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Venture Capital 2011: Nuts & Bolts


Speaker(s): Adam M. Dinow, Anthony O. Pergola, Babak (Bo) Yaghmaie, Curtis L. Mo, Deirdre A. Cunnane, Dror Futter, Ellen B. Corenswet, Eric H. Wang, John J. Egan III, Lizette M. PĂ©rez-Deisboeck, Sarah Reed, Scott Ring, William B. Asher, Jr.
Recorded on: Mar. 10, 2011
PLI Program #: 29329

Adam Dinow is a partner in the New York office of Wilson Sonsini Goodrich & Rosati.

Adam represents clients at all stages of their life cycle, from incorporation to exit, with an emphasis on working with entrepreneurs and fast-paced, rapid-growth enterprises. He has worked closely with many of the most exciting technology companies in a diverse range of critical transactions, including seed, angel and VC financings; IPOs; and mergers and acquisitions. He also advises clients in complex corporate governance matters and strategic transactions. In addition, Adam has extensive experience representing venture capital funds, angel investors, and investment banks.

Adam is deeply involved in the New York technology community. He serves on the board of directors of the NY Tech Meetup, a nonprofit organization with over 19,000 members, and is a regular faculty member at General Assembly on matters of corporate law. He also represents a variety of technology-related nonprofit organizations on a pro bono basis and is a regular speaker and lecturer
on corporate law issues at institutions such as Columbia University, NYU, Johns Hopkins University, and Brooklyn Law School.
Adam formerly served as a member of the firm's Policy Committee.

EDUCATION:

  • J.D., New York University School of Law
    • Magna Cum Laude, Order of the Coif
  • B.S., State University of New York at Albany
    • Summa Cum Laude

ADMISSIONS:
  • State Bar of New Jersey
  • State Bar of New York


Deirdre Cunnane joined ATV in 2006 to provide legal counsel to ATV in connection with investments, fund management, and corporate matters. She currently co-leads the ATV Operations Team. Deirdre has more than 20 years of experience, specific to venture capital and private equity issues.  Prior to ATV, she was an investment officer at BancBoston Ventures where she managed venture and buy-out investments in the healthcare, high-tech, and retail industries. She also worked for six years as Deputy General Counsel at BancBoston Capital where she structured, reviewed and negotiated terms of equity and debt investments and management buy-outs in a $1 billion portfolio, which included significant direct investments in private equity, mezzanine, and venture funds.

Deirdre started her law career with, and later became a Partner in, Goodwin Procter, LLP's Corporate Department, where for nine years she represented venture capital and private equity investors in debt and equity financings and recapitalization transactions. She also advised emerging growth companies and provided legal counsel on mergers and acquisitions.
Deirdre holds a J.D. from Boston College Law School and a B.S. in Finance from the Boston College School of Management.

Deirdre is a member of the Massachusetts Bar Association. She has served as co-coordinator of the 2008 through 2012 Venture Capital General Counsel Annual Meetings.  Deirdre has been a panelist at the NVCA Annual Meeting and the Venture One Conference.


John Egan, a partner and co-chair of the firm's Technology Companies Group, focuses on corporate securities, venture capital, growth equity and technology enterprises. Mr. Egan is a key contributor to the Goodwin Procter Founder's Workbench, an online resource for start-ups, emerging companies and the entrepreneurial community. He rejoined Goodwin Procter in 2005.

WORK FOR CLIENTS

Mr. Egan's practice involves early and late-stage venture financings, growth equity and leveraged recapitalizations, IPOs, mergers and acquisitions, joint ventures, strategic licensing and the general representation of public and private emerging growth companies in industries ranging from enterprise software, networking, security and business services to communications, media and life sciences. He also represents numerous venture capitalists, private equity investors and investment banks and has extensive experience in intellectual property and licensing issues.

PROFESSIONAL ACTIVITIES

Mr. Egan has been selected for inclusion in Chambers USA: America's Leading Lawyers for Business and The Best Lawyers in America.

PROFESSIONAL EXPERIENCE

Prior to rejoining Goodwin Procter, Mr. Egan was a partner at McDermott Will & Emery in Boston, where he was a member of that firm's Corporate Department and global head of its Private Equity/Emerging Companies Group.

