Investor-Ready: How Allied Legal Enabled a $30M Capital Raise Through a US Flip

Allied Legal worked with a rapidly growing technology security company delivering advanced device management solutions.

The business was thriving in its original market but sought to expand globally and attract significant investment to accelerate its growth, recognising that a US presence was key to achieving these goals.

Flipping an Aussie technology company into the US and securing a substantial capital raise is a highly complex undertaking.

The client faced multiple layers of legal, tax, and regulatory challenges, including how to restructure the group under a new US entity, navigate cross-border tax consequences, transfer critical IP, clean up corporate governance issues, and prepare for rigorous investor due diligence.

All of this needed to be managed carefully to avoid disrupting operations and to ensure the company was positioned attractively for investment.

At Allied Legal, we coordinated the entire process end-to-end. We implemented a US “flip” by establishing a new US holding company and restructuring the corporate group so that existing shareholders exchanged their shares for equity in the new US entity.

We navigated complex tax implications in both jurisdictions, ensured compliance with US securities laws for the AUD $30 million raise, and cleaned up corporate governance records to deliver a clean and credible structure.

We oversaw the secure transfer of the company’s proprietary technology into the US structure while mitigating tax and legal risks. Our team also prepared detailed transaction documentation and guided the client through the due diligence process, ensuring all legal and regulatory requirements were met.

Through our work, the client successfully completed its US flip and raised AUD $30 million in fresh capital, all within an accelerated timeframe that met investor expectations. The company emerged with a robust, investor-ready structure, secure ownership of its proprietary technology, and clear governance, providing both shareholders and new investors with certainty and confidence in the business’s future.

This transaction not only unlocked access to US capital markets but also positioned the company as an attractive partner for major US tech giants looking for innovative solutions. The deal significantly enhanced the company’s valuation and laid a solid foundation for strategic expansion. This case demonstrates how Allied Legal delivers complex cross-border transactions efficiently and securely, enabling technology businesses to achieve transformative outcomes and reinforcing our role as trusted advisors in high-stakes, global tech deals.