“Draft Dodging”: Approving “Nearly Final” Merger Agreement Becomes Dangerous in Delaware
Alon Y. Kapen is a corporate transactional lawyer representing entrepreneurs, emerging growth companies, and early-stage investors. He is also a trusted advisor to mature companies in connection with sophisticated business transactions.
As a counselor in entrepreneurial and strategic transactions, Alon guides clients through business entity formation, structuring founders’ agreements, negotiating capital-raising transactions, compliance with securities laws, negotiating technology license agreements, structuring employee incentive arrangements and developing effective corporate governance. He also structures crowdfunding, Regulation A, and initial coin offerings for emerging growth companies. He guides investors in the organization of private investment funds, in various stages of equity, debt, and convertible funding transactions and in the planning and implementation of exit strategies. Alon’s practice also includes representing academic entrepreneurs spinning out of universities and other research institutions.
As an adviser to more mature companies, Alon assists venture backed companies navigating layers of overlapping investors’ rights. He also counsels SEC reporting companies and special committees in strategic transactions, compliance with federal and state securities laws and rules, self-regulatory organization rules, public offerings and other SEC registrations, and corporate governance. In the area of shareholder activism, Alon advises clients in connection with takeover preparedness, proxy contests, and other activist shareholder initiatives. He also represents private business enterprises in mergers and acquisitions, joint ventures, and spinoffs, as well as private equity fund organizers and managers in the formation and funding of venture capital funds, hedge funds, real estate funds, and funds-of-funds.
Alon is a recognized thought leader and highly sought speaker. He is the editor of and chief contributor to New York Venture Hub, a blog focused on important issues for high-growth entrepreneurs and investors and the professionals advising them. Given his depth of knowledge and experience, Alon is widely quoted in print and digital publications and law journals.
Read MoreExperience
- Represents a public real estate company in connection with registered securities offerings, periodic SEC reporting, shareholder activism campaigns, and general corporate governance.
- Represents a medical technology company in connection with rounds of venture capital funding, strategic transactions, and general corporate governance.
- Represented the founder of a biotech spinout in connection with investment by a venture capital firm.
- Represented a fragrance technology company in connection with carveout transaction.
- Represents a European based venture fund in connection with its U.S. operations.
- Represented a cybersecurity company in connection with venture funding and its acquisition by an electronic design automation company.
Community Work
- Long Island Region of the American Jewish Committee, member, Past President
- Family & Children’s Association, Steering Committee, Member
- Huntington Jewish Center, Board of Trustees, Member
Recognition
- JD Supra, Readers’ Choice Top Author, 2022 & 2023
- American Jewish Committee, 2014 Civic Leadership Award
Additional Information
Practice Areas
Education
Affiliations and Appointments
Accelerate Long Island, Board Member
Middle Market Alliance of Long Island, Board Member
Long Island Technology Hall of Fame, Steering Committee, Member
Association of Corporate Growth (ACG) New York, Long Island Division, Former Chairman
Cornell Law Review, Former Editor
Admissions
New York
Insights
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