Emerging Companies & Venture Capital

LIFE SCIENCES

For life sciences companies in every stage of development, our ECVC team provides customized legal guidance to address critical business issues. Our lawyers and technical specialists around the world deliver pragmatic, goal-oriented advice for life sciences companies. We work closely with clients to position them to raise capital, attract investors, negotiate strategic relationships, establish IP protection practices, plan US Food and Drug Administration (FDA) regulatory and product reimbursement strategies, resolve disputes, and increase their international presence.

Areas of Focus

• Biotech
• Pharmaceutical
• Medical Device
• Food and Nutrition
• Digital Health
• Healthcare
• Academic Research Institutions

Learn more about our life sciences services.

TECHNOLOGY

Our legal advice includes counseling, transactional support, regulatory advice, and litigation covering many substantive areas of law, including antitrust, branding, commercial contracts, commercial disputes, communications, corporate, data security, executive compensation, finance and investment, immigration, IP, labor and employment, licensing, M&A, outsourcing, privacy, product liability, regulatory compliance, satellite and space, tax, technology transfers, unfair competition, workforce mobility, and wireless. We adapt and work closely in alignment with their specific goals and needs. 

Areas of Focus

• Artificial Intelligence
• Cleantech
• Cybersecurity
• Data Centers
• Digital Health
• Edtech
• Electronics
• Fintech and Blockchain
• Online and Social Media
• Robotics
• Semiconductor
• Software
• Telecommunications, Media and Technology

Learn more about our technology services.

CLEAN ENERGY AND RENEWABLES

Our lawyers help startups in the energy industry pursue the increasing opportunities created by new energy policies and technologies and meet evolving regulatory requirements. Our lawyers have experience in the technical, commercial, and business aspects of clean and renewable energy. This background helps us explore new opportunities in the expanding energy markets in the United States and globally.

Areas of Focus

• Carbon Capture
• Hydrogen
• Hydropower
• Nuclear 
• Solar
• Storage
• Waste to Energy
• Water
• Wind (On and Offshore)

Learn more about our energy services.

Learn more about our energy and project development services.

SPORTS

Specific to the sports industry, we handle matters related to media and streaming rights for emerging companies including privacy, internet-based services and applications, wireless and spectrum issues, and satellite and local services. We also advise on sponsorship and promotional agreements, outsourcing, and vendor relations.

Areas of Focus

• Esports
• Gaming
• Marketers/Advertisers
• Online Platforms
• Vendors/Retailers

Learn more about our sports industry services.

Morgan Lewis maintains close professional relationships with venture capital firms around the world. We understand how they operate, their diverse investment strategies, and their unique legal requirements.

We regularly counsel on rights of first refusal/options, portfolio investments, and new fund formation. Our lawyers also often play an important role in day-to-day operations, offering complete solutions to address vital ongoing legal and business issues.

STRATEGIC PARTNERSHIPS

Each of our clients works with a dedicated, partner-led team familiar with the client’s business objectives, industry dynamics, and emerging business issues. We work closely with clients to negotiate strategic partnerships and to ensure that their portfolio investments are undertaken with proper due diligence. We appreciate and understand the details involved in exit transactions, sales of investments, and secondary transactions. We also play a strategic role in the daily operations of VC firms—guiding them on a path to future success.

Our industry-specific experience provides us with the knowledge of portfolio companies required by VC firms. By representing these portfolio companies, we understand the strategies essential for success—those leading to a reward on a client’s investment. And our securities and M&A practices have proven track records in managing successful exits.

PRIVATE INVESTMENT FUNDS

Representing clients with trillions of dollars in assets under management, we have one of the largest investment management practices in the world. From our offices in financial centers in North America, Europe, Asia, and the Middle East, our team advises funds, managers, investment companies, investment advisers, broker-dealers, banks and trust companies, insurers, institutional investors, and other industry participants on the full spectrum of legal advice, including formation, investment, transactional, regulatory, and compliance.

Learn more about our private investment funds services.

We represent corporate venture capital funds and strategic investors around the world, and our lawyers understand the unique challenges presented to these types of investors by venture capital investments—whether made from the corporate treasury or through dedicated venture capital entities or funds. Because these investments raise critical business and legal issues, our strategic corporate investor clients rely on us to navigate the complexities of partnering with emerging growth companies and investing in startups.

Our team advises clients on the full spectrum of matters related to strategic investments and corporate venture capital. We counsel on rights of first refusal, spinouts, portfolio investments, and new fund formation and regularly play a role in day-to-day operations—crafting solutions to address ongoing legal and business issues as our corporate venture clients branch out into new technologies and commercial efforts. We also have particular experience handling corporate governance issues such as conflicts of interest and the corporate opportunity doctrine, as well as IP “taint” risks and exit rights issues.

