EMERGING COMPANIES & VENTURE CAPITAL (Cleantech, Life Sciences, Technology)
Cleantech
- Represented the clean energy division of a European-based global energy conglomerate in connection with all of its biofuel investments in the United States.
- Represented a growth-stage solar project developer in connection with raising $15 million of institutional venture capital financing and applying the proceeds to provide partial liquidity to existing stockholders and investors via a private stock repurchase plan.
- Represented a fast growing Arizona-based PV Solar EPC / O&M start-up in in connection with rolling out its restricted stock program for the founder team, raising four rounds of venture capital financing and establishing its policies, including development of employment policies and handbooks meeting regulatory requirements.
- Represented a Pennsylvania-based solar photovoltaic company that developed an innovative process for the production of polysilicon using fluidized bed reactor (FBR) technology in connection with raising multiple rounds of equity financings from strategic investors in Asia and Europe and in creating a technology collaboration protocol for the parties to undertake joint R&D activities and to cross-license improvements to each other based on a complex rules-based methodology.
- Represented a China-based cleantech company in connection with raising its initial preferred stock financing and related reincorporation in the United States.
- Represented a venture capital firm in its venture capital investment in an energy management startup in Boston.
- Represented a company in Michigan developing wind power technology in a follow-on venture capital financing and subsequent bridge financings.
- Represented a syndicate of investors in the first institutional venture capital financing of a company in Michigan developing wind power technology.
- Represented a syndicate of venture capital investors in Silicon Valley in a complex convertible note financing of a company developing thin film solar technology.
- Represented a syndicate of investors in multiple financings of a wind turbine technology manufacturer in Massachusetts.
- Represented a syndicate of venture capital firms in an insider-led down round financing of a company in Missouri developing wind power technology.
- Represented the clean energy division of a European-based global energy conglomerate in connection with a financing of a company in Oregon developing plastics-to-oil technology.
- Represented a China-based PV solar energy conglomerate in connection with its strategic investment in a Pennsylvania-based solar company that is developing solar inverter technologies; the investment was coupled with a technology collaboration agreement that provides a framework for the parties to collaborate in launching a joint venture to jointly commercialize the target technologies and software platform in China.
- Represented a start-up that was spun out of the Princeton University Technology Transfer Office to commercialize carbon capture technology.
- Represented a venture capital firm in its investment in a thin film solar company in Silicon Valley.
- Represented a biocatalysis company in Silicon Valley in its growth-stage venture capital financing, subsequent bridge financings and multiple rounds of strategic investment from a global energy conglomerate.
- Represented a syndicate of investors in their seed stage and subsequent follow-on financings in an Israeli-based company developing solar thermal technology.
- Represented a solar photovoltaic company in connection with the development of a process for the production of polysilicon using fluidized bed reactor (FBR) technology and the sale of a patent portfolio and advanced FBR intellectual property to an affiliate of one of the world’s largest solar photovoltaic enterprises based in China.
- Represented a solar photovoltaic company in connection with raising multiple rounds of equity financings from strategic investors in Asia and Europe and in creating a technology collaboration protocol for the parties to undertake joint R&D activities and to cross-license improvements to each other based on a complex rules-based methodology.
- Represented an alternative energy company in connection with a strategic investment in a Pennsylvania-based solar company developing solar inverter technologies, including negotiation of a technology collaboration agreement as a framework for launching a joint venture to commercialize the platform in China.
- Represented a European-based global energy conglomerate in connection with strategic investments in biofuel start-ups in the U.S, including the acquisition of a biotechnology portfolio company.
- Represented a fast-growing Arizona-based PV Solar EPC / O&M start-up in in connection with raising four rounds of venture capital financing and establishing a strategic relationship with its largest customer to jointly develop solar projects.
- Represented a fast growing Arizona-based PV Solar EPC / O&M start-up in in connection with rolling out its restricted stock program for the founder team, raising four rounds of venture capital financing and establishing its policies, including development of employment policies and handbooks meeting regulatory requirements.
- Represented of a Taiwan-based global top ten solar cell manufacturer in connection with its acquisition of a global conglomerate’s U.S. solar photovoltaic module assembly operation; the transaction represents the first acquisition by an Asian-based solar manufacturer of a U.S.-based solar panel manufacturing facility.
