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Newest Issue of Preferred Returns Released 10/06/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, MBBP news, New Resources, Venture Capital & Private Equity.
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Corporate Attorney Jonathan GworekLast month, the most recent issue of Preferred Returns, the online publication of the American Bar Association’s Private Equity and Venture Capital Committee was released. This issue includes the Committee’s second annual survey of venture capital cases for 2013, which summarizes the most significant cases from last year.   The publication has a number of useful articles covering the latest legal development impacting the venture capital industry,  including cases covered by MBBP’s Mary Beth Kerrigan and Scott Bleier, as well as other developments of note.

MBBP Partner Jon Gworek is current chair of the ABA PEVC Committee

For more info, please contact Jon 

Jon Gworek Leads Private Equity and Venture Capital Committee at ABA Business Law Annual Meeting 09/29/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Events, Venture Capital & Private Equity.
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Corporate Attorney Jonathan GworekThe Private Equity and Venture Capital Committee of the Business Law Section of the American Bar Association met September 11-13th at this year’s annual meeting held in Chicago. As chair of the PEVC Committee, MBBP Partner Jon Gworek was integrally involved in the planning of the committee’s activities and cahired the full committee meeting in Chicago. The PEVC Committee sponsored two CLE events; “Drafting a Stronger Preferred Stock: Responses to Recent Case Law Developments”, and “How Inside and Outside Corporate Counsel Can Work Together to Maximize the Value of Corporate Legal Services”.

 

To learn more, please contact Jon Gworek.

Should You Incorporate Your Business? 07/23/2014

Posted by Morse, Barnes-Brown Pendleton in Venture Capital & Private Equity.
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By: Hillary PetersonCorporate Attorney Hillary Peterson

70% of all businesses in the country are organized as a sole proprietorship, but operating a business as an unincorporated entity is not without its disadvantages. Because of this, it is important for any business owner to consider forming a separate legal entity, such as a corporation, limited liability company or partnership, regardless of the size or nature of the business. There are a number of significant benefits to forming a corporation or LLC, including:

  • Protection of Personal Assets
  • Ability to Raise Capital
  • Perpetual Existence
  • Flexible Tax Treatment
  • Additional Credibility

Learn more here.

Mary Beth Kerrigan to Speak on How to Raise Money from Family and Friends 05/30/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Events, Venture Capital & Private Equity.
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Corporate Attorney Mary Beth KerriganThe Enterprise Center at Salem State University is hosting an event titled “Raising Money from Friends and Family – How to Do it Right” on Friday, June 6th. MBBP Corporate Attorney Mary Beth Kerrigan is one of three speakers at the event who will provide an interesting discussion on early sources of funding, from both traditional and non-traditional sources, how to do it right, and the crucial pitfalls to avoid.

To learn more or to register for the event, please visit the Enterprise Center.

Do you have questions regarding seed funding? Feel free to contact Mary Beth.

Radio Entrepreneurs Interviews Shannon Zollo 04/28/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate, Legal Developments, Venture Capital & Private Equity.
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Corporate Attorney Shannon Zollo

The Radio Entrepreneurs, a show that provides advice, information and connections for entrepreneurs, service providers and established companies, recently interviewed MBBP Corporate Attorney Shannon Zollo. Shannon was invited to discuss the Exit Planning Exchange (XPX) Boston, a community of trusted advisors to privately-held businesses and their owners who are focused on a successful path to the exit, and its annual Summit on May 2nd. The 2014 XPX Summit‘s theme is on growth and liquidity and helping business owners achieve both. To listen to the full discussion, please click the following link: Radio Entrepreneurs Interviews MBBP Attorney Shannon Zollo

Feel free to contact Shannon with any questions on exit planning or XPX.

Visit XPX Summit 2014 for more information or to register for the event.

Is Boston the new Cambridge for Tech Companies? 04/07/2014

Posted by Morse, Barnes-Brown Pendleton in New Resources, Venture Capital & Private Equity.
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Corporate Attorney Scott BleierBy: Scott Bleier

Blessed with two world-class research universities in Harvard and MIT and the annual parade of newly minted PhD’s and MBAs walking through their doors with dreams of entrepreneurship, Cambridge has long been the epicenter of the technology company/start-up community in the Greater Boston metropolitan area. However, according to recent statistics, the local tech landscape may be changing. CB Insights, a data services firm, recently published a report showing 2013 marked the first time that venture capitalists invested in more companies located in Boston than Cambridge. What does this mean for the local tech community? Read the full article to on our new VCs and Startups blog to find out.

