow Read More »

To date, the power of computing has enabled a remote economy, remote healthcare, remote collaboration, remote education, secure and contactless transactions, and intelligence that surpasses the human mind. New quantum computing power will usher in a brand new era — providing massive rewards to the companies and countries leading in the space, leaving laggards in

Considering Selling Your Company? Be Clear on Your Fiduciary Duties

Looking out for everyone sometimes means going the extra mile. By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. These days, most entrepreneurs bring their companies to market for sale for one of three main reasons: It was a goal from

Considering Selling Your Company? Be Clear on Your Fiduciary Duties Read More »

Looking out for everyone sometimes means going the extra mile. By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. These days, most entrepreneurs bring their companies to market for sale for one of three main reasons: It was a goal from

Incentivizing With Stock Options: What Your Startup Needs To Know About ISOs, NSOs And Other Parts Of The Alphabet Soup

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. At formation stage, a startup should adopt an equity incentive plan to pay service providers with equity and position itself to be able to recruit and retain talent. The most ubiquitous form of equity

Incentivizing With Stock Options: What Your Startup Needs To Know About ISOs, NSOs And Other Parts Of The Alphabet Soup Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. At formation stage, a startup should adopt an equity incentive plan to pay service providers with equity and position itself to be able to recruit and retain talent. The most ubiquitous form of equity

The Ins and Outs of Super Voting Stock

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Worried about losing control of your company by offering shares to investors as it grows? Super voting stock for founders can help. These days, founders struggle with the issue of share dilution

The Ins and Outs of Super Voting Stock Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Worried about losing control of your company by offering shares to investors as it grows? Super voting stock for founders can help. These days, founders struggle with the issue of share dilution

The State Of The Acqui-Hire In 2021: The Good, The Bad, The Why And What’s Next

In the technology industry, whether in Cupertino or elsewhere in the Global Silicon Valley, the competition for the top talent required to grow to scale can be fierce. For decades, there have not been nearly enough STEM graduates to fill open spots. The road from #garage2global is tortuous, and a key ingredient to becoming #bigtech

The State Of The Acqui-Hire In 2021: The Good, The Bad, The Why And What’s Next Read More »

In the technology industry, whether in Cupertino or elsewhere in the Global Silicon Valley, the competition for the top talent required to grow to scale can be fierce. For decades, there have not been nearly enough STEM graduates to fill open spots. The road from #garage2global is tortuous, and a key ingredient to becoming #bigtech

Startup Venture Trends for 2021

What are the 2021 trends for startups and venture capital? We’re at an unusual inflection point, as we move into a post-pandemic world, a new US administration, and more diverse capital sources than ever before. Certain sectors are poised for tremendous opportunity. This webinar will feature a discussion between a leading Silicon Valley lawyer, a

Startup Venture Trends for 2021 Read More »

What are the 2021 trends for startups and venture capital? We’re at an unusual inflection point, as we move into a post-pandemic world, a new US administration, and more diverse capital sources than ever before. Certain sectors are poised for tremendous opportunity. This webinar will feature a discussion between a leading Silicon Valley lawyer, a

6 Things You Need to Know About Early Exercisable Stock Options

For companies fighting for the best talent, or those that are well-advised, offering the early exercise of unvested stock options, also known as “early exercise stock options,” can be a key tool in the toolbox.  Allowing early exercise of stock options offers a key tax advantage by enabling holders to begin the holding period for

6 Things You Need to Know About Early Exercisable Stock Options Read More »

For companies fighting for the best talent, or those that are well-advised, offering the early exercise of unvested stock options, also known as “early exercise stock options,” can be a key tool in the toolbox.  Allowing early exercise of stock options offers a key tax advantage by enabling holders to begin the holding period for

The Zone of Opportunity for Your Startup

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Many startups looking for venture capital could make their business more attractive by creating it within or moving it to a designated “Opportunity Zone.” Today, opportunity zones around the United States have

The Zone of Opportunity for Your Startup Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Many startups looking for venture capital could make their business more attractive by creating it within or moving it to a designated “Opportunity Zone.” Today, opportunity zones around the United States have

Why You Need Qualified Small Business Stock Now

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Imagine a world where you own stock in a company, the price skyrockets, you sell it, and pay zero tax on the profit. Welcome to the wonderful world of Qualified Small Business

Why You Need Qualified Small Business Stock Now Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Imagine a world where you own stock in a company, the price skyrockets, you sell it, and pay zero tax on the profit. Welcome to the wonderful world of Qualified Small Business

A Silicon Valley Take on AI Adoption

Although AI won’t replace the knowledge and experience of lawyers any time soon, great tools are becoming available to make our work more efficient and effective. In this webinar we will talk about how we use AI in our law practice and how you can apply it to make your knowledge work more efficient.

