Services / Capital Formation

Service Line · 04

The right capital at the right terms.

Debt and equity capital raising for growth, acquisition, or recapitalization — drawn from a deliberate universe of institutional investors, family offices, private credit funds, and strategic partners.

The Practice

Capital is not fungible.

The size of the check matters less than the terms of the check. The check matters less than the partner who is writing it.

Cohen Capital Markets advises principals, boards, and management teams on capital formation — the raising of debt, equity, and hybrid instruments to fund growth, acquisition, or recapitalization. The work is partner-led and structured to match the company's capital needs to the right capital partner, on the right terms, at the right time.

The firm's discipline is to refuse the round that is wrong even when the round is available. Capital that comes with the wrong governance, the wrong cost, or the wrong partner damages the company in ways that show up two and three years later. The conversation the firm has with the founder is the honest one: what the round needs to do, what it cannot ask for in return, and which capital partner can deliver both.

Scope of Engagement

Six capital-formation capabilities.

01

Equity Capital Raises

Minority and majority equity rounds — growth equity, late-stage private, sponsor recapitalization. Investor targeting matched to the founder's time horizon, not the round's headline size.

02

Private Credit & Debt

Unitranche, second-lien, mezzanine, asset-based lending, and structured debt. Direct relationships with the named credit funds, BDCs, direct lenders, and non-bank lenders who actually fund the structure proposed.

03

Convertible & Hybrid Instruments

Convertible notes, preferred equity, structured equity, and hybrid instruments designed for situations where pure debt or pure equity does not fit the company's capital structure or growth profile.

04

Investor Targeting

A named, bottom-up universe of credible investors built from primary research and direct relationships — not a list pulled from a database. The right investor is in the room because the firm knows the right investor.

05

Roadshow Preparation

Investor materials, management-meeting choreography, due-diligence room build, and the messaging discipline that ensures the same story lands the same way with the first investor and the twentieth.

06

Post-Close IR Support

Investor-relations cadence, board-reporting structure, and the early-quarter relationships that determine whether the capital partner is engaged in the next round or whether they pass.

Capital Sources

Seven channels, named by relationship.

The firm's investor universe is constructed from direct relationships across the channels below.

Institutional Investors
Family Offices
Private Credit Funds
Strategic Partners
Direct Lenders
BDCs
Non-Bank Lenders
Sovereign & Pension
The Engagement Process

Six steps, from need to close.

01

Capital Needs Assessment

The honest read on what the capital is for, when it is needed, and what the company can sustain at the terms it can secure. The need is the brief.

02

Capital Structure Design

The right blend of equity, debt, and hybrid for the company's growth profile and risk tolerance. Tested against base, downside, and refinance scenarios.

03

Investor Identification & Targeting

The named universe of credible investors built from direct relationships and primary research. Tiered by fit, not by check size.

04

Materials Preparation

Confidential information memorandum, management presentation, financial model, due-diligence room. Built to a standard a partner will defend.

05

Roadshow & Investor Meetings

Sequenced investor meetings, partner-led on every call that matters, with the discipline to keep momentum and rejection both private until the negotiating window closes.

06

Term Sheet & Closing

Term-sheet negotiation, confirmatory diligence, definitive documentation, and closing. The partner who opened the engagement signs the final document with the client.

A Partner-Brief Framework

Choosing the right capital at the right terms.

Four dimensions test every capital partner before a term sheet is countersigned. The capital partner who satisfies all four is the partner who funds the next round on better terms. The capital partner who fails any of the four is the partner whose check costs more than the headline price.

01

Cost of capital.

The all-in cost, not the coupon. Pricing, fees, equity kickers, warrant coverage, success premiums on exit. The headline interest rate is the starting line; the all-in cost is the finish.

02

Control implications.

Board seats, voting rights, veto provisions, drag-along and tag-along terms, protective covenants. What the capital partner can do to the company, not just for it. The terms that bite later are the ones that did not look like terms at signing.

03

Covenants and restrictions.

Affirmative and negative covenants, financial maintenance tests, restricted-payments baskets, additional-debt baskets. The boundary the company will operate within for the next three to five years.

04

Strategic fit of the capital partner.

The board behavior the capital partner has demonstrated in other portfolio companies. The time horizon. The willingness to fund the next round at the right valuation. The way the partner behaves when the company misses a quarter.

When to Engage the Firm

Four common capital-formation situations.

Growth Equity

A growth-stage company raising a late-stage round.

Revenue is at scale. The Series D-equivalent round is on the table. The founder wants a partner who will run a structured process — not a banker who calls every name on a list.

Private Credit

A sponsor-backed business refinancing into the private-credit channel.

The capital structure needs to refinance. Private credit is the right channel. The sponsor wants the firm to run the structured process across the named direct lenders and unitranche providers.

Recapitalization

A founder seeking partial liquidity without losing control.

The recap is the right instrument. The founder retains control; the capital partner gets a defined economic position. The structure preserves operating authority and creates the liquidity the family needs.

Strategic Capital

A company raising from a strategic partner with operational synergies.

The strategic partner brings capital and distribution. The structure preserves independence; the governance terms preserve optionality. The firm runs the negotiation that delivers both.

Frequently Asked

Plainly answered.

How long does a typical capital raise run?

Equity rounds typically run four to seven months from kickoff to close. Private credit rounds run faster — six to twelve weeks for refinancings and acquisition financings on a structured timeline. The firm prioritizes process quality over speed, but does not slow a process when the market is open.

What does the engagement cost?

Capital-formation mandates typically involve a monthly retainer combined with a success fee tied to capital raised. Fee structures are discussed transparently in the engagement letter; the firm does not charge success fees on processes that do not close.

Does the firm have direct relationships with the named investors?

Yes. The firm's investor universe is built from direct, named relationships with the institutional investors, family offices, private credit funds, direct lenders, BDCs, non-bank lenders, and strategic partners the firm engages on behalf of clients. The investor list is constructed bottom-up, not pulled from a database.

Does the firm execute the securities work itself?

No. Cohen Capital Markets is not a registered broker-dealer. Where the engagement involves securities execution, the matter is referred to a separate, unaffiliated FINRA/SIPC-registered broker-dealer partner. Cohen Capital Markets and such partners are separate, unaffiliated entities.

Raising capital for growth, acquisition, or recapitalization?