Jonathan Gworek Panels ABA Event on Great Hill Equity Partners Case 03/03/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Venture Capital & Private Equity.
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Corporate Attorney Jonathan GworekOn January 27th, MBBP Corporate Partner and Chair of the Private Equity and Venture Capital Committee of the American Bar Association, Jonathan Gworek, moderated a webinar on the implications of the recent Great Hill Equity Partners case. In this case the Delaware Court of Chancery held that under Section 259 of the DGCL, all privileges—including the attorney-client privilege—pass from the acquired corporation to the surviving corporation in a merger.

In October, Jon moderated a similar webinar on the recent In re Trados Inc. Shareholder Litigation opinion, in which the Delaware Court of Chancery found that a sale of the venture backed company was entirely fair notwithstanding the fact that the common stockholders received none of the merger consideration.

Materials from both panel discussions can be found here.

Please feel free to contact Jonathan Gworek with any questions on these topics.

Joe Martinez to Speak At Equity Crowdfunding Symposium 02/24/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Events, Venture Capital & Private Equity.
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Corporate Attorney Joseph MartinezOn Thursday, April 24, MBBP Corporate Attorney Joseph Martinez will sit as a panelist for Quincy College Symposium on Equity Crowdfunding. With the passage of the Jumpstart Our Business Startups (JOBS) Act of 2012, the world of Equity Crowdfunding promises to stir the pot for investors and entrepreneurs alike. Joe will help lead a discussion that focuses on new and traditional sources of business capital including equity crowdfunding, bank loans, government loans, vendors and more.

For more details or to register visit the event page.

Please feel free to contact Joe with any questions on raising capital.

Jonathan Gworek Published in Business Law Today 02/13/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, M&A, Venture Capital & Private Equity.
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Corporate Attorney Jonathan GworekMBBP Corporate Attorney and Chair of the Private Equity and Venture Capital Committee of the American Bar AssociationJonathan Gworek, was recently published in the January edition of Business Law Today, a publication by the American Bar Association. Jonathan’s article, “The Threat of Social Media Diligence on the Confidentiality of the M&A Process“, covers the very practical impact of the Internet and “social media diligence” on the confidentiality in M&A transactions and suggests certain practices that the parties might adopt to both mitigate and more fairly allocate this risk.

Visit Business Law Today to read the full article.

For more information on the M&A process, please feel free to contact Jon.

Joseph Marrow to Speak At Boston College 02/11/2014

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Venture Capital & Private Equity.
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Corporate Attorney Joseph MarrowOn Tuesday, February 18th MBBP Corporate Attorney Joseph Marrow will be a guest lecturer for the Carroll Graduate School of Management at Boston College. Joe will be discussing venture capital term sheets for an Entrepreneurial Finance class.

Please feel free to contact Joe with any questions on VC term sheets.

For more information on term sheets visit our resources page.

MBBP Hosts Goldenseeds Boston Office Hours 11/19/2013

Posted by Morse, Barnes-Brown Pendleton in Venture Capital & Private Equity.
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Golden Seeds On Thursday, November 14th MBBP hosted the first of many Golden Seeds Boston Office Hours in which experienced private investors lead a presentation on the basics of angel funding and the Golden Seeds investment process. Following the presentation, attending entrepreneurs had the ability to meet one-on-one with investors, receiving feedback on their business venture and  answers to questions about the angel investing process.

Golden Seeds is an investment firm that pursues above market returns through the empowerment of women entrepreneurs and the people who invest in them.

To learn more about Boston Office Hours, please visit Golden Seeds.

Scott Bleier to Present at TechSandBox Workshop 08/07/2013

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Events, Venture Capital & Private Equity.
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Corporate Attorney Scott BleierOn August 20th MBBP Corporate Attorney Scott Bleier will co-present at a TechSandBox Pail and Shovel Workshop, What’s It Worth; Valuations, Term Sheets and Partnerships. This two-hour workshop is for Founders and Business Owners who are preparing for outside funding or acquisition.

Please visit TechSandBox to register for this event.