A Silicon Valley Take on AI Adoption Read More »

Although AI won’t replace the knowledge and experience of lawyers any time soon, great tools are becoming available to make our work more efficient and effective. In this webinar we will talk about how we use AI in our law practice and how you can apply it to make your knowledge work more efficient.

Designing Data Privacy and Protection for Competitive Advantage

While external privacy disclosures and internal privacy programs can legally function as a defensive measure, your privacy strategy can also be proactive and a differentiator for your business. Read more

Designing Data Privacy and Protection for Competitive Advantage Read More »

While external privacy disclosures and internal privacy programs can legally function as a defensive measure, your privacy strategy can also be proactive and a differentiator for your business. Read more

September Round-Up on Legal Developments in Silicon Valley

As the summer ends and the pumpkin spice is flooding everything around, we are starting the last quarter of this unpredictable year that brought so many changes to our lives. Read more

September Round-Up on Legal Developments in Silicon Valley Read More »

As the summer ends and the pumpkin spice is flooding everything around, we are starting the last quarter of this unpredictable year that brought so many changes to our lives. Read more

Tales From The Trenches – Venture Capital Term Sheets 101 (Part2)

Seed-Stage Financing Instruments Following are attributes of the key financing instruments used in the various stages of venture capital: Convertible Note – A form of short-term debt that converts into equity, typically in conjunction with a future financing round. Convertible notes used to “bridge” a startup that has previously raised equity capital to the next equity round

Tales From The Trenches – Venture Capital Term Sheets 101 (Part2) Read More »

Seed-Stage Financing Instruments Following are attributes of the key financing instruments used in the various stages of venture capital: Convertible Note – A form of short-term debt that converts into equity, typically in conjunction with a future financing round. Convertible notes used to “bridge” a startup that has previously raised equity capital to the next equity round

Tales From The Trenches – Venture Capital Term Sheets 101 (Part1)

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Whether you are an entrepreneur looking for your next round of venture capital, or a venture capital investor swinging for the fences, the pandemic has changed how we play the startup game,

Tales From The Trenches – Venture Capital Term Sheets 101 (Part1) Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. Whether you are an entrepreneur looking for your next round of venture capital, or a venture capital investor swinging for the fences, the pandemic has changed how we play the startup game,

Venture capital inside-out: who they are, what types of deals they do?

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. As you embark on your first fundraise or a full venture capital round, it’s important to know who are the key players in venture capital, what types of deals they fund and what

Venture capital inside-out: who they are, what types of deals they do? Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. As you embark on your first fundraise or a full venture capital round, it’s important to know who are the key players in venture capital, what types of deals they fund and what

June Round-Up on Legal Developments in Silicon Valley

While it seems like only yesterday we were celebrating 2020 with a lot of new hopes and aspirations. The first half of this challenging year flew by in a blink of an eye. Read more

June Round-Up on Legal Developments in Silicon Valley Read More »

While it seems like only yesterday we were celebrating 2020 with a lot of new hopes and aspirations. The first half of this challenging year flew by in a blink of an eye. Read more

The Best Legal Tech Tools To Help Entrepreneurs To Manage Legal Processes

As we emerge from a global pandemic where working from home for many has become the new normal, smart entrepreneurs must leverage remote work and other technology to manage and scale their businesses. Read more

The Best Legal Tech Tools To Help Entrepreneurs To Manage Legal Processes Read More »

As we emerge from a global pandemic where working from home for many has become the new normal, smart entrepreneurs must leverage remote work and other technology to manage and scale their businesses. Read more

The Ins And Outs Of Advisory Boards For Startups

As outside general counsel to dozens of startups in the technology, life sciences, medical device, clean energy and innovation economy, we are often asked about the utility and purpose of advisory boards. Read more

The Ins And Outs Of Advisory Boards For Startups Read More »

As outside general counsel to dozens of startups in the technology, life sciences, medical device, clean energy and innovation economy, we are often asked about the utility and purpose of advisory boards. Read more

Pro Tips From Silicon Valley Lawyer Louis Lehot On CCPA Enforcement And Its Impact On Startups Amid The Pandemic (Fourth Is The Key)