- Represented a China-based cleantech company in connection with raising its initial preferred stock financing and related reincorporation in the United States.
- Represented a venture capital firm in its venture capital investment in an energy management startup in Boston.
- Represented a company in Michigan developing wind power technology in a follow-on venture capital financing and subsequent bridge financings.
- Represented a syndicate of investors in the first institutional venture capital financing of a company in Michigan developing wind power technology.
- Represented a syndicate of venture capital investors in Silicon Valley in a complex convertible note financing of a company developing thin film solar technology.
- Represented a syndicate of investors in multiple financings of a wind turbine technology manufacturer in Massachusetts.
- Represented a syndicate of venture capital firms in an insider-led down round financing of a company in Missouri developing wind power technology.
- Represented the clean energy division of a European-based global energy conglomerate in connection with a financing of a company in Oregon developing plastics-to-oil technology.
- Represented a start-up that was spun out of the Princeton University Technology Transfer Office to commercialize carbon capture technology.
- Represented a venture capital firm in its investment in a thin film solar company in Silicon Valley.
- Represented a company developing biofuels technology in its growth-stage venture capital financing, subsequent bridge financings and multiple rounds of strategic investment from a global energy conglomerate.
- Represented a syndicate of investors in their seed stage and subsequent follow-on financings in an Israeli-based company developing solar thermal technology.
- Represented an alternative energy company in connection with a $75 million project financing of two 80 MW wind-power generation plants located in Iowa and Texas owned by a joint venture between two major energy companies.
- Represented an alternative energy company in connection with Requests for Proposals seeking bids for delivery of wind energy resources, including preparation of the published RFP and a model wind energy purchase agreement.
- Represented the sponsor in connection with a $105 million financing of the acquisition of power turbines for merchant energy projects in the US.
- Represented the sponsor in connection with the $121 million financing of the 160.5 MW Desert Sky wind-power generation facility near Iraan in Pecos County, Texas (Project Finance North Americas Renewables Deal of the Year).
- Represented the sponsor in connection with the $75 million financing of the 150 MW Trent Mesa wind-power generation facility near Sweetwater in Nolan County, Texas.
- Represented the buyer in connection with the $175 million acquisition from Enron Wind Corp. and related project financing of the Indian Mesa Wind Power Project in Texas.
Life Sciences
- Represented a company in Silicon Valley developing and commercializing genome sequencing technology in its formation, initial institutional venture capital financing, four subsequent venture capital financings, corporate governance matters, and all day-to-day general corporate matters.
- Represented a oncology-focused biopharmaceuticals startup spun out of Rockefeller University in New York City in connection with its formation and angel financings.
- Represented a major academic medical center in New York City in connection with the financing of a oncology-focused biopharmaceuticals startup which it had spun out.
- Represented a digital health company in Silicon Valley in connection with its formation, initial institutional venture capital financing and a subsequent bridge financing.
- Represented a global pharmaceutical company in its strategic financing of an oncologyfocused biopharmaceuticals company.
- Represented a drug discovery technology company in Silicon Valley in an insider-led down round financing.
- Represented a venture capital firm in its investments in a medical device company in Silicon Valley developing a cryosurgical tool.
- Represented the venture capital affiliate of a major Japanese pharmaceutical company in its investment in a biopharmaceuticals company in Ohio developing regenerative therapeutics to treat life-threatening diseases.
- Represented a venture capital firm in its investment in a biopharmaceuticals company in Silicon Valley developing cardiology therapeutics.
- Represented a syndicate of investors in the first institutional venture capital financing of a biopharmaceuticals company in Massachusetts developing pain therapeutics.
- Represented a biopharmaceuticals company in Silicon Valley developing therapeutics for rare and orphan diseases in its first institutional venture capital financing and subsequent corporate governance matters.
- Represented a medical device company in its spinout by an Australian public company, its first institutional venture capital financing and subsequent bridge financings.
- Represented a medical device company in Silicon Valley developing glucose monitoring technology in multiple venture capital financings.
- Represented a biopharmaceuticals company in Silicon Valley developing therapeutics for central nervous system conditions in a Series B Preferred Stock financing by existing investors.
- Represented a leading New York City-based venture capital fund in connection with its Series A investment in a leading online portal for information on doctor performance.
