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Mary Beth Kerrigan Was Encore Panelist at CLE Webinar on Venture Backed M&A 02/10/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, M&A, Venture Capital & Private Equity.
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M0846587Back by popular demand, corporate partner Mary Beth Kerrigan spoke on an encore panel of this year’s ABA Business Law Annual Meeting, titled “Venture Backed M&A: Special Considerations”.  Mary Beth and her fellow panelists discussed complex issues that commonly arise in acquisitions of venture-backed companies, including complicated waterfalls, the blurring of management incentives with purchase price, and much more.

Congratulations to Mary Beth on another job well done!

To learn more about the conference, visit the ABA’s event page.

MBBP’s Joshua Watson quoted in Bloomberg article discussing private equity tax and financial reform in the Trump era 01/30/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Venture Capital & Private Equity.
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Corporate partner Joshua H. Watson was quoted in a Bloomberg article discussing possible changes to the private equity industry during Donald Trump’s presidency. The article details the top three priorities for the private equity industry as Trump takes office: carried interest, interest deductibility, and changing Dodd-Frank registration requirements. jhw-headshot-photo-2016-m0966396xb1386

Regarding Dodd-Frank requirements, Josh notes that if the reform act passed by Obama’s administration is rolled-back, particularly in regards to registration requirements for private equity firms, there could be bipartisan political support for exempting more small firms from registering. Specifically, Josh states that “if small to mid-sized managers are able to spend less of their resources on compliance, they will have more resources available for making and managing investments.”

For further detail, read the full article or contact Josh directly.

Jonathan Gworek Concludes Tenure as Chair of Private Equity and Venture Capital Committee at ABA Business Law Annual Meeting 09/06/2016

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events, M&A, Venture Capital & Private Equity.
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This year’s ABA Business Law Section Meeting will mark the end of Corporate Partner Jon Gworek’s position as Chair of the Private Equity and Venture Capital Committee.  Jon was appointed as chair of the committee in 2013 during the annual meeting, and in the role has been integral in planning the committees activities and meetings.  M0846570

During this year’s meeting in Boston, Jon will act as moderator for various meetings, while the Private Equity and Venture Capital Committee will present two panels: “Valid Corporate Action: Avoiding Failures in Authorization and Ratifying Defective Corporate Acts” and “Venture Backed M&A: Special Considerations”.

The Private Equity and Venture Capital Committee will feature a number of distinguished speakers, including Vice Chancellor Glasscock of the Delaware Court of Chancery, Bruce Patton of Vantage Partners, co-author of Getting to YES: Negotiating Agreement Without Giving In and Distinguished Fellow and co-founder of the Harvard Negotiation Project, and prominent corporate venture capitalists, Carl Stjernfeldt from Shell Technology Ventures, and Frank Andrasco from Siemens Venture Capital.

Jon has thoroughly enjoyed leading the Private Equity and Venture Capital Committee over the past three years, and is looking forward to remaining actively involved in the Business Law Section of the ABA.

To read more about MBBP’s involvement with the Annual Meeting, read the latest posts on our M&A Today blog.

Scott Bleier Participating In This Year’s ABA Business Law Annual Meeting 09/01/2016

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events, Venture Capital & Private Equity.
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M0846500MBBP Corporate Partner Scott Bleier will participate in two separate sessions during this year’s ABA Business Law Annual Meeting in Boston.  Scott will be discussing the recent Sun Capital Partners III v. New England Teamsters & Trucking Industry Pension Fund (D. Mass. March 28, 2016) court case at the Private Equity and Venture Capital Jurisprudence meeting on Friday, September 9th.  Additionally, later that day he will be leading a presentation of the Venture Capital Transactional Documents and Issues Subcommittee regarding various alternative approaches to financing start-up companies, including SAFEs and KISSs.

The annual meeting will include dozens of panels with varying topics and networking opportunities. Read all about the conference and MBBP’s involvement on our M&A Today blog.

PEVC Committee Chair to attend ABA Business Law Section Conference 04/07/2016

Posted by Morse Barnes-Brown Pendleton in Attorney News, MBBP news, Venture Capital & Private Equity.
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M0846570This week Attorney Jon Gworek, chair of the ABA Private Equity and Venture Capital Committee, is off to Montreal for the 2016 Business Law Section Spring Meeting. The Business Law Section of the American Bar Association includes over fifty committees with the PEVC being the fifth largest. Throughout this conference, the PEVC Committee has a full and exciting agenda.

To learn more visit our VC blog.

MBBP Attorney Leads Private Equity and Venture Capital Committee at ABA Business Law Annual Meeting 10/20/2015

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events.
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Start-Up Attorney Jonathan GworekIn September, the Private Equity and Venture Capital Committee of the ABA‘s Business Law Section met in Chicago at this year’s annual meeting. As chair of the ABA‘s PEVC Committee, MBBP corporate partner Jon Gworek was integrally involved in the planning of the committee’s activities and chaired the full committee meeting in Chicago which included a discussion with the Honorable J. Travis Laster, Vice Chancellor of the Delaware Chancery Court.  The PEVC Committee also sponsored two CLE events; “The Spectrum of Private Equity: From Venture Capital to Mezzanine and Everything in Between”, and “Cross-Border Private Equity and Venture Capital Transactions”.