Strategic Advice

• Rights negotiations, including options to acquire and rights of first refusal
• Corporate venture fund structuring/formation/governance
• Fund maintenance
• Investment candidate referrals
• Recruitment and retention of investment professionals
• Litigation and employment issues

Deal Implementation

• Corporate governance and fiduciary duties
• Financing terms and document review
• Investment counseling
• Portfolio company investment representation
• Closing logistics/deal execution support
• Portfolio company relations management
• Securities, tax, and accounting issues

Technology, Outsourcing & Commercial Transactions

• Corporate and IP due diligence, including pre-investment audit and analysis
• Financial services and FDA issues
• Holding company and business unit restructuring
• Technology collaboration, outsourcing, and partnerships
• Open source and IP-related risk analysis

Our emerging company lawyers are leaders in the technology, online presence, and commercial transaction fields, recognized for innovation and thought leadership for early-stage companies. Morgan Lewis has a substantial team dedicated to advising clients in all aspects of technology and commercial transactions, as well as online presence and ecommerce management. Our market knowledge and experience enable us to provide practical, efficient, and effective advice.

TECHNOLOGY TRANSACTIONS

We are well known for our experience in supporting clients entering into strategic technology transactions. Our innovative work for clients in structuring license services and alliance deals that leverage new technologies and solutions—including cloud computing, Software as a Service (SaaS), Infrastructure as a Service (IaaS), and data analytics—has positioned us as leaders in the technology market. We regularly assist early-stage clients in creating agreements to productize their technology and to secure rights from third parties in a manner that facilitates smoother investment rounds.

ECOMMERCE & ONLINE PRESENCE MANAGEMENT

We cover legal issues arising from the setup, maintenance, and operation of ecommerce platforms, websites, and mobile applications. Our team helps clients maintain their entire mobile and online presence, addressing app and website development, hosting and maintenance arrangements, privacy and acceptable use policies, end-user use and transaction agreements, data and content use and aggregation, security requirements and processes, and data breach and retention issues.

COMMERCIAL TRANSACTIONS (SUPPLY & BUY SIDE)

We support our clients with the purchase, sale, and licensing of goods and services, representing them at all points in the supply and distribution chain. Our experience ranges from managing entire commercial contract portfolios; to supporting procurement, sourcing, and supply-chain operations; to handling a regular flow of contract work supporting business operations; to assisting with contract overflow.

CYBERSECURITY & PRIVACY SUPPORT

Our clients engage in a wide range of transactions involving the disclosure, processing, collection, and use of critical business and sensitive personal data. We understand the current state of the regulatory and industry environments affecting these transactions and provide business-oriented advice on vendor and customer transactions, due diligence, data collection, acquisition, and use. Our experience helps early-stage companies both structure their own policies and practices and be responsive to the concerns of their customers.

TRANSITION SERVICES SUPPORT IN M&A TRANSACTIONS

We work closely with our M&A team in performing contract due diligence, handling third-party consent and assignment arrangements, and drafting and negotiating shared services and transition services agreements. This experience permeates every aspect of our advice to startups based on firsthand experience relating to the technology and diligence issues arising in critical corporate transactions.

Learn more about our technology, outsourcing, and commercial contract services.

At Morgan Lewis, we believe it’s our professional responsibility to support social enterprises, microfinance institutions, and other impact investors. We draw on our strengths in private equity, venture capital, structured and leveraged finance, investment fund formation and management, corporate and securities regulation, international and not-for-profit tax, and international dispute resolution with the resources of our global offices. We help firms make sound decisions and implementations in line with clients’ expectations for impact investments to generate both a financial return on capital and a social benefit.

VENTURE CAPITAL & PRIVATE EQUITY

We understand the operations of venture capital firms and private equity firms, their investments, and their legal needs, and we have developed close professional relationships with such firms around the world, acting as committed advisers with relevant experience during these competitive economic times. We regularly advise venture capital funds on a variety of legal matters, including portfolio investments and the formation of new funds.

TAX-EXEMPT ORGANIZATIONS

We help tax-exempt organizations structure mission-related and social investment funds and investment opportunities both inside and outside of the United States. We devise appropriate corporate and tax structures, draft fund formation documents, offer materials and related agreements, and assist with investments in target companies. In addition, we advise our tax-exempt clients on investment management issues generally and review and draft all necessary documentation to support our clients’ investment activities.