TOP CORPORATE AT TORNEYS
JOR LAW
LEXCUITY PC
Jor Law is a founding
shareholder of Lexcuity PC,
w hic h h e l e d to b e c o m e a
dominant firm in EB - 5 and
o t h e r a r e a s of a l te r n a ti ve
finance, including crowdfunding, blockchain and digital assets
tokenization. Lexcuity has gone on to represent clients on
hundreds of different EB-5 matters, to help companies and
projects successfully raise billions of dollars through the EB-5
program, and to influence policy changes and reforms to
the EB-5 program. Law is constantly at the forefront of EB-5,
providing solutions to problems before they are identified by the
industry, and introducing new concepts such as crowdfunding
and tokenization.
WHAT TRENDS ARE YOU SEEING IN
THE EB-5 INDUSTRY?
EB-5 continues to search for footing in response to retrogression,
redeployment and the recent USCIS program modification. For
many, the trouble of EB-5 is no longer worth it so they have
dropped out. Issuers who had already developed special
methods or networks globally to market are still able to make
EB-5 work for them. With the higher investment threshold and
long wait, investors are taking diligence more seriously. Smaller,
targeted raises with strong business models that can sustain
long investment periods while providing higher returns have an
advantage in this environment. Within a single project, different
investment and redeployment options may need to be provided
to attract investors in different companies.
HOW ARE YOU HANDLING
THE ISSUE OF REDEPLOYMENT?
The interim or alternative use of funds is not an alien concept
outside of EB-5, so my original form templates from a decade
ago actually already contained redeployment provisions. From
a corporate/securities perspective, it’s about providing issuers
with maximum flexibility and liability protection while respecting
investors’ interests in having redeployment options that
adequately align with their varying investment objectives.
Additionally, it may be necessary to structure around investment
advisor and similar laws, or partner with appropriately licensed
persons. Proper disclosure of material facts and risks affecting
redeployment generally as well as a specific project’s
redeployment plan is a must.
MARIZA E. MCKEE
KUTAK ROCK LLP
Mariza E. McKee is a
s t r u c t u r e d f i n a n c e l aw ye r
and a trusted counselor to
stakeholders that raise and
deploy EB -5 capital. She
leads the firm’s national EB-5
finance practice, an interdisciplinary team of securities, tax,
corporate, debt, and real estate lawyers. She approaches
EB-5 transactions from a risk manager’s vantage point and
constructs legal strategy to help clients achieve business
objectives while navigating securities laws and evolving
EB-5 program requirements. A frequent speaker and writer
on EB-5 and securities law considerations, McKee is an
active member of the EB-5 community. She serves as a
member of IIUSA’s board of directors.
WHAT TRENDS ARE YOU SEEING IN
THE EB-5 INDUSTRY?
I see a more measured, energetic and united EB-5 industry.
I’ve noticed a collaborative trend as our EB-5 community
rallies together to address new challenges and to seize
current opportunities. In addition to higher investment
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EB5 INVESTORS M AGAZINE
amounts and more restricted TEAs, the modernization
regulations are giving us the chance to innovate alongside
our clients to ensure their plans are legally sound as they
strategize, adapt and evolve for the new EB-5 market. This
creative energy flow produces forward momentum that I
believe bodes well for our industry.
HOW ARE YOU HANDLING
THE ISSUE OF REDEPLOYMENT?
We take care to counsel our clients on redeployments
thoughtfully and thoroughly. There is no one-size-fits-all
solution. The sustainment of a strategy depends upon
analysis of many variables, including legal compliance,
disclosure and documentation requirements, options,
timing, investor expectations and communications, and
contractual obligations. We counsel clients in developing
reasoned plans bolstered by legal safeguards to help see
them through the next decade and beyond as they execute
their plans and work to fulfill their redeployment obligations.