Whether B2B or B2C, at the earliest point in the life of a startup, says Louis Lehot, its stakeholders must design in architecture, set a mission, adopt policies and articulate procedures to protect and secure data containing personal information, especially health. Read more

Pro Tips From Silicon Valley Lawyer Louis Lehot On CCPA Enforcement And Its Impact On Startups Amid The Pandemic (Fourth Is The Key) Read More »

Whether B2B or B2C, at the earliest point in the life of a startup, says Louis Lehot, its stakeholders must design in architecture, set a mission, adopt policies and articulate procedures to protect and secure data containing personal information, especially health. Read more

5G Brings The Fourth Industrial Revolution. Here’s What It Means For Legal Systems

5G technology provides wireless communication 10x faster than previous generations, rivaling fiber-optic cable speed, and is the first mobile technology capable of extending broadband wireless services to connected devices. Read more

5G Brings The Fourth Industrial Revolution. Here’s What It Means For Legal Systems Read More »

5G technology provides wireless communication 10x faster than previous generations, rivaling fiber-optic cable speed, and is the first mobile technology capable of extending broadband wireless services to connected devices. Read more

Automation Is Poised To Lead Us Out Of The Crisis, And Empower People – Here Is How

As we prepare to enter the second half of 2020 and attempt to reopen the economy after its global prophylactic shutdown in response to the COVID-19 pandemic Read more

Automation Is Poised To Lead Us Out Of The Crisis, And Empower People – Here Is How Read More »

As we prepare to enter the second half of 2020 and attempt to reopen the economy after its global prophylactic shutdown in response to the COVID-19 pandemic Read more

Blue Ocean Global Technology Interviews Louis Lehot, A Successful Silicon Valley Lawyer

As our economy further deepens into the fourth industrial revolution, we stand on the brink of a technological revolution that will fundamentally alter the way we live, work, and relate to one another. Read more

Blue Ocean Global Technology Interviews Louis Lehot, A Successful Silicon Valley Lawyer Read More »

As our economy further deepens into the fourth industrial revolution, we stand on the brink of a technological revolution that will fundamentally alter the way we live, work, and relate to one another. Read more

What You Need to Know About the PPP Flexibility Act of 2020

On June 3, 2020, the United States House and Senate passed The Paycheck Protection Program Flexibility Act of 2020, or PPPFA, and on June 5, 2020, culminating a strong bipartisan effort, the President of the United States signed it into law. Read more

What You Need to Know About the PPP Flexibility Act of 2020 Read More »

On June 3, 2020, the United States House and Senate passed The Paycheck Protection Program Flexibility Act of 2020, or PPPFA, and on June 5, 2020, culminating a strong bipartisan effort, the President of the United States signed it into law. Read more

Broc Romanek in conversation with Louis Lehot on how to negotiate deals during the pandemic

Broc Romanek sat down with Louis Lehot, the Founder of L2 Counsel and the video blog series — #askasiliconvalleylawyer — to discuss negotiating mergers and acquisition transactions during this pandemic. Read more

Broc Romanek in conversation with Louis Lehot on how to negotiate deals during the pandemic Read More »

Broc Romanek sat down with Louis Lehot, the Founder of L2 Counsel and the video blog series — #askasiliconvalleylawyer — to discuss negotiating mergers and acquisition transactions during this pandemic. Read more

Startups: Nine Steps to Instituting A Policy For Social Media, Data Collection, And Other Online And Mobile Activities

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. In today’s interconnected world, where opinions are formed in nano-seconds, companies vastly underestimate the damage that social media and other applications can have on their daily business. To protect and manage their

Startups: Nine Steps to Instituting A Policy For Social Media, Data Collection, And Other Online And Mobile Activities Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. In today’s interconnected world, where opinions are formed in nano-seconds, companies vastly underestimate the damage that social media and other applications can have on their daily business. To protect and manage their

8 Key Stages of M & A Transactions

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. There are two desired exits for a company: to go public or be acquired. While companies often hope for a public exit, it is much more likely that, when the time comes,

8 Key Stages of M & A Transactions Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. There are two desired exits for a company: to go public or be acquired. While companies often hope for a public exit, it is much more likely that, when the time comes,

How to Issue Securities: 5 Considerations

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. One of the first formal corporate actions to be taken following the formation of a corporation is issuing stock to the founders. Stock issuance to founders typically occurs during the formation process,

