Friends,
In last month’s newsletter, we highlighted how venture capital (VC) has stabilized heading into 2026 but is increasingly concentrated, with artificial intelligence (AI) and software as a service (SaaS) capturing outsized funding as investors prioritize scale, traction, and predictable revenue, while capital pulls back from longer‑duration sectors facing exit and macro uncertainty. We also highlighted how AI infrastructure, particularly inference platforms tied to real‑world deployment, is emerging as the primary beneficiary, reflecting a shift toward usage‑driven, recurring revenue models built for sustained adoption.
This month, we examine how AI‑driven growth is pushing late‑stage startups toward venture debt to fund infrastructure while limiting dilution as well as how a looming wave of mega‑initial public offerings (IPOs) is reshaping venture secondaries as liquidity concentrates around a small set of marquee companies.
PitchBook reports late-stage venture debt is expanding rapidly as AI startups increasingly turn to lenders to fund capital‑intensive growth while avoiding incremental equity dilution. Median and average deal sizes have climbed to decade highs, with the majority of capital flowing to growth‑stage companies deploying infrastructure such as datacenters and specialized chips. This shift reflects a structural evolution in venture financing: as leading AI companies scale toward liquidity, preserving ownership has become paramount, making debt a more attractive complement to prior equity rounds. At the same time, lenders are becoming more comfortable underwriting these businesses based on clearer paths to exit and improving revenue visibility, though the growing concentration of debt exposure in a small cohort of dominant AI issuers is beginning to raise risk considerations.
In parallel, the venture secondaries market is approaching an inflection point as a wave of anticipated mega‑IPOs, led by companies such as SpaceX, OpenAI, and Anthropic, threatens to reshape liquidity dynamics. Secondary trading has become increasingly concentrated in a handful of high‑demand names, with investors willing to transact at or near primary valuations and access facilitated by the rapid growth of special purpose vehicles (SPVs) and retail distribution channels. PitchBook suggests the potential public listings of these companies could remove a significant portion of trading volume from the private market but are also expected to catalyze renewed demand for the next generation of late‑stage assets. As capital and liquidity continue to build, the secondaries ecosystem is evolving into a more institutionalized and scale‑driven market, closely linked to the timing and success of marquee exits.
As always, please do not hesitate to contact us if we can help you brainstorm solutions to a legal or business challenge you are facing or connect you to a potential investor, professional, or entrepreneur.
Spotlight on Ready for Anything: Capital Connect: From Seed to Series A in Today’s Market
Capital Connect: From Seed to Series A in Today’s Market | April 23, 2026
Foley, together with CollectiveMinds, HSBC Innovation Banking, and Magnet, hosted Capital Connect in Silicon Valley, convening founders, investors, and advisors for a focused discussion on advancing life sciences companies from Seed to Series A in an increasingly diligence‑driven environment. The program brought together a highly engaged audience of early‑stage executives and capital providers to explore how evolving investor expectations are reshaping fundraising strategy, operational readiness, and value creation.
Antoinette Konski and Brian Wheeler played a central role in the program, offering practical legal and strategic guidance on intellectual property, transaction readiness, and structuring considerations critical to early‑stage growth. The panel discussion examined key drivers of successful fundraises, including milestone design, team building, and navigating heightened diligence standards across both scientific and business dimensions. The session highlighted the growing importance of aligning legal, operational, and commercial foundations early in a company’s lifecycle to preserve flexibility and credibility with investors. Concluding with a networking reception, the program fostered meaningful connections and continued dialogue among participants navigating the complexities of the early‑stage life sciences capital landscape.
Events
Upcoming:
Agents of Change | May 5, 2026
Foley is proud to support Agents of Change, Boston’s annual half‑day summit bringing together founders, funders, and ecosystem builders committed to advancing a more equitable startup landscape. The program will convene 200+ attendees for a highly interactive format featuring small‑group table discussions, shared insights, and a fireside chat with Margaret Low, CEO of WBUR, alongside the presentation of the Change Agent Award. Centered on practical, peer‑driven dialogue rather than formal presentations, the summit will address pressing topics such as evolving fundraising dynamics, alternative capital sources, AI‑enabled efficiency, customer acquisition, and sustaining diversity, equity, and inclusion (DEI) commitments in today’s climate, while fostering meaningful connections through structured networking designed to expand participants’ reach across the innovation ecosystem.
