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Venture Capital 2018: Nuts and Bolts


Speaker(s): Buddy Arnheim, Curtis L. Mo, Danielle Naftulin, David A. Richardson, Gregory W. Heibel, Jared B. Grauer, Stephen Salmon
Recorded on: May. 31, 2018
PLI Program #: 221492

Buddy Arnheim, a senior partner in the firm's Business practice, is the founder and co-chair of the firms’ Emerging Companies and Venture Capital practice. Mr. Arnheim is trained as a corporate and securities lawyer, and has spent his entire career working with fast growing startup companies, venture capital funds and other investors who fund those businesses, and the investment banks and advisory firms who service those companies. Buddy is nationally recognized as one of the premier practitioners in the venture capital industry, and is widely referenced for his experience in the areas of corporate and securities law and corporate governance matters. He has been involved in hundreds of transactions, including public equity and debt offerings, merger/acquisition transactions, private equity investments, venture capital financing transactions, and complex restructurings and spin-off transactions.

Buddy's clientele includes startup and well-established emerging growth companies, primarily in the software, information technology, Internet, fixed and mobile communications technology, cleantech and life sciences sectors. In addition to founding and co-chairing the firm's ECVC practice, he also chairs the firm's Israel and Cleantech practices. In his spare time, Buddy serves as an adjunct professor at the University of Illinois College of Law, where he teaches an intensive seminar course on entrepreneurship. Buddy has lectured at Stanford University, University of California Berkeley, and various professional and industry seminars. He co-authored “The Public Company Handbook: A Practical Guide for Officers and Directors,” published by Bowne Financial Printing. He also co-founded Titan Aerospace, an atmospheric satellite upstart that was acquired by Google in 2014.

BAR ADMISSIONS

  • California
  • Illinois

EDUCATION

  • University of Illinois College of Law, J.D., magna cum laude
  • The Wharton School, University of Pennsylvania, B.S., Economics, magna cum laude

PROFESSIONAL RECOGNITION

  • Listed in The Best Lawyers in America 2016: Corporate Law
  • Ranked in Chambers USA (Corporate/M&A: Venture Capital), 2015 - 2016; (Startups & Emerging Companies), 2016
  • Recognized as a “Notable Practitioner” by Chambers USA, 2014 
  • Listed in San Francisco Magazine "Top Attorneys In Northern California," repeatedly over numberous years
  • Named in San Jose/Silicon Valley Business Journal "Top 40 Under 40" 2006
  • Listed in San Francisco Magazine "Super Lawyers of Northern California," repeatedly over numerous years 


Danielle Naftulin's practice focuses on the representation of issuers and venture capital investors in the formation and financing of emerging technology and life sciences companies. She also counsels emerging companies with respect to mergers and acquisitions, recapitalizations, spin-outs and general corporate matters, and she has experience representing companies with respect to their initial public offerings and various other public financing and strategic transactions. Danielle also advises public companies with respect to their reporting requirements and corporate governance obligations.

Danielle has been a guest speaker on venture capital transactions and other corporate matters at UCLA School of Law, Santa Clara University School of Law and Stanford Law School.

Education 

UCLA School of Law 
JD, 2000

University of Michigan, Ann Arbor 
AB, 1997, History, with honors 

Bar Admissions
California

 

 


David Richardson focuses his practice on mergers and acquisitions, emerging growth and venture capital.

