Private Equity and Venture Capital

Smith, Gambrell & Russell, LLP attorneys have extensive experience representing a wide array of investors and issuers in private equity and venture capital transactions.

Investor clients include buyout firms, venture capital firms, funds and domestic and foreign investors of all types. Issuers range from established operating companies in mature industries to startup technology companies.

We advise these clients at significant stages of their life cycles, including fund formation, investment of start-up and growth capital, acquisitions of platform companies or add-ons, joint ventures, management buyouts, divestitures, and recapitalizations. In addition to working on hundreds of M&A transactions, our attorneys have vast experience working side-by-side with private equity professionals and their portfolio company management teams on day-to-day operations—as outside general counsel—to implement growth strategies and achieve profitable exits. These strategies range from internal growth, to roll-ups, to replacing management teams, to aggressive litigation against industry players competing unfairly.

Our attorneys routinely strategize over optimal deal structures, registration rights, put and call provisions, co-sale rights, drag along rights, preemptive rights, liquidation preferences and participation rights, anti-dilution provisions, exit strategies, preferential voting provisions, board membership and other corporate governance issues, conversion and redemption features, information rights and optimal allocations of equity (whether in the form of capital stock, options, warrants or otherwise).

Select examples of our past work on venture capital and other investments include our representation of:

  • A cleaning and handyman services app founder on various entity formation and employment matters.
  • A healthcare technology company on its Series A financing.
  • An online women’s clothing company on its Series A and Series B financing.
  • The principal sponsor of a fund formed to purchase credit card accounts receivables, including in connection with obtaining equity and debt financing for the fund.
  • The sponsor and managing general partner of various oil and natural gas investment partnerships in various investments.

Select examples of our work for and across from private equity firms include our representation of:

  • A private equity firm in the acquisition of a national insurance claims company.
  • A private equity firm as special regulatory counsel in the acquisition of a top-ten U.S. insurance broker.
  • A private equity firm in the restructuring of its manufacturing portfolio companies.
  • A national fast-casual restaurant franchise in the sale of a minority interest to a private equity firm.
  • A U.S. purchaser in the acquisition of a German-based entity in the industrial laser industry from a German private equity group.
  • A fund-less private equity sponsor in its acquisition of businesses in various industries, including quick service restaurants and transportation and logistics.
  • A private equity-backed robotics technology company with intellectual property matters in connection with both venture and strategic investments.
  • A private equity fund in connection with its proposed purchase of a portfolio of approximately US$500 million in life insurance assets to be owned beneficially by an Irish domiciled investment fund.
  • Private equity and venture capital investment professionals in their admission to, and separation from, private equity and venture capital firms.
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