TIDE Milken Reception | May 5, 2026
Foley, in collaboration with The Investment Diversity Exchange (TIDE), is returning to Milken Week with its highly anticipated signature reception. Now a staple of the week’s unofficial programming, the invite-only event is thoughtfully curated for senior institutional investors, offering a private, off-the-record setting designed to foster meaningful connections and candid conversation. Taking place alongside the Milken Institute Global Conference, the Institute’s premier annual gathering that convenes leaders across finance, business, technology, health, philanthropy, and public policy.
GreekUp | May 12, 2026
Foley is hosting GreekUp in our Boston office, bringing together more than 150 founders, investors, and industry leaders for a flagship event highlighting the growing influence of the Greek innovation ecosystem on the global stage. Organized by the Hellenic Innovation Network, the program will feature a startup panel on next‑generation Greek deep tech and a fireside chat focused on building globally competitive companies, alongside a special recognition of the Consul General of Greece for his role in strengthening cross‑border innovation ties. Designed to foster both insight and community, the evening will combine thoughtful discussion with a networking reception, creating space for meaningful connection among participants at the intersection of entrepreneurship, investment, and international collaboration.
The CFO Playbook for Value Creation in a Volatile Market | May 14, 2026
Foley is excited for the closed-door executive session at the Open Future Forum, The CFO Playbook for Value Creation in a Volatile Market, featuring Louis Lehot alongside a select group of chief financial officers and senior advisors. The program will bring participants together for a focused, peer-driven discussion on practical strategies to drive enterprise value in today’s environment, from earnings before interest, taxes, depreciation, and amortization (EBITDA) growth and operational alignment to AI strategy, exit readiness, and capital efficiency. Designed to encourage candid dialogue and meaningful connection, the session will offer actionable insights in a highly curated setting.
General Counsel Lunch Series: Securing AI Agents | May 15, 2026
Foley will host its next GC Series lunch in Palo Alto, convening general counsel and chief legal officers for a focused discussion on the evolving governance and risk challenges posed by agentic AI. Moderated by Kelly Boyd, the conversation will feature insights from Peter Stockburger and RingCentral‘s Michael Machado as they explore emerging frameworks for security, oversight, and accountability as AI systems move toward greater autonomy. The program will center on practical implications, ranging from access management and agency liability to the diminishing role of human‑in‑the‑loop controls, and will bring these issues to life through real‑world examples and candid dialogue. Designed as an interactive, discussion‑driven session, the event will provide legal leaders with a forward‑looking perspective on how to structure governance in an environment where technological capabilities are rapidly outpacing traditional regulatory models, while fostering meaningful exchange among peers operating at the forefront of AI adoption.
Business Owners’ Forum | May 20, 2026
Foley, alongside Bernstein Private Wealth Management and Premara Group, will host a curated, in‑person forum in Salt Lake City designed for business owners actively contemplating a transaction. The program will bring together a select group of founders at similar decision points for a highly discussion‑driven exchange, combining peer‑to‑peer dialogue with insights from experienced operators who have navigated successful exits. Participants will also gain practical perspectives on merger and acquisition (M&A) structuring, pre‑sale planning, and current investor expectations, with contributions from private equity and venture capital professionals. Intentionally limited in size to encourage candor and depth, the forum will provide a rare setting for open conversation, meaningful connection, and actionable insight for business owners preparing for potential liquidity events.
Founders & Funders: Boston VC Reverse Pitch | May 28, 2026
Foley is proud to support this curated evening event bringing together founders and investors for a dynamic, high‑signal networking experience centered on live VC pitch sessions. Designed to foster meaningful connections, the program convenes early‑stage founders and active investors for a structured evening that pairs open networking with presentations from VC firms outlining their investment theses, target sectors, check sizes, and criteria for evaluating founders. With a highly selective attendee list prioritizing Seed and Series A companies currently raising capital, the event is built to drive actionable outcomes while creating space for continued dialogue and relationship‑building through dedicated networking before and after the pitch program.
IPO Summit 2026 — Nasdaq MarketSite | June 1, 2026
Foley is excited to serve as a presenting partner for this Sidebar Summit event, taking place at the Nasdaq MarketSite in Times Square, where technology leaders, investors, and entrepreneurs will convene for an afternoon of candid conversation, strategic insight, and high‑caliber networking. As part of NY TechWeek, the event will bring together a curated cross‑section of the innovation ecosystem in one of finance’s most iconic venues, creating a dynamic forum for thoughtful dialogue around emerging trends and market opportunities. The event is designed to foster meaningful connections among founders and capital allocators operating at the forefront of the tech landscape.