EXPERIENCE

David has extensive experience in global M&A and financing transactions, including:

  • Representing Clorox in multiple acquisitions
  • Representing AIG, Euclid and Ironshore in over 100 M&A representations and warranties insurance policy underwritings
  • Representing Telestream, Accruent, Groupon, blinkx and York Risk Services in multiple acquisitions
  • Representing Daintree Networks in its sale to GE
  • Representing Schilling Robotics in its sale to FMC Technologies
  • Advising JDSU in its US$650 million debt offering
  • Representing Coho Data, Glue Networks and BuildingConnected in their equity financings
  • Representing Andreesen Horowitz in multiple financing transactions

PROFESSIONAL MEMBERSHIPS

  • Schwartz/Levi Inn of Court
  • Member, Advisory Board for the UC Davis Graduate School of Management Institute for Innovation and Entrepreneurship

CREDENTIALS

Education

  • University of California, Davis School of Law (2007) J.D.
    Law Review Editor in Chief
  • University of California at Davis (1998) B.A., English and Political Science

Admissions

  • California


Gregory Heibel, a partner in the Silicon Valley office, is a member of the Technology Companies Group, which advises emerging and public technology companies, venture capital firms and other technology investors, as well as Orrick’s Energy Group. Greg's practice includes the formation, financing and general corporate counseling of rapidly growing technology companies; the representation of venture capital firms and other investors in private and public offerings, as well as other complex transactions related to high growth companies.

Greg has completed hundreds of financings, mergers, acquisitions and intellectual property transactions for clients in the networking, wireless, Internet, software, life sciences and consumer industries. Additionally, Greg has represented numerous Nasdaq listed companies in their public offering, mergers and acquisitions and ongoing corporate governance needs, including Foundry Networks, Virage Networks, Adeza, Laserscope, Intellisync and Preview Systems.

Greg also was an Assistant Investment Manager for Genevest, a venture capital firm based in Geneva, Switzerland, where he participated in the first organizational meeting of the European Union World Wide Web Consortium. In addition, Greg has worked with a number of venture capital backed technology companies in operational and advisory roles, including Intellimeter, eT Communications and Metering Technology Corporation.

Some of these clients include:

• Argyle Data (funded by Acero Capital, ATA Ventures, Intel Capital, Qualcomm Ventures, SK Telecom Ventures, Vodafone)
• Banyan Water (funded by Catamount Ventures, Cue Ball Capital, Centennial Ventures)
• Bash Gaming (acquired by Game Show Network)
• Biba (funded by Benchmark Capital, InterWest Partners, Trinity Ventures)
• CubeTree (acquired by SuccessFactors)
• DataScience (funded by Pelion Venture Partners, Greycroft Capital, White Hart Capital)
• EchoSign (acquired by Adobe Systems)
• eduPath (funded by Mohr Davidow Ventures, Qualcomm Ventures and TriplePoint Capital)
• Facebook (funded by Accel Partners, Founders Fund, Microsoft and others)
• Firetide (funded by Menlo Ventures, Coral Management and Mitsui)
• Fractal Analytics (funded by TA Associates)
• Grid Net (funded by Intel, Catamount and Braemar)
• Handmark (acquired by Sprint)
• HubPages (funded by Hummer Winblad Venture Partners, Storm Ventures)
• Life360 (funded by Bessemer Venture Partners, Fontinalis Partners)
• MashLogic (acquired by Groupon)
• Mygola (acquired by MakeMyTrip)
• MyTime (funded by Upfront Ventures)
• QuickPay (funded by Fontinalis Partners)
• Recurrent Energy (acquired by Sharp)
• Reserve (funded by Expa Capital and Human Ventures)
• SideCar (acquired by GM)
• Sindeo (funded by major international venture capital funds)
• ShieldX (stealth mode, funded by major US venture capital funds)
• Sincerely (acquired by Provide Commerce)
• Snapverse (funded by private investors)
• Sqor (funded by private investors)
• SoMetrics (acquired by American Express)
• TidalScale (funded by Hummer Winblad Venture Partners, Bain Capital, Sapphire Ventures)
• UniversityNow (funded by Bertelsmann AG, University Ventures, Kapor Capital, Novak Biddle Venture Partners)
• Verayo (funded by Khosla Ventures)
• Voxify (acquired by 24/7 Together)
• Zoosk (funded by Canaan Partners, Bessemer Venture Partners)

Greg has also represented numerous venture capital firms and strategic investors in their investment activities, including Microsoft, Canaan Partners, Endeavour Vision, Lux Capital, Pelion Venture Partners, Total Ventures, DoubleRock, Sigma Capital, Maveron, Menlo Ventures, Mohr Davidow Ventures, Kleiner Perkins Caufield & Byers, Bessemer Venture Partners, VantagePoint Venture Partners, DoubleRock and Grey Capital.

