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Series a Spa

Draft Series A Stock Purchase Agreements in Minutes

14 minutes with CaseMark

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Upload your documents and get a finished work product in minutes. New accounts get $5 free to run their first skill.

14 minutes with CaseMark

What you'll need

  • Executed Term Sheet
  • Cap Table
  • Organizational Documents

SOC 2 Type II · HIPAA compliant · $5 free credit

Workflow

Overview

CaseMark's Series A SPA skill drafts comprehensive, market-standard Stock Purchase Agreements for venture capital financings. By analyzing your term sheet, cap table, and organizational documents, it produces a complete agreement covering preferred stock issuance, representations and warranties, indemnification, closing conditions, and securities law compliance—all aligned with NVCA model document conventions.

Drafting a Series A Stock Purchase Agreement is one of the most time-intensive tasks in venture capital practice. Attorneys must manually reconcile term sheets, cap tables, and organizational documents while ensuring consistency across multiple ancillary agreements—a process that typically takes 10-20 hours and is prone to cross-referencing errors and calculation mistakes.

CaseMark automates the heavy lifting of SPA drafting by ingesting your deal documents and generating a complete, NVCA-aligned Stock Purchase Agreement in minutes. The AI handles article-by-article drafting, schedule population, and cross-document coordination, freeing attorneys to focus on deal strategy and negotiation rather than document assembly.

How it works

  1. 1. Upload your executed term sheet, cap table, and organizational documents

  2. 2. AI analyzes deal terms, investor details, and capital structure to draft a complete SPA

  3. 3. Review and customize representations, closing conditions, and indemnification provisions

  4. 4. Export the finalized agreement in your preferred format (DOCX, PDF)

What you get

  • Definitions & Preamble

  • Purchase & Sale Mechanics

  • Representations & Warranties of the Company

  • Representations & Warranties of Purchasers

  • Conditions to Closing

  • Indemnification Provisions

  • Miscellaneous & General Provisions

  • Schedule of Purchasers

  • Disclosure Schedules Framework

What it handles

  • Generates NVCA-aligned SPA with complete article structure from preamble through closing conditions

  • Builds comprehensive representation and warranty packages for both Company and Purchasers

  • Drafts indemnification provisions with customizable baskets, caps, and survival periods

  • Coordinates cross-references to ancillary documents including IRA, Voting Agreement, and ROFR/Co-Sale

  • Handles single and multiple closing structures with extension and termination rights

  • Produces Schedule of Purchasers with reconciled share counts, pricing, and aggregate totals

Required documents

  • Executed Term Sheet

    The signed term sheet containing economic and governance terms for the Series A financing

    .pdf, .docx

  • Cap Table

    Current capitalization table showing all outstanding equity, options, warrants, and convertible instruments

    .pdf, .docx, .xlsx

  • Organizational Documents

    Certificate of Incorporation, Bylaws, and any prior financing documents

    .pdf, .docx

Supporting documents

  • Prior Financing Documents

    Previous round SPAs, SAFEs, or convertible note agreements for reference

    .pdf, .docx

  • Due Diligence Materials

    Financial statements, IP assignments, material contracts, and other diligence items for disclosure schedule preparation

    .pdf, .docx, .xlsx

  • Investor Details

    Legal names, entity types, jurisdictions, and addresses for all purchasing investors

    .pdf, .docx, .xlsx

  • Ancillary Agreement Drafts

    Drafts or forms of IRA, Voting Agreement, ROFR/Co-Sale, or Amended COI for cross-referencing

    .pdf, .docx

Why teams use it

Reduce SPA drafting time from days to minutes while maintaining institutional-quality output

Ensure consistency across the full suite of transaction documents with automated cross-referencing

Minimize drafting errors with AI-powered reconciliation of share counts, pricing, and investor details

Accelerate deal closings by producing a complete first draft that's ready for negotiation and markup

Questions

Does the generated SPA follow NVCA model document conventions?

Yes. CaseMark drafts the SPA following NVCA model document conventions by default, which represent the most widely accepted market standard for venture capital financings. If your term sheet specifies alternative provisions, the AI adapts accordingly.

Can CaseMark handle multiple closing structures?

Absolutely. CaseMark supports both single and multiple closing structures, including deadline provisions, minimum and maximum amounts, price parity requirements, and extension or termination rights. Simply indicate the closing structure in your term sheet.

How does the tool coordinate with ancillary financing documents?

CaseMark automatically generates cross-references to the Amended Certificate of Incorporation, Investors' Rights Agreement, Voting Agreement, and ROFR/Co-Sale Agreement. This ensures consistency across the entire suite of transaction documents.

Can I customize the representation and warranty package?

Yes. CaseMark generates a comprehensive market-standard rep and warranty package, which you can then review and tailor to the specific deal. You can add, remove, or modify individual representations to match the negotiated terms.

Does the SPA handle both primary and secondary transactions?

Yes. CaseMark supports primary-only issuances as well as combined primary and secondary transactions. When secondary sales are involved, the AI drafts parallel transfer mechanics with separate seller delivery obligations.

How accurate are the financial calculations and share reconciliations?

CaseMark cross-references your cap table and term sheet to reconcile share counts, per-share pricing, and aggregate investment amounts in the Schedule of Purchasers. We always recommend a final human review to confirm all figures before execution.

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