Blockchain technology is often closely associated with cryptocurrencies like Bitcoin, but its inherent benefits – security, transparency, efficiency and distribution – have made it an attractive option for all software application development. Our team of lawyers agree with blockchain industry thought leaders that this will have a global, transformative effect not only on new and cutting edge technology companies but also on traditional companies that utilize its benefits to improve their operations and drive shareholder value.
Companies exploring blockchain technology can rely on our business-oriented and forward-thinking lawyers with experience helping businesses manage legal risks while embracing innovation. Our attorneys, many of whom have previously practiced at some of the most prestigious national and international law firms, have diverse backgrounds and deep expertise. Smith Anderson has supported many of the emerging businesses that have spun out of UNC, Duke and NC State and the successful publicly traded and privately held companies many of them have become. Our experience in the entrepreneurial laboratory of the Research Triangle region has been the key to our firm representing cutting-edge technology companies throughout the United States and globally.
From counseling the first company to launch a pre-sale initial coin offering (ICO) on the Indiegogo/MicroVentures Platform to helping a blockchain middleware company refine its middleware platform development roadmap, we advise businesses that are on the frontier of blockchain technology. Companies entering into the blockchain industry can utilize our experience across many areas affecting blockchain technology, including ICOs, token generation events (TGEs), corporate and securities laws, venture financing, regulatory matters, gaming, sweepstakes, intellectual property, banking compliance, private equity, securities litigation, real estate, corporate M&A, international, investment funds, and privacy and cybersecurity.
- Representation of a sports blockchain start-up in the launch of the first initial coin offering (ICO) pre-sale on Indiegogo and MicroVentures’ joint global ICO platform and its ongoing preparation for the planned launch of its public utility token offering
- Representation of a global virtual world gaming and trading platform connecting developers and gamers/consumers regarding its business model, strategic relationships and initial coin offering
- Representation of a decentralized energy company in the pre-sale of its initial coin offering and its ongoing preparation for the launch of its initial coin offering
- Representation of a social media blockchain company in its corporate formation, seed funding using a SAFT (Simple Agreement for Future Token) and common stock, and preparation for pre-sale of its initial coin offering
- Representation of a technology company focused on the use of blockchain data analytics and machine-learning in cryptocurrencies
- Representation of a blockchain middleware company regarding its business model, strategic relationships and token generation event (TGE)
- Legal structuring. Providing advice regarding the legal structure of pre-sales, initial coin offerings (ICOs) and token generation events (TGEs).
- Review of White Paper. Reviewing and commenting on the white paper from a U.S. legal perspective.
- Pre-sale documentation. Drafting and negotiating documentation compliant with U.S. laws for each Pre-sale, which typically includes:
- Term Sheet. A summary description of the terms of pre-sales and the ultimate ICO/TGE.
- Simple Agreement for Future Tokens.
- Offering materials for U.S. investors. Offering materials, which generally will include a “white paper wrap” or an offering memorandum that accompanies the white paper and includes risk factors, disclaimers and other important disclosures, as well as a Form C if Regulation CF is utilized.
- Other purchase agreements. Any other securities purchase agreement with U.S. investors for traditional equity (e.g., common or preferred stock) or warrants, if applicable.
- ICO / TGE documentation
- Final white paper. Review of the final white paper in connection with the ICO.
- Other documentation. Review of related documentation.
- Review of related communications
- Public and investor communications. Review of communications regarding each Pre-sale and the ICO, such as slide decks, press releases, tweets, Telegram postings, reddit responses and Slack postings.
- Review of a Company’s website for compliance with U.S. securities laws and regulations and consistency with the offering materials.
- Coordination with third parties
- Non-US counsel. Coordination as needed with non-U.S. counsel regarding compliance matters (Smith Anderson is a member of the Ally Law Legal Network with over 2,000 lawyers in major international jurisdictions).
- Third-party platforms. Review and coordination with third-party platforms used in connection with the Pre-sales.
- U.S. securities law compliance
- Securities law exemptions. Analysis of applicable US securities law exemptions to be utilized for pre-sales, including Regulation D for accredited investors and Regulation S for non-U.S. investors.
- U.S. securities law filings. Preparation and filing of any required documentation with the U.S. Securities and Exchange Commission and any U.S. state jurisdictions related to the offerings.
- Communications with the SEC. Interacting with the U.S. Securities and Exchange Commission with respect to any written or oral comments or inquiries related to the Pre-sales or the ICO.
- Public securities offerings. Regulation A+, Regulation CF and traditional initial public offerings.
- Review and negotiation of agreements with third-party advisers, including analysis of potential broker-dealer, finder or Federal Trade Commission promotional requirements.
- Assist potential investors/purchasers and funds in analyzing legal matters related to potential investments in SAFTs (Simple Agreement for Future Tokens), coins and tokens.
- Counsel operational companies regarding the legal aspects of use of blockchain technology in their businesses.