RECOGNITION

Mr. Egan has been selected for inclusion in Chambers USA: America's Leading Lawyers for Business and The Best Lawyers in America.


EDUCATION

  • J.D., Boston University School of Law, 1984
  • A.B., Brown University, 1981

BAR ADMISSIONS

  • Massachusetts


William B. Asher

"pragmatic judgment; strong strategic positions and calm demeanor in negotiations; dependable and technically excellent; wise counsel"
Chambers USA

Bill Asher is co-chair of the firm's Business & Technology and Life Science Groups.

Mr. Asher has more than 30 years of experience in corporate finance and securities law, venture capital, M&A and corporate governance.  He has been listed for many years in Chambers USA, Massachusetts Super Lawyers, Best Lawyers in America and PLC - Which Lawyer for Corporate and Mergers & Acquisitions.  Mr. Asher has also been named in The Legal 500 for venture capital and emerging companies.

PRACTICE FOCUS

Growth Companies:  advises growth companies, from start-up and early-stage through public offering or acquisition, on corporate formation, financing, strategic transactions, buy- and sell-side M&A, equity and executive compensation arrangements, corporate governance and other matters.

Public Companies & Capital Markets: initial public offerings and follow-on capital markets transactions representing both companies and underwriters, as well as disclosure and securities law compliance for public companies.

Corporate Governance:  represents boards of directors, special committees and senior management teams in matters involving sensitive corporate governance issues, including M&A transactions, corporate aspects of internal investigations, related party transactions and management transition.

Representative Clients and Transactions:  practice focus in technology and life sciences, including representation of public and privately-held operating, as well as entrepreneurs, boards of directors, venture capital firms, underwriters and financial advisers.  Also represents research institutions and investigators on matters relating to technology transfer, company formation and equity ownership in enterprisescommercializing laboratory research.

Professional and Community Involvement
Mr. Asher is a frequent speaker on matters relating to venture capital and entrepreneurship, public offerings, corporate governance and executive compensation. He has co-authored a chapter in on equity compensation in Massachusetts Business Lawyering. Mr. Asher has also served as a member of the executive committee of the Index of the Massachusetts Innovation Economy, an annual report published by the Massachusetts Technology Collaborative on key technology industry clusters in Massachusetts.


Babak (Bo) Yaghmaie is a partner in the Cooley Business department and a member of the Emerging Companies andVenture Capital practice groups. Bo is the head of the New York Business & Finance Group.

Bo's practice entails the representation of private and publicly-held emerging growth, high technology and life science companies, leading investment banks and venture capital funds, with a particular focus on seed and venture financings, IPOs, public offerings of equity securities, and mergers and acquisitions. 

Bo regularly represents a broad range of startups, venture-backed companies and venture capital funds. He has led well over 250 venture financing transactions and has been involved in many of the leading corporate and financing transactions in the New York area, including the representation of Union Square Ventures in connection with the formation and financing of Twitter. More recently, Bo represented Union Square Ventures, Accel and Index Ventures in connection with Etsy's IPO. Bo serves as a TechStars Mentor and as an ER Accelerator Mentor.

He is also a member of the Entrepreneurial Sounding Board at Columbia University's Eugene Lang Entrepreneurship Center. Bo has been recognized by Chambers USA as one of "America's Leading Lawyers," and by AlwaysOn as a "New York City Power Player" in digital media each of the last three years.

Bo has represented issuers and underwriters in more than 30 IPOs and dozens of equity public offerings by venture-backed issuers across a variety of verticals in the technology and life sciences industries. According to IPO Vital Signs, in 2014 alone, Bo represented issuers and underwriters on seven IPOs by venture-backed companies. He has served as counsel to many leading investment banks, including Cowen & Company, Credit Suisse, Deutsche Bank, Friedman Billings Ramsey, Goldman Sachs, Jefferies, Morgan Stanley, Piper Jaffray and Stifel. Bo has been named among the Top 100 IPO Lawyers in the United States.

Bo also is amongst the authors of the widely used book, Venture Capital & Public Offering Negotiation, published by Aspen Law & Business. He is a senior contributing editor of VC Experts' Venture Capital Encyclopedia and a contributing writer at Entrepreneur Magazine.