How to Issue Securities: 5 Considerations Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. One of the first formal corporate actions to be taken following the formation of a corporation is issuing stock to the founders. Stock issuance to founders typically occurs during the formation process,

Contracts, COVID-19, and “Material Adverse Change” Clauses: Protecting your business agreements during a global pandemic

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. As someone with extensive experience advising public and emerging growth companies and their investors, along with parties in M&A transactions, I am often asked to advise companies on how they can prevent

Contracts, COVID-19, and “Material Adverse Change” Clauses: Protecting your business agreements during a global pandemic Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. As someone with extensive experience advising public and emerging growth companies and their investors, along with parties in M&A transactions, I am often asked to advise companies on how they can prevent

9 Considerations for an Effective Board Meeting

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. As your company grows and has completed its first venture capital fundraising round, it is customary to include one or more outside investors on your board of directors. As your company enters

9 Considerations for an Effective Board Meeting Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. As your company grows and has completed its first venture capital fundraising round, it is customary to include one or more outside investors on your board of directors. As your company enters

Early-Stage Financing Rounds

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. When it comes to financing a startup, many entrepreneurs think of venture capital. While a venture capital fundraising round is critical to securing funds for an emerging company, there are other options

Early-Stage Financing Rounds Read More »

By Louis Lehot, business lawyer and partner at Foley & Lardner LLP in Silicon Valley, and formerly the founder of L2 Counsel, P.C. When it comes to financing a startup, many entrepreneurs think of venture capital. While a venture capital fundraising round is critical to securing funds for an emerging company, there are other options

7 Reasons Talented and Hard-working Employees Leave

Choosing the right lawyer that fits your business is one of the most important steps you can take in today’s litigious world. Whether you are launching a new venture, pivoting to reposition your current business or have a “bet the company” challenge or opportunity, finding the lawyer that fits your unique situation is critical. Read

7 Reasons Talented and Hard-working Employees Leave Read More »

Choosing the right lawyer that fits your business is one of the most important steps you can take in today’s litigious world. Whether you are launching a new venture, pivoting to reposition your current business or have a “bet the company” challenge or opportunity, finding the lawyer that fits your unique situation is critical. Read

How to build healthy relationships at work

Silicon Valley lawyer Louis Lehot shares 10 tips on how to build healthy relationships at work. It’s no surprise that many of the strongest relationships I have built over the past 20 years have revolved around my work. Read more

How to build healthy relationships at work Read More »

Silicon Valley lawyer Louis Lehot shares 10 tips on how to build healthy relationships at work. It’s no surprise that many of the strongest relationships I have built over the past 20 years have revolved around my work. Read more

Looking for A Lawyer? Choose wisely, your business is at stake, says Louis Lehot from L2 Counsel

Choosing the right lawyer that fits your business is one of the most important steps you can take in today’s litigious world. Whether you are launching a new venture, pivoting to reposition your current business or have a “bet the company” challenge or opportunity, finding the lawyer that fits your unique situation is critical. Read

Looking for A Lawyer? Choose wisely, your business is at stake, says Louis Lehot from L2 Counsel Read More »

Choosing the right lawyer that fits your business is one of the most important steps you can take in today’s litigious world. Whether you are launching a new venture, pivoting to reposition your current business or have a “bet the company” challenge or opportunity, finding the lawyer that fits your unique situation is critical. Read

Building the perfect pitch deck

I’m often asked by clients, in the initial fundraising process how to build a pitch deck. As a recent outside general counsel to well over a hundred emerging growth private companies in the technology, life sciences, medical device, and clean energy industries, in all stages of growth (from formation to liquidity), I am sharing my

Building the perfect pitch deck Read More »

I’m often asked by clients, in the initial fundraising process how to build a pitch deck. As a recent outside general counsel to well over a hundred emerging growth private companies in the technology, life sciences, medical device, and clean energy industries, in all stages of growth (from formation to liquidity), I am sharing my

Running an effective board of directors By Louis Lehot

Companies usually run informally at the pre-seed and seed-stage, without formal meetings of the board of directors. However, once your business closes its first round of formal venture capital financing from a professional investment firm, and one or more venture capital partners have joined your board of directors, the meeting process becomes more formalized. Read

Running an effective board of directors By Louis Lehot Read More »

Companies usually run informally at the pre-seed and seed-stage, without formal meetings of the board of directors. However, once your business closes its first round of formal venture capital financing from a professional investment firm, and one or more venture capital partners have joined your board of directors, the meeting process becomes more formalized. Read

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