Structuring venture capital private equity entrepreneurial transactions business

27 October 2005

Author: Jack Levin, Kirkland & Ellis, Chicago IL
Special Editor: Martin Ginsburg, Georgetown University Law Center
Special Editor: Donald Rocap, Kirkland & Ellis, Chicago IL

This outstanding comprehensive reference provides practical guidance for structuring the following types
complex business transactions:

Venture capital financing

New business start—ups

Brains—and—money deals

Growth—equity investments

Leveraged and management buyouts

Industry consolidations

Troubled company workouts and reorganizations

Going public

Selling a business

Forming a private equity fund

ISBN: 0735514550
TABLE OF CONTENTS

Introduction

Structuring Start-Up Transactions

Structuring Newco as Flow-Through Entity

Structuring Growth-Equity Investment in Existing Company

Structuring Buyout

Terms and Tax Ramifications of Debt and Equity Securities

Structuring Consolidation of Fragmented Industry

Structuring Turn-Around Investment in Overleveraged or
Troubled Company

Exit Strategies: Structuring IPO or Sale of VC-Financed
Portfolio Company

Structuring Formation of Private Equity Fund

Appendix: Statutes, Regulations, and Other Precedents

Internal Revenue Code of 1986

Treasury Regulations

Revenue Procedures and Revenue Rulings

Federal Securities Laws

Bankruptcy Code

State Fraudulent Conveyance Statutes

Delaware Corporate, Partnership, and Limited Liability

Company Statutes

Cases

Other Materials

Index

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