Bo is an adjunct professor at the Cornell University Law School. He is a member of the Emory College Alumni Board, a small group of alumni selected by the Dean of Emory College to advise and assist the Dean on the College's work and its academic mission. Bo is a member of the Board of Trustees of Prep for Prep,  an organization dedicated to providing gifted young people of color access to a first-rate education and an array of leadership development and professional advancement opportunities. He also is a member of the Board of Directors of The Diller-Quaile School of Music, where he serves on both the Finance and Development Committees of the Board. Bo is a member of the Leadership Council at Barnard College Athena Center and serves as a member of the Advisory Board of Mission: Restore, a non-profit organization dedicated to providing hope and surgical care to patients in developing nations. 

Prior to joining Cooley, Bo headed the New York Corporate & Securities Technology group and Venture Capital practice at Pillsbury Winthrop Shaw Pittman. Prior to that, he was a co-founding partner of the New York office of Wilson Sonsini Goodrich & Rosati.

Education

  • Boston University School of Law 
    JD, 1992
  • Emory University
    BA, 1989

Bar Admissions

  • Massachusetts
  • New York

Languages

  • Farsi (Persian)


Ellen Corenswet is a member of Covington’s Corporate Group and Venture Capital/Emerging Company Practice Group. She has served as outside general counsel to emerging growth companies, principally in the life sciences and technology industries, for over 40 years, and her practice has spanned California, Boston and New York.  Ellen also represents venture capital firms and corporate strategic investors in their venture investments and strategic rights negotiations.

Ellen’s company clients range from start-ups to public companies. She works closely with early stage companies and their founders to establish their governance structure, capitalization, and commercial and intellectual property rights, in order to ensure these companies are “venture-ready.” She advises companies and venture investors in a broad range of financings, from convertible notes to seed stage through multiple series of preferred and strategic financings, all with a focus on building towards an M&A exit or an IPO.

Ellen has been recognized as a leading lawyer by Legal 500 for her work in the Venture Capital & Emerging Companies area and is a frequent speaker on legal panels and at conferences, particularly in the life sciences industry. Ellen is on the Board of National Advisors of Springboard Enterprises, Inc., and has been a long-time advisor to Springboard companies in the life sciences, tech and digital health sectors. She also serves on the Board of Directors of New York BIO.


Sarah Reed is COO and General Counsel at MPM Capital, an early-stage life sciences venture capital firm with offices in Cambridge and San Francisco.  Prior to that, Sarah was GC at Charles River Ventures, an early-stage tech VC firm. She is a recognized expert on legal aspects of venture capital financings. In addition to publishing and contributing to articles in business, venture capital and legal periodicals, she is a frequent lecturer at national industry forums, continuing legal education programs and leading business and law schools. In addition, Sarah is the founding chairperson of an industry-wide, NVCA-endorsed initiative to create model venture financing legal documents. For her work in this area, the NVCA awarded Sarah with its Outstanding Contribution to the Venture Industry Award. 

Sarah serves as the Chairman of the Board of Trustees of the Harvard Yenching Institute and the head of its Investment Committee (http://www.harvard-yenching.org/). 

Sarah has also been a partner at Lowenstein Sandler, General Counsel at Palomar Medical Technologies, Inc. (a Nasdaq-listed laser medical device manufacturer) and an associate at Foley, Hoag & Eliot LLP.  Sarah earned her BA from Harvard College in East Asian studies (she is fluent in Mandarin Chinese) and her JD from Harvard Law School – class of ’91, where she never met Barack Obama, but did meet and marry Tom Reed, with whom she has three children.  Sarah is a fitness fanatic who teaches spin and bar method classes, and work-walks on a treadmill “desk.”-- in case you were wondering about the clomping when you reach her on her office line.


Curtis is recognized as a leading corporate and securities lawyer in Silicon Valley.

Curtis has represented emerging growth companies, major public companies,investment banks, venture capital funds and private equity funds in hundreds of public offerings, mergers and acquisitions, buyouts, venture capital financings and other complex transactions. He has extensive experience in corporate governance matters and regularly acts as general outside counsel to public and private companies at all stages of development, particularly in the technology, life sciences and consumer sectors.

Curtis was the founding and managing partner of the Palo Alto office of two different national law firms, and co-chair of the Corporate group in Silicon Valley for a third. He is a past co-Chair of PLI’s Annual Institute and founded and co-Chairs PLI’s Venture Capital series.


