VentureFinance
From pitch deck to term sheet.
What We Do
ファイナンス
Capital raises are high-stakes, time-sensitive, and surprisingly easy to screw up. SAFEs, convertible notes, priced rounds — the work here is knowing what actually matters versus what other interested parties say matters.
Cap tables get funky. Dilution math gets political. Val caps get out of control. The goal: see the whole board, not just the next move.
Helped founders close $5M+ in early-stage capital — SAFEs, convertible notes, seed rounds, and asset-based financing across 15+ deals.
Built standardized Simple Agreement for Future Tokens (SAFT) instruments adopted by a top-50 DeFi protocol (among others) — $1.4M raised, listed on all major exchanges, 10x from launch to ATH.
Guided Series A+ closings with syndicates, family offices, and institutional investors — due diligence, cap table restructuring, multi-tranche funding schedules.
What We Handle
SAFE & Convertible Notes
Early-stage instruments with founder-friendly terms. Val caps, discounts, pro rata rights, MFN provisions — structured to attract capital without giving away the company.
Priced Equity Rounds
Seed through Series Whatever — term sheets, stock purchase agreements, investor rights, voting provisions, classes and series, bridge extensions. The full stack.
Cap Table Modeling
Dilution scenarios, option pool sizing, future round impacts, transfer ledgers. Math before signatures, not after.
Equity Incentive Plans
Stock options, phantom shares, RSUs, profits interests. Compensation structures that attract talent without unnecessary dilution or tax surprises.
Term Sheet Negotiation
ROFR, anti-dilution, board seats, protective provisions. Know what to push back on, what to let slide, and what looks standard but isn't.
Securities Compliance
Reg D, Rule 506(b), 506(c), state blue sky filings. Exemptions filed properly so the raise doesn't unravel later.
Ready to discuss venture finance?
Let's talk about how VenCounsel can support your goals.
Other Services
Business Structures
Corporate and organizational structures that scales without breaking. SPEs, holding companies, multi-jurisdictional and multi-generational frameworks.
Intellectual Property
Trademarks, copyrights, name, image and likeness deals, and trade secrets. The intangible assets that appreciate — eventually worth more than whatever you're actually selling.
Contracts & Deals
Contracts that set expectations in writing — potential disagreements, pre-settled. Because most of us can barely remember yesterday's lunch, let alone handshake deal terms from 9 months ago.