Recent:
Hard Things | April 30, 2026
Foley and Mavka Capital hosted the second Hard Things gathering in San Francisco, continuing the momentum of the invite‑only series dedicated to the builders and investors shaping the future of Physical AI. Convening a highly curated group of founders, operators, and capital providers, the evening focused on candid, off‑the‑record dialogue around the challenges and opportunities at the intersection of AI and real‑world systems, from robotics and autonomous technologies to manufacturing and edge deployment. Staying true to its intimate, unfiltered format, the conversation emphasized practical insights and lived experiences over polished narratives, reinforcing the series’ role as a forum for substantive exchange among those navigating the complexities of bringing intelligent systems from concept to physical reality.
Women and Allies in Investment Management | April 30, 2026
Foley, in collaboration with Deloitte, hosted a fireside chat at Deloitte’s San Francisco office that convened industry leaders for a timely discussion on the evolving landscape for women in Investment Management. Moderated by Jennifer Mariska of Forerunner Ventures, the conversation featured perspectives from senior leaders including Catherine Chen and Monique Woodard, who shared insights on regulatory developments, market dynamics, and the strategic considerations shaping the year ahead. The program fostered thoughtful dialogue on both challenges and opportunities within the sector and concluded with a networking reception that encouraged connection and exchange among peers and industry leaders in an informal setting.
Founders & Funders: SF VC Reverse Pitch | April 28, 2026
Foley, together with Auth0, Forecastr, and Justworks, hosted a curated evening bringing together Seed and Series A founders and active investors for a focused program on capital formation and relationship‑building. The event went away from traditional pitch formats, instead featuring venture capitalists presenting their investment theses, target sectors, check sizes, and founder expectations, offering attendees a clearer view into how capital is being deployed. Through structured networking and a dedicated pitch session, the program facilitated substantive dialogue and meaningful connections among participants, with attendance intentionally limited to ensure a high‑quality, engaged group of founders actively raising and investors actively writing checks.
Latam Tech Forum 2026 | April 23–24, 2026
Foley was proud to support the Latam Tech Forum 2026, one of the most prestigious private gatherings in the Latin American technology ecosystem, which convened founders, chief executive officers, investors, and operators in Miami for two days of candid, high‑level dialogue. With more than 15 years of history, Latam Tech Forum once again distinguished itself through its invitation‑only, off‑the‑record format that prioritized trust, substance, and real conversation. From intimate dinners to forward‑looking sessions, the forum fostered meaningful exchanges on the opportunities and responsibilities of building category‑defining companies, while reinforcing the compounding strength of the Latin American technology community.
Female Founders & Funders: Women in Health Tech & Innovation | April 9, 2026
Foley, in collaboration with Silicon Valley Bank and CVS Health Ventures, hosted a curated Female Founders & Funders Breakfast focused on the future of health tech and innovation, bringing together a select group of founders, investors, and industry leaders for a candid, off‑the‑record discussion on evolving market dynamics and emerging opportunities heading into 2026. Featuring insights from Alicia Dorner alongside speakers from CVS Health Ventures and Silicon Valley Bank, the conversation delivered practical perspectives on navigating a shifting healthcare landscape, including funding strategies and scaling in a more disciplined capital environment, while fostering meaningful connections and dialogue across a community of leaders operating at the forefront of health tech.
Mavka Salon: Mind the Gap — Silicon Valley’s New Mission in Defense Tech | April 1, 2026
Mavka Capital and Foley hosted an off‑the‑record Mavka Salon dinner focused on the intersection of defense innovation and venture capital. Led by Ray Edwards, the conversation explored the Department of Defense’s growing reliance on the venture ecosystem and the often‑opaque journey from pilot programs to procurement. Drawing on his experience advising dual‑use startups through Defense Innovation Unit (DIU) and Navy Launch Small Business Innovation Research (SBIR), Ray shared practical perspectives on bridging non‑dilutive government funding and private capital, and where real opportunities are emerging at the defense‑commercial frontier.
Thought Leadership
The De-SPAC Transaction: What Went Wrong and What Public Company GCs Should Still Know
The SPAC surge between 2020 and 2022 offered a fast‑track alternative to traditional IPOs, but in compressing timelines it also deferred critical governance, disclosure, and compliance work. As market conditions tightened and Securities and Exchange Commission (SEC) scrutiny increased, many de‑SPAC’d companies found themselves exposed, facing litigation tied to aggressive projections, gaps in public company infrastructure, and contentious earn‑out disputes. This article, authored by Louis Lehot, shows how these challenges are ongoing, not historical, urging general counsel to proactively audit governance, reassess legacy disclosures, and manage litigation risk. Ultimately, the SPAC unwind serves as a cautionary reminder that public company readiness cannot be accelerated without consequence.