- Represented a syndicate of venture capital investors in connection with their initial investment in a biopharmaceuticals company in Massachusetts developing therapeutics for Parkinson’s disease and novel pulmonary delivery technologies.
- Represented a venture capital firm in a late-stage venture capital financing of an integrated specialty pharmaceutical company in Kentucky.
- Represented a biopharmaceuticals company in Silicon Valley developing therapeutics for autoimmune diseases in a strategic investment from a global pharmaceutical company in connection with a collaboration.
- Represented a biopharmaceuticals company in Silicon Valley developing therapeutics for chronic kidney disease in Silicon Valley in its Series B Preferred Stock financing.
Technology
- Represented a consumer electronics company based in Southern California in connection with financings by strategic investors and a late-stage venture capital affiliate of a bulge bracket investment bank.
- Represented a U.S.-based venture capital firm and a Dutch-based venture capital firm in their financing of a Dutch software company.
- Represented a syndicate of venture capital firms in a complex convertible-note bridge financing of a security hardware and software company in Silicon Valley.
- Represented a fintech company in Silicon Valley in its late-stage stage venture capital financing.
- Represented a global software company in its strategic investment in a cloud management software company in Maryland.
- Represented a digital TV startup in Silicon Valley in its formation, initial institutional venture capital financing and bridge financing.
- Represented a venture capital firm in a late-stage financing of a TV streaming company in Silicon Valley.
- Represented a venture capital firm in a late-stage financing of an e-commerce company in Canada.
- Represented a software company in Massachusetts developing secure communications technology in its first institutional venture capital financing by a global technology company.
- Represented a venture capital firm in a late-stage financing of a cloud automation software company in Massachusetts.
- Represented a large venture fund in the Mid-Atlantic in connection with multiple rounds of venture capital financing of New York City-based e-commerce start-ups.
- Represented a leading American cable operator in connection with its proposed investment in an interactive TV and high speed data services company in China.
- Represented a major China-based US dollar denominated private equity fund in connection with its pre-IPO investments in a Chinese media company.
- Represented a start-up company in Silicon Valley engaged in digital media advertising in connection with the development of its business plan, clarification of priorities, negotiation of the terms of investment with a strategic partner, formation and capital raising, protection of intellectual property rights and licensing agreements.
- Represented a venture capital firm in its growth-stage venture capital investment in a Silicon Valley company developing fingerprint sensor technology.
- Represented an emerging growth company in Silicon Valley in connection with Ecommerce activities, including privacy obligations under state and federal law, copyright issues, website terms of service and API terms of use and licensing arrangements.
- Represented investors in the Series B preferred stock financing of a leading Chinese multi-channel retailer of maternity and infant care products.
- Represented a Silicon Valley-based emerging growth company in connection with the startup of a business to develop and provide tablet menus for restaurants, including advice on business and financing plans, entity structuring and owner agreements and preparation of proposals aimed at securing capital from angel investors.
- Represented a Pennsylvania-based software and consulting company that is a market leader in the data management sector in connection with rolling out its stock option plan and raising secured convertible debt financing from a European-based investment fund.
- Represented a venture capital firm in a late-stage financing of an e-commerce company in New York City. • Represented a leading e-education company in connection with a corporate recapitalization and restart of its business coupled with raising a new round of venture capital financing.
- Represented a leading online babysitter and caregiver matchmaking service in connection with the closing of its institutional venture capital financing.
- Represented a consortium of airlines in connection with the restructuring, equity purchase, development and financing of Cordiem, LLC, an open, industry-wide, commercial, Internet-based marketplace for the aerospace and air transport industries.
- Represented a consortium of airlines in connection with the development and financing of a project to market satellite and North American Terrestrial Service (NATS), NATS delivery of real-time (or near-real time) information and related services to passengers traveling aboard aircraft and other forms of public and private transportation to support access and use of internet, e-mail, broadcast television and radio feed, and negotiation and documentation for a proposed joint venture with Connexion by Boeing.
SELECT PUBLIC OFFERINGS
- Represented a genomics sequencing company in its initial public offering, a follow-on public offering and an at-the-market public offering.
- Represented a biopharmaceuticals company developing drugs that regulate the effects of cortisol in a follow-on public offering.
