Blog

Exit terms are easiest to assess before leverage changes. Review transfer restrictions, rights of first refusal, drag-along and tag-along rights, valuation methods, payment timing, holdbacks, earn-outs, representations, indemnities, and post-closing restrictions. Connect this planning to “The Caboose” and “Know How to Exit Before Your Train Leaves the Station”: understand the destination before the train leaves.…

Start by identifying who created each asset and what agreements assign ownership. Employment or contractor status alone should not be treated as proof that every right transferred. Use appropriate written assignments, confidentiality controls, access management, and registration strategies. Canada’s Intellectual Property Office provides current introductions to patents, trademarks, copyright, and industrial designs. General information only.…

Dilution happens when additional shares or convertible rights increase the total number of shares. An existing holder may keep the same number of shares but own a smaller percentage. Review option pools, warrants, convertible instruments, pre-emptive rights, anti-dilution clauses, and fully diluted calculations. Compare realistic future-financing scenarios before committing. General information only. Laws and outcomes…