To learn more, please contact Jon Gworek.

MBBP Attorney to Discuss Judicial Developments Pertaining to Venture Capital at ABA WebEx Meeting 10/14/2015

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Events.
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Corporate Attorney Scott BleierOn Friday, October 23 from 1-2pm, MBBP Corporate Attorney Scott Bleier will sit as one of four panelists at a WebEx meeting hosted by the Private Equity and Venture Capital Committee of the American Bar Association. The panelists will discuss important cases that are to be featured in the upcoming Annual Survey of Judicial Developments Pertaining to Venture Capital.

For the first time ever, the Annual Survey will be a featured article in The Business Lawyer, the very influential and widely read publication of the ABA that it is published on a quarterly basis each year.

Scott’s article, a case study of In Re Nine Systems Shareholders Litigation,  will be published this month in the newest issue of The Business Lawyer.

To learn more or to register for this event, please feel free to email MBBP directly.

MBBP Client Dane Street on Inc. Magazine Hot List 08/21/2015

Posted by Morse Barnes-Brown Pendleton in Client News.
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Our client Dane Street, a Dane Street Client Logo (M0739750)leading national provider of IME and Peer Review services to the Worker’s Compensation, Disability, Auto and Group Health markets, was recently named to the noted Inc. Magazine’s List of Fastest Growing Private Companies for 2014. What might be even more impressive is the fact this is the 3rd year in a row Dane Street has made the list, reflecting their 522% revenue growth during the period from 2011 to 2014. As CEO Will Fulton said, “Being recognized by Inc. Magazine for three consecutive years is a source of great pride for Dane Street.”

The focus of the List issue is on the importance of outstanding leadership in achieving success in today’s highly competitive market.  As Inc. President and Editor–in-Chief Eric Schurenberg said, “You have to remember that the average company on the Inc. 500/5000 [list] grew nearly six-fold since 2012. Business owners don’t achieve that kind of success by accident.” Clearly, Will Fulton and his savvy executive team have what it takes to take their company to the top.

MBBP is proud to partner with Dane Street and we congratulate them on this well-earned honor.

MBBP Has Busy Month with a Number of Noteworthy Deals 06/04/2015

Posted by Morse Barnes-Brown Pendleton in Client News, Deal News, M&A.
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VirginMBBP Client Virgin Pulse received $92 Million in venture financing from Insight Venture Partners enabling Virgin Pulse to accelerate the growth of the market-leading products that replenish and recharge employees by providing tools that build better habits.

imagesIn addition Serruya Capital Partners, a Toronto based private equity firm, acquired MBBP Client Tivoli Audio, a global premium audio products company. This complex transaction required engagement with foreign legal counsel in Europe.

Capping off the month was the acquisition of MBBP Client Diversified Project Management, a construction management services firm to STV, a national construction management firm.M0785161

Shannon Zollo was the lead corporate attorney on MBBP’s team.

Morse, Barnes-Brown & Pendleton served as counsel to all three clients, and advised them in connection with the structuring, negotiation and documentation of these transactions.

To learn more, read the full press release.

MBBP’s Jon Gworek on Panel for Harvard Law School Event: Careers in Venture Capital and Private Equity for J.D. Students 10/30/2014

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events, MBBP news, Venture Capital & Private Equity.
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Corporate Attorney Jonathan GworekHarvard Law School’s Office of Career Services is hosting an upcoming event, Careers in Venture Capital and Private Equity for J.D. Students on November 12th. MBBP Partner Jon Gworek will serve as a panelist at this event along with Deirdre Cummane of ATV Capital and David Kreisler of Weil Gotshal. This event will discuss topics such as the key differences between venture capital and private equity, a lawyer’s role in the field, and  strategies on how to embark on a career in the field.

For any questions regarding venture capital and private equity, please contact Jon Gworek

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.

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.

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.

Jon Gworek and Scott Bleier Lead Discussions At ABA Annual Meeting 08/30/2012

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events.
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Corporate Attorney Jonathan GworekOn August 3rd the Venture Capital Transactional Issues and Documentation subcommittee of the Private Equity and Venture Capital Committee of the Business Law Section of the American Bar Association met at the 2012 Annual Meeting in Chicago.  MBBP Partner and subcommittee chair Jon Gworek gave a presentation with Derek Squire, Co-General Counsel of Comcast Ventures, covering special considerations related to corporate venture capital. MBBP attorney and committee member Corporate Attorney Scott BleierScott Bleier also led a discussion on some of the changes to be expected to the National Venture Capital Association (NVCA) standard form documents.

Please visit our resources page to view our VC articles and newsletters. For any questions, feel free to contact Jon or Scott.

Jon has recently been named as vice-chair of the Private Entity and Venture Capital (PEVC) Committee of the ABA Business Law Section as well. Congratulations Jon!

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