Greg is a frequent member of the Practicing Law Institute faculty, lecturing to the legal community on venture capital and other early stage financing transactions.

Before joining Orrick, Greg was an attorney with Venture Law Group.

Admitted In 
• California 

Practices
• Technology Companies Group
• M&A and Private Equity
• Fintech

Education
• J.D., cum laude, Cornell Law School 
• M.B.A., Cornell University, Johnson Graduate School of Management 
• B.A., with honors and distinction in general scholarship, University of California, Berkeley 

Memberships
• State Bar of California

 


Mr. Salmon is a partner in Davis Polk’s Corporate Department, practicing in Northern California. He has extensive experience in both mergers and acquisitions transactions and a variety of capital markets offerings for clients across many industries.

Work Highlights

MERGERS AND ACQUISITIONS REPRESENTATIONS
• World Kitchen on its acquisition by GP Investments Acquisition Corp.
• Ingram Micro in its pending sale to Tianjin Tianhai, a subsidiary of China's HNA Group
• Dialog Semiconductor in its attempted acquisition of  Atmel
• Dialog Semiconductor on its acquisition of iWatt
• J.P. Morgan on the acquisition of Dell by Michael Dell and Silver Lake Partners
• Reliance Steel on its acquisition of Metals USA
• Mirion Technologies and affiliated funds of American Capital on the acquisition of Mirion by Charterhouse Capital Partners
• Blue Coat Systems on its acquisition by an investor group led by Thoma Bravo
• Vector Capital on its acquisition of Gerber Scientific and concurrent disposition of assets
• Oracle on multiple public and private acquisitions and dispositions, including the acquisitions of Art Technology Group, Phase Forward, GoldenGate, Hyperion, Stellent and Metasolv
• Citigroup on multiple loan portfolio dispositions
• NYSE Euronext on its acquisition of APX, and APX’s subsequent merger with BlueNext
• W Capital on multiple primary and secondary investments in technology companies

CAPITAL MARKETS REPRESENTATIONS
• The underwriters on the initial public offerings of Aimmune Therapeutics, Virgin America, Coherus BioSciences, Violin Memory, UCP and Internet Brands
• Cadence, Reliance Steel and Leidos on their investment-grade notes offerings
• Convertible notes offerings by Citrix, Accuray, Invensense, Beckman Coulter and others

GENERAL CORPORATE ADVISORY WORK
• Public reporting, securities compliance and corporate governance advice for companies like Dialog Semiconductor, Leidos, Roper, Blue Coat Systems and Mirion Technologies

Recognition
Mr. Salmon is recognized as a leader in the legal industry:
• Super Lawyers – “Rising Star,” 2012-2016
• Daily Journal – "Top 40 Under 40," 2016

Professional History

• Partner, 2015-present
• Associate, 2006-2015

 


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.


Jared is a corporate partner in our Silicon Valley office.

Jared specializes in the representation of a wide variety of emerging growth companies throughout the corporate life cycle, including incorporation and founder matters, strategic advisory, general corporate and securities law matters, venture capital financings, joint ventures, merger and acquisitions, and public offerings.

In addition, Jared represents leading venture capital funds and other investors on investment transactions and portfolio company-related matters.

Prior to joining the firm, Jared co-founded Course Hero, Inc., the leading online learning platform for crowdsourced study resources.

EDUCATION
• Cornell Law School, J.D./LL.M.
• Princeton University, A.B.

FOCUS
• Corporate Services
• Emerging Companies
• Mergers & Acquisitions
• Venture & Growth Financings
• IPOs & Equity Capital Markets
• Investor Side Financings

ADMISSIONS
• California