- Represented the underwriters of the initial public offering of a biopharmaceuticals company developing oncology therapeutics.
- Represented an advanced material company in its initial public offering.
- Represented a ride-sharing company in its initial public offering.
- Represented a biopharmaceuticals company developing therapeutics for the treatment of acute migraine in its initial public offering, multiple follow-on public offerings and the issuance of a public equity line of credit.
- Represented the underwriters of the initial public offering of a biopharmaceuticals company developing small-molecule therapeutics.
- Represented the underwriters of the initial public offering and follow-on public offering of a biopharmaceuticals company developing therapeutics for the treatment of central nervous system conditions.
- Represented a biocatalysis company in its initial public offering.
- Represented a biopharmaceuticals company developing autoimmune therapeutics in its initial public offering.
- Represented an investment bank acting as a placement agent for a private investment in public equities (a PIPE transaction) of a biopharmaceuticals developing peptite therapeutics.
- Represented the underwriters of the initial public offering of a medical device company developing spinal devices.
SELECT M&A TRANSACTIONS
- Represented a private equity firm in its proposed acquisition of assets in connection with the bankruptcy of a media company.
- Represented a Taiwan-based global top ten solar cell manufacturer in its acquisition of a solar photovoltaic module assembly operation located in Newark, Delaware, the first acquisition by an Asian-based solar manufacturer of a U.S. solar panel facility.
- Represented a fintech company in its sale to a public software company.
- Represented a biopharmaceuticals company developing therapeutics to treat chronic kidney disease in its sale to a public biopharmaceuticals company.
- Represented a biopharmaceuticals company developing therapeutics to treat oncology indications in its acquisition of assets from a public biopharmaceuticals company.
- Represented a public genomics sequencing company in its negotiations for a sale of the company.
- Represented a public biopharmaceuticals company developing therapeutics to treat acute migraine in its negotiations for a sale of the company.
- Represented a biopharmaceuticals company developing therapeutics to treat oncology indications in its sale to a Japanese public pharmaceuticals company.
- Represented a public biocatalysis company in an acquisition of assets from a public biopharmaceuticals company.
- Represented a biocatalysis company in its acquisition of another private biocatalysis company.
- Represented an open source software application and performance monitoring company in its sale to another open source private software company.
- Represented a NASDAQ-listed financial services company in connection with the proposed acquisition of a major Chinese internet technology services company.
- Represented a U.S.-based cloud computing, cyber security and big data solutions company in connection with its acquisition of a Chinese subsidiary of a multinational company engaged in software development for the medical and pharmaceutical industries.
- Represented a Pennsylvania-based renewable energy company in connection with the sale of its advanced intellectual property assets to one of the world’s leading solar module manufacturers based in mainland China for consideration consisting of cash and a performance based earn-out; subsequently represented the client in arbitration to enforce the payment of the earn-out, resulting in a substantial settlement for the client.
- Represented the clean energy division of a European-based global energy conglomerate in connection with its acquisition of a Boston-based biofuels portfolio company via reverse triangular merger; subsequently created a consulting and stock option package for the original founder which contained a complex performance-based vesting protocol tied to the achievement of R&D milestones.
- Represented a cloud-based Durable Medical Equipment (DME) benefits manager headquartered in New Jersey in connection with its acquisition of a smaller competitor.
- Represented a major European commercial bank in connection with the divestiture of two U.S.-based investment advisory businesses to management.
- Represented the leading French internet auction site in connection with the sale of the company to a U.S.-based public company for approximately $100 million in stock.
- Represented a pioneering company in the field of electronic commerce software (EDI) in connection with the sale of the company to a competitor via a merger for consideration consisting of public stock valued in excess of $200 million at the time of the announcement of transaction.
- Represented a leading provider of automated helpdesk software in connection with the sale of the company to the largest public anti-virus software company for consideration consisting of approximately $120 million in cash.
- Represented a paper packaging manufacturer formerly listed on the New York Stock Exchange in connection with its acquisition of manufacturing facilities and other assets in the United States and Canada via several transactions aggregating $200 million.
- Represented a distributor of auto parts for imported vehicles in the after-market in connection with the sale of the company to a competitor in exchange for a substantial minority equity interest in the combined company; subsequently represented the minority stockholders of the combined company in connection with the sale of the company to another competitor for consideration of $300 million in cash.