Learn More
Q1 2026: A Record Quarter, a Compressed Market, and a Window That Won’t Stay Open
Q1 2026 marked a historic surge in venture capital, with record deployment levels driven overwhelmingly by AI, which now commands the vast majority of funding and defines the market’s valuation landscape. This concentration has created a sharp divide, leaving traditional SaaS businesses under structural pressure as public multiples compress and AI-native or infrastructure companies capture premium valuations. At the same time, constrained IPO activity and selective M&A have elevated secondaries into the primary liquidity pathway, reflecting a broader shift in how capital is recycled across the ecosystem. Against this backdrop, the environment increasingly rewards speed, preparation, and decisive execution, as founders and investors navigate a narrow and potentially closing window to transact amid macro uncertainty and evolving market dynamics.
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Pre-IPO Planning Is No Longer About Going Public. It’s About Keeping Every Option Alive.
The early 2026 market reversal underscores how quickly liquidity windows can open, and just as quickly close, reinforcing the central role of pre‑IPO planning as a value‑maximizing discipline rather than a transaction‑specific choice. Despite strong sponsor expectations for near‑term exits, a persistent readiness gap, driven by underdeveloped financial infrastructure, governance, and reporting, continues to limit companies’ ability to act when conditions shift. At the same time, evolving regulatory dynamics and market volatility have raised the execution bar across all exit pathways, from IPOs to M&A and secondaries. In this environment, companies that invest early in institutional‑grade readiness preserve optionality, command stronger valuations, and move with speed when opportunities emerge, while those that delay preparation risk forfeiting both timing and leverage.
Learn More
Deals
Foley Represents OpenLight in $50M Series A-1 Round
Foley represented OpenLight Photonics, the world leader in custom Photonic Application-Specific Integrated Circuit (PASIC) design, in their $50 million Series A-1 fundraising round.
Foley Represents VC Firm Mighty Capital in $91M Fund III
Foley represented Mighty Capital, a venture capital firm specializing in product-led investing, in the closing of their $91 million Fund III.
Foley Advises Wasabi Technologies on $250M Credit Facility
Foley served as legal advisor to Wasabi Technologies in connection with the hot cloud storage company’s $250 million credit facility led by Bain Capital’s Private Credit Group with participation from BTG Pactual U.S. Private Credit Investments, Neuberger Specialty Finance, Energy Impact Partners, and Aksia.
Foley Advises EpiVax in Acquisition by SV Health Investors
Foley served as legal advisor to EpiVax Inc., a leading bioanalytical contract research organization specializing in immunogenicity risk assessments for pharmaceutical and biotech companies, in its acquisition by SV Health Investors, a health care and life sciences focused private investment firm.
Foley Guides Brady Corporation in Acquisition of Honeywell’s Productivity Solutions and Services Business
Foley served as legal advisor to Brady Corporation (NYSE: BRC), a world leader in identification solutions, in its definitive agreement with Honeywell (Nasdaq: HON) to acquire Honeywell’s Productivity Solutions and Services (PSS) business.
Foley Advises Mobella in Sale of IP Behind Next‑Generation Mobility Aid Skywalker to CU Anschutz
Foley represented Thought Forward Design Inc. (Mobella) in the acquisition by the University of Colorado Anschutz of core intellectual property for Skywalker, Mobella’s next-generation walker designed to reimagine what a mobility aid can be for older adults.
Foley Advises Valencia Technologies in Acquisition by Boston Scientific
Foley served as legal advisor to Valencia Technologies Corporation, a privately held medical technology company focused on developing and commercializing innovative solutions to treat bladder dysfunction, in its acquisition by global medical technology leader Boston Scientific Corporation.
Foley Represents Wasabi Technologies in Acquisition of Seagate’s Lyve Cloud Business
Foley advised Wasabi Technologies, the hot cloud storage company, in its acquisition of the Lyve Cloud business from Seagate Technology LLC (NASDAQ: STX), a leading innovator of mass-capacity data storage.
Foley Advises Lender Group in Dimension Energy’s $650 Million Community Solar Financing
Foley advised the lending group behind Dimension Energy’s $650 million community solar project construction and term financing to support a 132MW portfolio of 25 community solar projects in Pennsylvania, New York, New Jersey, and Illinois.
Additional Articles of Interest
From Static Compliance to Living Compliance: How Agentic AI Can Make Health Care Operations Safer
Foley Attorneys Recognized as Notable Leaders in Law by BizTimes Milwaukee
Omar Lucia Shares Insight on Global Private Equity Market
Author
Louis Lehot
Partner, Venture Capital
Silicon Valley | San Francisco | Los Angeles
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