The National Venture Capital Association (NVCA) recently updated its model equity financing documents to reflect changes in law and market norms. One update particularly relevant in the life sciences context is the temporary suspension of a preferred stockholder’s right to convert its preferred stock into common stock during the period prior to completion of a financing round with a “pay-to-play” component (see Section 4.1.1 of the model Certificate of Incorporation available here and excerpted below).

Sam Shapiro
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Sam Shapiro is an associate in the Orange County office of Gibson, Dunn & Crutcher LLP. He currently practices in the firm’s Corporate Department. He focuses his corporate practice on venture capital financings, mergers and acquisitions, and general corporate counseling, with extensive experience advising on investments in the tech and life science industries.