- Represented a New York-based regional supplier of telecommunications components in connection with a sale of the company to a public company for approximately $20 million in cash and securities.
- Represented a New Jersey-based spin-off of a company active in the voice application sector in connection with the sale of the company to a public company.
- Represented a developer of virtual storage software and consulting solutions in connection with the acquisition of a New England-based network integrator for cash and private securities.
- Represented a New York City-based developer of middle market software for architects and engineers in connection with the sale of the company to a public company for cash.
- Represented a Westchester-based developer of sales tax management software in connection with the sale of the company to a large publication house for cash.
PRIVATE EQUITY AND FUND FORMATION
- Represented a US private equity fund in connection with a series of portfolio transactions.
- Represented a US private equity sponsor in connection with fund formation and fund raising and general advice on deal sourcing, portfolio management and exit.
- Represented a US private equity sponsor in connection with proposals to launch a China private equity fund, including advice on pure offshore non-RMB funds, foreign invested RMB funds and pure domestic RMB funds.
- Represented a global investment management firm operating through offices in the US, UK and Hong Kong in connection with on-going regulatory compliance and enforcement matters involving multiple jurisdictions.
- Represented a private equity fund sponsor in connection with the formation and launch of leveraged buyout and mezzanine financing private equity fund.
- Represented a private equity fund sponsor in connection with the formation of a growth capital fund investing in mature companies with proven track records.
- Represented a private equity fund sponsor in connection with the formation of a real estate fund with an opportunistic strategy involving investments in raw land and properties requiring development or major enhancements.
- Represented an asset management firm in connection with regulatory compliance matters, including advice on the design of improved compliance policies and procedures and monitoring systems.
- Represented an asset management firm in connection with the adoption of a global compliance program incorporating global and jurisdiction-specific compliance manuals and codes of ethics; on-going assessments and reports on effectiveness; advisory materials for the front office; detailed compliance manuals; data analysis / trade monitoring and regulatory due diligence on new jurisdictions and strategies; training materials; creation of a compliance resource center for employees providing access to manuals, policies and alerts; institution of a compliance hotline and business continuity and disaster recovery plans.
- Represented a fund sponsor in connection with investment management matters, including advice on the Investment Advisers Act, separately managed accounts, potential conflicts of interest, corporate governance and broker/dealer issues.
- Represented the venture capital management group of an Asia Pacific bank in connection with the formation of a RMB-denominated private equity fund investing in the food and beverage industry in China.
OTHER ENERGY AND INFRASTRUCTURE
- Represented an energy company in connection with development of a coke treatment and handling facility for a $1 billion refinery project in Egypt.
- Represented an energy company in connection with the negotiation of a contract to deliver gas from South Sumatra to three plants owned by Perusahaan Listrik Negara (PLN), the state electricity company of Indonesia, including gas transportation arrangements and the development and financing of a 660-kilometer gas pipeline.
- Represented an energy company in connection with $1.15 billion limestone electron share trust and Rule 144A notes offering in a deconsolidation transaction for domestic power assets, including power generation, transmission and distribution assets and natural gas and crude oil storage, transportation and extraction facilities.
- Represented an energy company in connection with financial restructuring and negotiation of security and inter-creditor arrangements for $7 billion of conventional debt and project financings involving affiliates around the world.
- Represented an energy company in connection with $950 million 144A notes exchange offer resulting in the elimination of rating triggers.
- Represented an energy trading company in connection with the negotiation and preparation of a long-term contract to supply fuel and to market 832 MW of capacity and associated energy and services for a generating facility of The AES Corporation.
- Represented an energy trading company in connection with the negotiation and preparation of a tolling agreement with The AES Corporation for 4,200 MW of output in southern California.
- Represented a gas transmission company in connection with an investment in the Sumatran Pipeline Project sponsored by PT Perusahan Listrik Negara (PLN), the state electricity company of Indonesia, which was the first gas transmission project in Indonesia involving private sector investors.
- Represented an American multinational energy company in connection with a $1.5 billion multi-jurisdictional, multi-currency credit facility.
- Represented a project sponsor in connection with the corporate restructuring, project financing and power and gas supply arrangements for a polyethylene plant in the Philippines.