Dror Futter focuses his practice on startup and blockchain companies and their investors, and has worked with a wide range of technology companies. His fifteen years’ experience as in-house counsel included positions with Vidyo, Inc., a venture-backed videoconferencing company, and New Venture Partners, a venture fund focused on corporate spinouts. Prior to that, Mr. Futter was Counsel to the CIO of Lucent Technologies, as well as supporting parts of its sourcing organization.

Mr. Futter’s practice has three main focus areas:

Venture Finance/Corporate 
Mr. Futter has represented companies and venture funds in numerous equity and debt financing rounds, from early “friends and family” and Seed rounds to later-stage mezzanine financings, and has been on both sides of the table in these transactions. On the corporate side, he routinely handles corporate formations, employee equity plans and mergers and acquisitions. Mr. Futter has also been involved in over 40 corporate spinouts and understands the unique concerns of corporate venture investors.

Blockchain and Cryptocurrencies 
Mr. Futter advises clients with respect to legal developments in the rapidly developing blockchain and cryptocurrency spaces.   He has advised on ICO’s and has worked with consortia considering the issues involved in using permissioned blockchains to support supply chain record keeping.

Transactional IT & IP
Mr. Futter represents clients in a broad range of transactions, including: software licenses, SaaS Agreements, outsourcing agreements, development agreements, website terms and conditions, patent licenses, direct and indirect channel distribution agreements, services agreements, manufacturing agreements, and other supply chain agreements.

Mr. Futter serves on the Model Forms Drafting Group of the National Venture Capital Association, the legal advisory board of the Angel Capital Association and Legal Working Group of the Wall Street Blockchain Alliance. He is also a frequent speaker and writer on venture and blockchain related topics.  In addition, Mr. Futter is an Entrepreneur in Residence at the Stevens Venture Center of the Stevens Institute of Technology and a Mentor at Princeton University’s Keller Center.

Mr. Futter is a 1986 magna cum laude graduate of Princeton University and 1989 graduate of Columbia University School of Law. He also earned an Executive MBA in 1999 from the American Electronics Association Executive Institute of Stanford University.

 


Lizette M. Pérez-Deisboeck joined Battery in 2009 from Goodwin Procter LLP, where she was a Partner and a member of the Technology Companies and Private Equity Practice Groups. She has over 20 years of legal experience counseling entrepreneurs, public companies and private clients on a variety of matters, including formation, governance, financings, strategic alliances and mergers and acquisitions in the United States and abroad. Prior to Goodwin, Lizette was Vice President of Legal Affairs and Operations, at Idealab, a creator and operator of technology companies. Preceding her work at Idealab, she served as General Counsel at JuniorNet Corporation, a children's online service. Lizette was an associate in the Corporate Departments of Goodwin Procter LLP and Baker and McKenzie. She served as law clerk to the Honorable Michael A. Telesca of the United District Court of the Western District of New York.

She is a member of the California, Illinois and Massachusetts Bar Associations.

Lizette earned a JD from Boston University School of Law and BA from the University of Rochester.


Scott Ring is a partner and general counsel at Bessemer Venture Partners (BVP), where he works in the firm’s New York office. Scott joined BVP in 2003 and manages legal activities across the firm’s operations, including its offices in New York, Massachusetts, California, India and Israel.

Scott joined BVP from Venture Law Group in Menlo Park, CA, where he counseled entrepreneurs, public and private emerging-growth companies and venture-capital firms on a host of issues.

Scott holds a J.D. from Northwestern University School of Law, an M.B.A from Northwestern University’s Kellogg Graduate School of Management and a B.A. in economics from University of Michigan.


Mr. Wang’s practice focuses on mergers and acquisitions, having represented numerous public and private companies in various industries both within the United States and in cross-border transactions.  Mr. Wang primarily represents strategic acquirors in their M&A activity, but also represents clients in select sell-side transactions from time to time.  In addition, Mr. Wang manages a leading national M&A R&W insurance practice in the underwriting of several hundred M&A representation and warranty insurance policies over the last three years.  Eric has been recognized for his work in mergers and acquisitions by The Legal 500 United States and Chambers USA.