Office:
Sheppard Mullin
12275 El Camino Real, Suite 100 (Del Mar), San Diego, CA 92130
Phone:
(858) 720-8943 (Phone), (858) 509-3691 (Fax)
Specialties:
Corporate
Capital Markets
Emerging Company & Venture Capital
Mergers and Acquisitions
Public Company Corporate Governance and Compliance
ESG and Sustainability
Aerospace & Defense
Blockchain and Fintech
Blockchain
Fintech
EB-5
Energy, Infrastructure and Project Finance
Government Business Group
Hospitality
Life Sciences
Multifamily Housing
Retail, Fashion & Beauty
Memberships:
Memberships
•EB-5 Securities Roundtable
•The Aerospace & Defense Forum - San Diego Chapter Steering Committee
•Adjunct Professor, University of San Diego School of Law, teaches advanced deal structures and also regularly lectures on corporate law, strategic partnering and executive compensation
•Member, Society of Corporate Secretaries and Governance Professionals
•Member, American Bar Association
University:
Cornell University, B.A., with distinction in all subjects, 1989
Law School:
Yale Law School, J.D., 1992
Reported:
Experience: Representative Engagements: Represented NeuroBo Pharmaceuticals, Inc. (NASDAQ: NRBO) and predecessor entity shareholders for all corporate matters, including merger into public company, corporate governance, financing, acquisitions and strategic partnerships; Representing cloud-based enterprise software provider in acquisition by strategic acquiror (in process); Represented CPP Global in its acquisition by Westfall Technik; Represented LunaPBC in Series Seed round led by ARCH Venture Partners, F-Prime Capital and Osage University Partners; Represented Mesa Rim Climbing Gyms in Austin, TX expansion; Represented Lumedx Corporation in its acquisition by Intelerad Ltd.; Represented Ardian in its $195 Million acquisition of PRGX (Nasdaq: PRGX); Represented Majesco (NASDAQ: MJCO) in its $729 million acquisition by Thoma Bravo L.P; Represented PCM, Inc., (NASDAQ:PCMI) in $581 million acquisition by Insight Enterprises, Inc. (NASDAQ:NSIT); Represented Fluent, Inc., (NASDAQ:FLNT) in acquisition of AdParlor; Represented HomeFed Corporation in its acquisition by parent Jefferies Financial Group, Inc., of all shares not owned by Jefferies; Represented SavvyShares LLC in Regulation A offering involving the issuance of securities in exchange for market research and online behavior data contributed by members; Represented LunaDNA, LLC, in its first-of-its-kind Regulation A offering involving the issuance of securities in exchange for individual contributions of personal genomic, phenotypic, medical, health and related data; Represented major EB-5 funds in corporate governance; Represented HomeFed Corporation in its $134 million EB-5 offering for development of Cota Vera community in San Diego County; Represents Axos Financial, Inc. (NYSE: AX) on securities law and corporate governance matters; Represents Calavo Growers, Inc. (NASDAQ: CVWG) on securities law and corporate governance matters; Represents Fluent, Inc. (NASDAQ: FLNT) on securities law and corporate governance matters; Represented LendingTree, Inc., (NASDAQ:TREE) in its $300 million convertible notes offering; Represented SMHG Village Development LLC in its $120 million EB-5 loan facility for the development of Powder Mountain; Represented affiliate of HomeFed Corporation in its successful $125 million EB-5 offering; Represented TechFlow, Inc., in connection with its purchase by an ESOP; Represented Audit Committee of Marvell Technology Group, Ltd., (NASDAQ:MRVL) in connection with its investigation into certain accounting matters; Represented LendingTree, Inc., (NASDAQ:TREE) in its $112 million secondary public offering of stock; Represented Shea Family Care in its sale of nine skilled nursing and assisted living operations to The Ensign Group; Represented JMI Realty in its successful EB-5 financing of the Kimpton Hotel Van Zandt in Austin, Texas; Represented ZMC Hotels in its sale of 29 limited service hotels to Hall Equities Group; Represented Kratos Defense & Security Solutions, Inc., (NASDAQ:KTOS) in its $625 million high-yield debt offering; Represented utility-scale alternative energy projects in EB-5 financings; Represented BACTES Imaging Solutions and related companies in sale to Sharecare, Inc.; Represented LendingTree, Inc., (NASDAQ:TREE) in its sale of Home Loan Center to affiliate of Discover Financial Services; Represented Sagient Research Systems in its sale to Informa Business Information; Represented CACI International Inc (NYSE:CACI) in its acquisition of Paradigm Solutions, Inc.; Represented Rizvi Traverse Management in the going-private transaction of Playboy Enterprises, Inc.; Represented Northrop Grumman Corporation in its $1.5 billion registered debt offering; Represented Northrop Grumman Corporation in its $1.9 billion tender offer of outstanding debt; Represented Lenovo in its sale of interest in AsiaInfo; Represented Overland Storage, Inc., in its secondary public offering; Represented Northrop Grumman Corporation in its $850 million registered debt offering; Represented Special Committee of Pomeroy IT Solutions in its going-private transaction; Represented SiliconSystems, Inc., in its sale to Western Digital Corporation; Represented ZMC Hotels in its restructuring and refinancing of debt; Represented Xerox Corporation in its exchange of employee equity for PARC subsidiary; Represented RF Magic, Inc., in its merger with Entropic Communications, Inc.;