- Represented an U.K.-based multinational energy company in connection with the $18 billion proposed development and financing of the North Slope Alaska Gas Pipeline to deliver gas from Alaska to the lower 48 states, including advice on the development of the federal loan guarantee program under Alaska Natural Gas Pipeline and Title III of the Energy Policy Act of 2003 (HR6) and development of a financing plan.
- Represented the sponsor consortium in connection with the $412 million limited recourse financing for the 716.8 MW Phu My 3 gas-fired power plant in Vietnam Phu, part of the Phu My project comprising a series of power plants with a combined capacity of up to 3,900 MW, the largest in Vietnam.
- Represented the sponsor in connection with a $1 billion project bond offering for a deconsolidation/minority equity interest transaction for development of power generation and merchant energy assets in Brazil.
- Represented a Hong Kong stock exchange-listed oilfield services company in connection with oilfield exploration and development in Venezuela, including advice on the structure of a joint venture and financing by China Development Bank and other major financial institutions of the People’s Republic of China, including the Export-Import Bank of China, the Industrial and Commercial Bank of China and China Construction Bank.
- Represented a Hong Kong stock exchange-listed oilfield services company in connection with a joint venture to develop proposals and sales of oilfield recovery products to Petroleos de Venezuela.
- Represented the sponsors in connection with the development of a 45 MW coal-fired cogeneration facility in China.
- Represented the sponsors in connection with the development and financing of a 500 MW natural gas-fired peaking power plant in McHenry County, Illinois.
- Represented the sponsors in connection with the $600 million multi-tranche financing of the Tuxpan 1000 MW gas-fired power generation facility in Mexico involving commercial banks, Japanese and Spanish export credit agencies and political risk insurance providers.
- Represented the owners in connection with the twenty-year power purchase and sale agreement between AEP Power Marketing, Inc. and Tractabel Energy Marketing, Inc. for the capacity and energy to be produced by a 900 MW cogeneration plant in the US.
- Represented the sponsor in connection with the $350 million financing by the Inter- American Development Bank and a syndicate led by Banco Santander of Phase II of an electric transmission line project between Brazil and Argentina.
- Represented the sponsors in connection with the $475 million financing and development by the IDB of the Castello-Raposo Toll Road in Sao Paulo, Brazil.
- Represented the sponsors in connection with the $900 million development and financing of China’s first LNG Import Terminal and Trunkline (Project Finance International Asia-Pacific Oil & Gas Deal of the Year; Finance Asia Best Project Finance Deal).
- Represented the sponsors in connection with the development of a 460 MW mega-project coal-fired power plant near Orissa, India.
- Represented the sponsors in connection with the $200 million financing and refinancing and construction and completion of a 235 MW power generation project in Pakistan.
- Represented the sponsors in connection with the acquisition financing and operation of a 224.7 MW gas-fired simple cycle electric generating facility in the Republic of Trinidad and Tobago.
- Represented the sponsors in connection with the development and financing of a 135 MW expansion of a gas-fired IPP in Sulawesi, Indonesia and related gas sales arrangements from a sister company.
- Represented a major Chinese state-owned oil and gas company in connection with its proposed acquisition of participating interests in oil and gas assets in Iraq.
- Represented the State Grid Corporation of China in connection with its acquisition of seven high voltage electricity transmission assets in Brazil from Actividades de Construccion y Servicios of Spain.
- Represented Sinochem Group in connection with its $3.07 billion acquisition from Statoil of a 40% interest in the Peregrino offshore field.
- Represented Xinjiang Guanghui Industry Co. Ltd. (“XGI”) of China in connection with an agreement with shareholders of Kazakhstan-based Tarbagatay Munay LLP (“TBM”) to acquire a 49% in TBM.
- Represented a leading New York-based private equity firm in connection with the acquisition of Ferro (Suzhou) Energy Storage Materials Co. Ltd.
- Represented Anton Oil Field Service Group in connection with the establishment of a Sino-foreign joint venture with Schlumberger.
- Represented OSCJ Rosneft in connection with its investment in Vostok-Neftekhimiya Tianjin Refinery, a joint venture between Rosneft and China National Petroleum Co.
- Represented a major Chinese state-owned power company in connection with bids to purchase power sector assets in the Nigerian privatization of power sectors under the National Electric Power Policy of 2001 reforming the sector.