Transaction Simulation: Follow-On Venture Capital Financing


This course is one of the semester-long transaction simulations offered as part of the School's Transactional Law Program. The simulated transaction is a venture capital financing for a privately-held company in the biotechnology industry. The transaction will be an "insider-led," "down-round," "follow-on" financing -- meaning the company's existing institutional shareholders will purchase the majority of new shares to be issued in the new financing round at a lower price per share than the price per share in the company's previous round of financing. The course exposes students to the principal issues involved with guiding a client through a financing, one of the most important transactions for a private company, and in doing so builds skills students will need as they enter transactional practice. Students will undertake the key legal tasks typically performed by both junior and senior attorneys in connection with this type of transaction, including analyzing legal issues, advising clients and drafting and negotiating agreements, including preferred stock terms and key provisions of a stock purchase agreement and investor rights agreement. Much of the course work will be done in teams representing the company or the investors, with students having the opportunity to play the role of company counsel and investor counsel. The course grade will be based on drafting assignments, contributions to team efforts such as in-class presentations and negotiation sessions, and individual class participation. CLASS SIZE: Limited to 12 students. NOTES: This course counts toward the 6 credit Experiential Learning requirement. The course will also satisfy the Transaction Simulation requirement of the Transactional Practice Concentration. GRADING NOTICE: This course does not offer the CR/NC/H option. ATTENDANCE REQUIREMENT: A student who fails to attend the first class or to obtain permission to be absent from either the instructor or the Registrar, will be administratively dropped from the class. Students who are on the wait list are required to attend the first meeting to be considered for enrollment.
Fall 2018: LAW JD 844 , Sep 6th to Dec 6th 2018
A1StaffStaff3Thu6:30 pm - 8:30 pm