Corporate –Venture Capital, Mergers & Acquisitions, Private Placements and High Net Worth Individuals/Families
We represent startups with their formation/structure and financing rounds, funds, businesses and startups with private placements (capital raises) and M&A (buying/selling businesses), high net worth individuals/families and entities with their business transactions, immigration considerations and asset planning and all clients with general corporate advisement and contract dispute advise.
We represent some of the most preeminent start-up and growth-stage technology companies in Miami, Latin America and Brazil, preparing them for investments from angel/seed investors to later stage rounds from venture capital funds and private equity firms. We assist with financing rounds from small series seed rounds to large venture fund backed rounds, corporate structuring (including complex capitalization tables), corporate governance, investor relations and deferred compensation (e.g., stock options). We have helped dozens of VC backed companies from Latin America, Brazil, Miami, Silicon Valley and New York close financing transactions, including over $100 million in financing rounds for a Miami based company and over $40 million for a Brazilian based company. We also have assisted our startup clients with exits (see the next paragraph).
Mergers & Acquisitions
We have been very active in small and mid-market M&A, representing both buyers and sellers in a variety of corporate transactions. In many cases, when we represent the seller, the relevant transaction is one of our clients’ most important liquidity events. The breadth and variety of our experience allows us to guide our clients with advice that is both practical and sophisticated. Many of the deals that we work on have a cross-border component, with at least one party having a connection with Latin America or Europe. Our knowledge of market practice in many non-U.S. jurisdictions allows us to identify efficient solutions for complex legal questions. Our dedicated team is committed to protecting our clients’ interests while striving for a seamless transaction execution. Recent transactions include: $60 million acquisition by a Belgian company of a Florida-based company and its Central American affiliates; $40 million sale of an Argentine company; and the sale of a Miami based startup and a Peru based startup to public companies in the U.S.
Private Funds & Private Placements
We represent funds and companies seeking to raise capital through private placements and structured funds. We represent hedge funds and private equity funds to structure their fund vehicles and work with such funds and companies to prepare their offering documents. We helped a new private equity fund structure a $100 million venture capital fund and a hedge fund to launch a $50 million telecommunications fund. We have also assisted private companies raise money for business ventures of many varieties, including restaurant franchises, real estate development projects, and even to expand a chocolate factory.
High Net Worth Individuals/Families: Advisement & Pre-immigration planning
We advise various ultra-high net worth families on structuring and protecting their investments both in the U.S. and outside the U.S. The proper structuring of the asset portfolio is crucial for wealth preservation for the next generation, as well as providing liquidity for current business needs and investments. We also assist clients in cross-border financings both for particular investment projects and for expansion of existing business activities. Given our international client base we have advised many private clients in all aspects of obtaining EB-5 investor “greencards” for their families. We also advise our clients on other U.S. visa alternatives tailored to their specific personal and business needs. Our approach to advising our clients on the EB-5 process is unique as we bring our business acumen and international expertise to provide a full service approach to this important and complex matter that goes far beyond immigration law.
General Corporate & International Transactions
We also advise our clients in their international expansion efforts (both from Latin America and Europe into the U.S. and from the U.S. to Latin America and Europe). New York is a worldwide financial hub and is also the U.S. center for corporate law (and it often governs significant international contracts), while Miami is a financial hub for Latin America. Our corporate partners have the key experience of having practiced in both New York and Miami. Several of our attorneys have practiced law in Latin America (Brazil, Colombia & Chile) and Europe (Spain & Belgium). While we do not practice non-US law, we understand how important it is to be “local” to effectively counsel our corporate clients. We understand the complexities of the region and work closely with our network of law firms in Latin America for local law expertise.
We also advise clients on their joint ventures, corporate governance, commercial contracts and contract disputes. Being based in Miami, we recognize the importance of cross border transactions involving Latin America and Brazil. All of our corporate partners are admitted to practice in Florida and New York (and have worked at leading New York firms).
Our Experience & Recognition
In 2012, one of our partners was selected as a “Top 50 Entrepreneur” by Business Leader Magazine because of his experience at “co-funding” a successful technology enabled businesses. Our attorneys have also had successful exits from businesses they founded – in one case for US$750 million in one of the largest venture exits in the history of Latin America. Our corporate partners have experience as in-house legal counsel to several publicly traded companies (GE Capital and Dufry, the largest travel retail company in the world) and at a Big Four CPA firm as an accountant (we are not afraid of numbers). Our clients and leading publications recognize our business savvy and the depth of our partners’ corporate experience. Our firm received a Tier 1 ranking in the 2015 edition of U.S. News – Best Lawyers – “Best Law Firms. Recently, our firm was named “Corporate Law Firm of the Year” – 2016 by Financial Monthly.
We were also the winners in the category of “Overall Finance Law Firm of the Year”- USA & Recognized Leader in International Investments” by Corporate America News. Moreover, our firm received an ACQ5 Law Award in the category of “US (FL) Venture Capital Law Firm of the Year”. This publication also selected one of our partners (Juan Pablo Cappello) as “US (FL) Corporate/ M&A Lawyer of the Year”. In 2017, the prestigious publication U.S. News & World Report and Best Lawyers publicly announced its Seventh Edition of the “Best Law Firms” Rankings. Our law firm was awarded for a consecutive year on the following categories: Metropolitan Tier 1: Miami (Corporate Law, Derivatives and Futures Law and Securitization and Structured Finance Law), National Tier 2 (Derivatives and Futures Law) and National Tier 3 (Securitization and Structured Finance Law). For the Corporate Law category, we are named one of twelve Tier 1 Law Firms for Corporate Law in Miami. FL.