Capital Raising

Cygnus Law provides practical advice and support for businesses seeking to raise capital for growth and operations, as well advice for investors. Clients range from start-ups to well-established businesses. Key services include the following:

Angel, Series A and later funding rounds

Cygnus Law helps clients to complete angel, Series A and later funding rounds, and to raise funds from wholesale investors and from investors in crowdfunded capital raises. We can help with a range of matters in connection with offers including assisting to prepare term sheets, shareholder arrangements, subscription agreements and other commercial agreements.

Funds, Contributory Mortgages, Debt Securities & Limited Partnerships

Cygnus Law supports fund managers, property developers, lenders and other businesses to raise funds from investors in a variety of ways including through funds, contributory mortgages, debt securities/loan notes and limited partnerships. We advise on structuring and assist with implementation including assisting to prepare information memorandums, trust deeds, subscription agreements and application forms. We advise on regulatory obligations and any trust account (client money) requirements. That includes assisting to identify and comply with exempt investor categories including those for wholesale investors and eligible investors.

Equity Crowdfunding

Cygnus Law has extensive experience in all areas of equity crowdfunding and can help you to understand your obligations, prepare required agreements, and prepare effective and compliant disclosure documents. We will work with your team, the equity crowdfunding platform and your other advisers to achieve your objectives. See Cygnus Law’s Equity Crowdfunding Guide for detailed information on legal factors you may need to consider when getting ready for, and running, an equity crowdfunding campaign.

Convertible Loans

Cygnus Law assists with the preparation and negotiation of convertible loans. We can help you to understand their role and practical effect and their advantages and disadvantages.

Regulatory Compliance Advice

Cygnus Law advises on financial markets law including on compliance with product disclosure statement (PDS) requirements, identifying disclosure exemptions for investment offers (including those for wholesale and eligible investors), custodian (client money) obligations and AML/CFT obligations. Cygnus Law also assists with share & debt offers relying on the “small offers” exemption, which permits offers (subject to conditions) of up to NZ$2m to be made to up to 20 people in any 12 month period.

Shareholder Agreements

Cygnus Law helps to support capital raises by preparing (and reviewing and assisting to negotiate) shareholder agreements, constitutions & related documents. Shareholder agreements can cover a range of matters including share transfer restrictions, rights to appoint directors, shareholder powers and when & how a shareholder can exit. Agreements can be adapted to reflect relevant factors including the role of shareholders within the business, the nature of the business and any on-going funding requirements.