Caffeinate Labs Product Named One of Massachusetts Biggest Kickstarter Campaigns 08/02/2013

Posted by Morse, Barnes-Brown Pendleton in Client News, Venture Capital & Private Equity.
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Caffeinate LabsBoston.com recently published its list of Massachusetts’ Biggest Kickstarter Campaigns with MBBP client Caffeinate Labs product, Pocket Monkey, reaching number 8. Pocket Monkey is a wallet utility tool the size of a credit card and one-millimeter-thick that can act as a bottle opener, a door-latch slip, ruler, letter-opener, and orange-peeler. It also has three screwdrivers and works as a wrench for three bolt sizes.  Caffeinate Labs received 1,921 backers and raised $27,550 of a $4,500 goal.

Congratulations Caffeinate Labs!

Please visit Caffeinate Lab’s website for more information.

Not Quite Private, Private Placements — SEC Lifts Ban on General Solicitations 07/26/2013

Posted by Morse, Barnes-Brown Pendleton in Corporate, Venture Capital & Private Equity.
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Corporate Attorney Joseph MartinezMBBP Corporate Attorney Joe Martinez just published a new article: Not Quite Private, Private Placements — SEC Lifts Ban on General Solicitations. As part of the implementation of the JOBS Act, the Securities and Exchange Commission (the SEC) has lifted an 80-year ban that previously prevented companies from using any form of “general solicitation” to attract investors. The revised rules will go into effect later this year after the expiration of a 60-day waiting period and the changes will allow companies to advertise about certain types of private offerings of debt and equity securities.

To read the full article, visit our resources page.

Joe Martinez Quoted in MedCity News Article on Advertising Fundraising 07/23/2013

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate, Venture Capital & Private Equity.
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Corporate Attorney Joseph MartinezOn July 15 MedCity News published an article titled “‘Can’ doesn’t always mean ‘should’ when it comes to the SEC’s new rules for advertising fundraising“. The article explains that the Securities and Exchange Commission recently voted to adopt a piece of the JOBS Act which would remove a ban on general advertising for private securities. One of the biggest changes companies will face as a result of this new rule is they will be required to take reasonable steps to ensure that their investors are in fact accredited — that they have a net worth of more than $1 million (excluding their homes) or have a salary higher than $200,000. MBBP Corporate Attorney Joe Martinez believes this may be a drawback:

This type of an inquiry is much more intrusive than has been typical for angel investors in the past. I think it could scare away both experienced angel investors and folks new to the game. It also could add a bit more overhead to the financing process.

For more information please see the full article here.

Jon Gworek added to NextView Ventures Go-To Startup Service Provider List 07/10/2013

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Venture Capital & Private Equity.
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Corporate Attorney Jonathan GworekOn July 9th, MBBP client NextView Ventures published its List of Go-To Early-Stage Service Providers in its Boston Portfolio. NextView surveyed its Boston-based portfolio Founder/CEOs asking which service provider firms they prefer in categories such as corporate legal counsel, recruiters, financial matters, and payroll. Corporate Attorney Jonathan Gworek was selected as a top corporate legal counsel to Boston-area startups surveyed. Congratulations Jon!

Please visit NextView Ventures blog, GenuineVC, for the full article.

Radio Entrepreneurs Interviews Shannon Zollo 04/01/2013

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate, Legal Developments, Venture Capital & Private Equity.
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Corporate Attorney Shannon ZolloOn Tuesday, March 5th MBBP Corporate Attorney Shannon Zollo was a guest of the “Radio Entrepreneurs” Show which provides advice, information and connections for entrepreneurs, service providers and established companies. Shannon provided listeners with information on emerging trends in private equity and venture capital transactions. For the full discussion, please click the link below:

Shannon Zollo Radio Entrepreneurs Interview

Feel free to contact Shannon with any questions on private equity or VC transactions.

NEW VC Spotlight Features 2012 VC Data, Dilution, Crowdfunding, and Non-Compete Legislation 03/20/2013

Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate, Industries, Legal Developments, New Resources, Venture Capital & Private Equity.
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Each quarter, MBBP compiles a comprehensive database of venture capital transactions that have closed within New England, New York and New Jersey. In our most recent VC Spotlight, MBBP presents the 2012 First Institutional Rounds – Deal Terms in the chart seen below.Venture Capital Data: 2012 First Institutional Rounds - Deal Terms

Further data analysis can be found in this quarter’s VC Spotlight Newsletter.

Other articles featured include:

  •  The Price of Growth – The Lifecycle of a Company from a Founder’s Dilution Perspective
  • What Every Startup Should Know About Crowdfunding
  • New Proposed Massachusetts Non-Compete Legislation Focuses on Duration of Restrictions

The full newsletter is available here.

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