Sollievo Pharmaceuticals, Inc is a small development stage start-up located in Orange County, CA. It was founded in 2018 by a 40-year veteran of the pharma and med device industries, Robert K. Schultz, Ph.D.
Sollievo is focused on the development of the fastest-acting sedative to treat acute agitation and violent patients in the E.R. and other health-care facilities. The investor pitch deck is attached and more information regarding Sollievo and its product focus can be found on its website, http://sollievopharm.com.
Currently the company is 100% own by the founder, who has invested over $1 million into Sollievo. The company has yet to garner U.S. investing interest however, investors from the middle east are ready to invest in a convertible note and soon after in a $5 million series A round. To facilitate funding from these middle east investors Sollievo has been asked to develop an offshore presence in Singapore. I intend to use an existing service in Singapore to do the incorporation and establish the bank account.
For several business and logistical reasons, I am intending to put the corporate headquarters in Singapore, with the current company acting as a wholly own subsidiary. Therefore, investors would fund the Singapore company, and the U.S. would act as the development and commercial arm. I understand that this entails putting the IP and product rights (human and veterinary) into the offshore company.
To facilitate this new corporate structure, I request legal support to: 1. redomicile the U.S. California S-corp to Delaware. 2. Provide legal and business discussion as to the best way to make this happen quickly. 3. Provide the documents that transfers the IP to the Singapore entity, and establishes the relationship with the U.S. company. 4. Prepares the documents and contracts that allows Sollievo U.S. to be paid to provide the development and commercialization efforts. 5. Review existing convertible note and Series A offering documents and conform them to the new business structure.