Dalhousie University, Schulich School of Law, J.D., 2000

University of New Brunswick, B.A., Political Science, 1995

Mergers and Acquisitions

Sell-Side Engagements

• Represented Delta Project Management, a leading provider of regulatory compliance and project management solutions to the life science industries, in its sale to Verista, a life science business and technology consultancy.
• Represented the owners of CoComelon, the #1 most-watched YouTube channel in the world, in the sale of the channel to U.K.-based Moonbug Entertainment.
• Represented two Northern California cannabis dispensaries in their collective $14.6 million sale to a leading national cannabis brand and publishing company.
• Represented a wholesaler of branded and nonbranded sportswear in its sale to a private equity-backed competitor in the same industry. The transaction involved designing the auction process, evaluating bidders, and negotiating the letter of intent, the purchase agreement and other transaction documents.
• Represented a software company in the sale of a 75% stake in the company to an Atlanta-based private equity firm in a transaction with a total value of $37 million. The transaction included the restructuring of the capital structure of the company and advising the company’s management team with respect to rolling $10 million of equity into Series A preferred stock.
• Represented a privately held video-platform company in its proposed $80 million merger with a Nasdaq-listed digital network operator.
• Acted for a San Francisco-based digital marketing agency in its $5 million sale to a NYSE-listed, publicly traded strategic buyer.
• Represented a browser security startup in its sale to Box, Inc. following Box’s initial public offering.
• Advised a family-owned, California-based manufacturer in a majority sale transaction to a private equity group, including the rollover of a portion of the family’s equity.
• Represented a Bay Area company focusing on sleep apnea treatment in its sale to a competitor.
• Acted for a multilocation coffee franchise operator in its sale back to a leading international coffee roasting company.
• Represented a Bay Area professional staffing firm in its sale to a private equity buyer.
• Assisted in advising a professional mobile design team on its sale to PayPal, Inc., at the time a subsidiary of eBay Inc.
• Counseled a leading East Coast privately held webcasting company in its sale to an established California-based, venture-backed strategic buyer.

Buy-Side Engagements

• Represented Ennov SAS in their acquisition of the U.S.-based Enterprise Technology division of Calyx as part of an international team of advisors.
• Represented Wasserman Media Group in its acquisition of Paradigm Talent Agency’s North American live music representation business and the launch of Wasserman Music.
• Represented KC Global Media Entertainment in its acquisition of four pan-Asian television networks from Sony Pictures Entertainment.
• Advising a California-based midmarket behavioral health company in its strategic acquisitions of rival behavioral health companies.
• Represented a privately held midmarket clothing manufacturer in its $10 million acquisition of an East Coast wholesale competitor.
• Represented a retail products manufacturer in its acquisition of certain intellectual property assets from a rival following a forced (and hostile) bankruptcy of the rival.

Financing Transactions

• Represented Sayari Labs, Inc., a global leader in financial intelligence and supply chain risk solutions, in a $228 million strategic growth investment it received from TPG, a global alternative asset management firm.
• Represented Skybound Entertainment in its substantial investment in Mega Cat Studios.
• Represented Rocket Lawyer, the digital legal services provider, in its major growth capital financing of $223 million led by Vista Credit Partners.
• Represented a cleantech and industrial innovation venture capital fund in its $2 million Series A financing of a new entity spun out of a major technology/IP development company.
• Represented one of the co-founders of an edtech company in a $30 million Series C financing, which valued the company near unicorn territory, and which included a significant secondary stock sale.
• Represented a California-based technology company in a $15M follow-on equity financing by a New York City-based investment management firm.
• Counseled a leading developer and operator of flagship real estate destinations in a $17 million corporate venture capital equity investment in a venture-backed entertainment company.
• Advised a Vancouver-based venture capital firm leading a $4 million Series Seed financing of a Silicon Valley-based battery technology startup.
• Represented an enterprise security solutions software development company from its inception through several private placements, including a $1 million convertible note round, a $2.25 million Series Seed qualified financing round and an $8.8 million Series A financing round.
• Represented and advised a takeaway food restaurant in several private placements totaling $7 million, including three convertible note rounds and a debt round, followed by two separate financing rounds.
• Advised high-net-worth individuals in various early-stage investments in startup technology companies.
• Represented a local brewery and distillery in various corporate matters and a $2 million private placement.
• Counseled an online women’s fashion company from formation through various seed investments by outside and angel investors.
• Advised a key holder and board member in the $20 million Series B equity financing by Quizlet, an online educational tools company, led by a new investor in the company with participation from existing investors.
• Represented a key holder and senior executive of a private equity-backed home products supplier in the restructuring of its existing equity and debt, including the negotiation of a new multimillion-dollar credit facility with its private equity sponsor.

General Corporate and Technology Transactions

• Represented a security software company in its commercial contracts, including the negotiation of its enterprise customer contracts.
• Represented 3D Robotics, a provider of aerial data mapping software and hardware, in repositioning its customer contracts to be enterprise focused and in its negotiations with resellers and enterprise customers, including large oil and gas companies and construction companies.
• Represented a Canadian-based publicly traded electronic parts supplier in its negotiation of a prototype parts development, supply and support agreement with a California-based Tier 1 automotive company.
• Counseled a venture-backed construction industry technology company in updating its customer contracts and processes and in negotiating its customer contracts with industry-leading construction companies.
• Represented a private equity-backed cosmetics company in negotiating a storefront lease and its third-party logistics agreements.
• Represented a Bay Area company providing accounting and related financial services to venture-backed startups in its corporate governance and stock option program, negotiation of its customer service contracts and on company strategic matters.
• Counseled an international nonprofit on all manner of commercial contracts, employee matters and corporate governance, including advising a special committee of the board.
• Advised a strategic consulting and M&A advisory services business on various client contract-related matters, including successful fee arrangements.