Building Your Business, Financing for the Future

It's a fact — clean capital structures draw investors. Start-ups seeking the widest options for capital financing need to take advantage of this to thrive. Our attorneys help companies from the ground up to make sure their structures are sound and attractive.

Aside from finding the best ways to finance your business, complex securities laws mandate your compliance—you need skilled legal advisers to make sure you’re in the clear. In general, the sale of securities must comply with both federal and state securities laws and regulations. Complying with anti-fraud and disclosure requirements can be tricky but absolutely critical. The scope and extent of disclosures vary depending on the requirements laid out by the applicable securities law, but our experienced attorneys put businesses on the right track. The anti-fraud disclosure requirements are in place to have companies give investors all material information in order to prevent deception. While this is clearly important, in practice it can be very difficult for companies to determine what needs to be disclosed to comply with the law—and that's where we come in.

Private Placement Securities

The firm excels at advising clients on securities issues such as private placement memoranda and related private offering materials. These are often viable financing mechanisms for start-ups and can be exempt from SEC registration if they conform to related SEC rules. Crafting private placement memorandums is part of raising capital via this route and involves detailed descriptions and disclosures. These memorandums can be highly complex and specialized, requiring the kind of highly technical legal expertise that you find at Bjornson Jones Mungas.

Negotiating Investment Capital for Start-Ups

When coming up with the capital to finance a start-up, negotiation strategy is key. As generally described above, there can be many financing mechanisms, and each one can have myriad concerns to work through successfully.

Securities can be debt, equity, and derivative. This can mean that securities can be anything from common stock, preferred stock, notes, bonds, and debentures. There are advantages and disadvantages to any kind of security, and our experienced attorneys can counsel your company through these. Additionally, it is important to note that both debt and equity instruments can be convertible into other securities, an option that can be quite helpful in planning the structure of your business. Convertible notes can be helpful financing vehicles for fledgling start-ups while the valuation of the company is allowed to mature. These are just a few of the possibilities we can discuss with you.

Getting both the business and investors on the same page requires dedication, teamwork, strategy, and finesse. Our legal team at Bjornson Jones Mungas consistently excels at all these because of our collaborative approach to problem-solving.

The landscape of securities law is complex, changing, and multilayered, but our experienced attorneys at Bjornson Jones Mungas will help you navigate it successfully.

Quality Work, Promptly Delivered: Contact Bjornson Jones Mungas to speak with us about your legal needs and how we may be of service. You can reach us at (406) 721-8896, by email at