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Venture Capital 2019: Nuts and Bolts


Speaker(s): Brandee Diamond, Christie Branson Ma, Curtis L. Mo, Danielle Naftulin, Marek Adamo, Matthew P. Quilter, Mitzi Chang, Stephen Salmon, Yoichiro Taku
Recorded on: May. 9, 2019
PLI Program #: 251931

Matthew P. Quilter represents emerging companies, entrepreneurs and venture capital firms, with an emphasis on working with entrepreneurs in launching businesses in the infrastructure, enterprise software, and semiconductor sectors of the technology market. As principal outside counsel for these companies, he represents them in their formation activities, through venture capital financings and corporate partnering relationships to initial public offerings as well as mergers and acquisitions. 

The following are among the clients Matt has represented:

  • Alta Devices
  • Concur Technologies
  • eBay
  • eShop
  • Infoblox
  • Interwoven
  • Keyhole (now part of Google)
  • Keynote Systems
  • Luxtera
  • §nCircle Network Security
  • Netscreen Technologies
  • Proofpoint

Matt is a member of the State Bar of California. He received his B.A., magna cum laude, from Princeton University in 1974, and his J.D. from the University of Pennsylvania in 1982.


Brandee Diamond is a partner in the Silicon Valley office of DLA Piper LLP (US) specializing in mergers and acquisitions.

Brandee received a Bachelor of Arts degree from California State University, San Marcos, and a Juris Doctor degree from University of California, Davis School of Law.

Brandee focuses on domestic and international M&A transactions and represents strategic and private equity buyers, public and private company sellers, and stockholders on both friendly and hostile transactions. She advises clients in all aspects of the deal process, including working with corporate boards and senior management on pre-acquisition planning, transaction structuring, drafting and negotiating acquisition and related agreements, and post-acquisition integration planning. 

Brandee co-authored “The Role of Directors in M&A Transactions: A Governance Handbook for Directors, Management and Advisors,” published by The American Bar Association.


Christie Branson Ma is responsible for managing the legal and regulatory aspects of fund formation, limited partner relations, corporate governance, and company and venture fund investments for SVB Capital and Silicon Valley Bank’s strategic balance sheet investments. In the past, Christie has advised Silicon Valley Bank on its public company SEC filings, international expansion efforts, employee equity and benefit programs, and warrant portfolio.  

Prior to SVB, Christie was an attorney at DLA Piper, focused on assisting venture funds, private and public emerging companies with IPOs and private financings, mergers and acquisitions, and corporate governance in the high technology and bio-technology sectors.

Christie graduated from the University of California, Santa Barbara with a B.A. in Sociology and Communication, and holds a JD from the Santa Clara University School of Law. Christie is also a member of the California State Bar. Christie is native to California. 

 


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

 

 


Marek Adamo represents emerging companies, investors and public and private corporations in corporate transactions. His areas of expertise include venture capital financings, mergers and acquisitions, entity formation, and commercial transactions. Prior to joining Paradigm Counsel, Marek practiced corporate and securities law at Jones Day and Squire Patton Boggs (formerly Squire Sanders) in Silicon Valley and San Francisco. Marek has been recognized as “Rising Star” by Northern California Super Lawyers magazine.

Marek regularly represents clients in the enterprise software, internet commerce, wearable technology, AI and professional services spaces. He has deep experience counseling businesses and investors in these industries through capital raising and M&A cycles.


Mitzi Chang is a partner in Goodwin’s Technology + Life Sciences group and serves as co-chair of its Digital Currency & Blockchain Technology practice. Ms. Chang was named as a 2018 National Law Journal Cryptocurrency, Blockchain and Fintech Trailblazer. She focuses on corporate and securities law, representing public and private companies, venture capital and private equity firms and investment banks in capital markets transactions, mergers and acquisitions, venture capital financings, SEC reporting and other general corporate and securities matters. Ms. Chang advises companies through every stage of the corporate life cycle – from initial financing through successful initial public offering or acquisition. Ms. Chang also advises blockchain and digital currency companies and venture funds with respect to digital token sales and related securities law and regulatory matters. Prior to joining Goodwin, Ms. Chang spent three years as in-house legal counsel at a Nasdaq listed public technology company in San Francisco.

Ms. Chang currently serves on the firm’s Committee on Racial and Ethnic Diversity and on the hiring committee for Goodwin’s San Francisco office.

Professional Activities

Ms. Chang is a member of the American Bar Association, San Francisco Bar Association and the State Bar of California.

Professional Experience

Prior to joining Goodwin, Ms. Chang was a senior counsel at CBS Interactive Inc. (formerly CNET Networks, Inc.), where she advised and supported the company’s Games, Music & Lifestyle and TV Entertainment divisions in their business-related matters as well as the company in its acquisitions, securities-related and other corporate matters. She previously practiced as an associate at Latham & Watkins LLP.

Publications

Ms. Chang is a co-author of the article “Health Care Compliance and the Sarbanes-Oxley Act,” 2004 Health Law and Compliance Update, Ch. 3, Aspen (2004) and “ICO Participant Liability – Could You Be Liable for Assisting in the Sale of Unregistered Securities?” Securities Regulation & Law Report, 49 SRLR 1948, 12/18/17. Ms. Chang has also been a workshop speaker for Pipeline Angels, a network of new and seasoned women investors, since 2012. She was also Pitch Makeover’s featured guest on the podcast’s Legal Minute segment throughout the first season. Ms. Chang has spoken on various panels with respect to securities law and regulatory issues in connection with digital token sales.

Education

  • J.D., Georgetown University Law Center, 2002
  • B.A., University of California, Berkeley, 1999 (magna cum laude, Phi Beta Kappa)


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

 


Yoichiro (Yokum) Taku is a corporate and securities partner at Wilson Sonsini Goodrich & Rosati. Yokum represents technology and growth companies at all stages of development, through private financings, strategic transactions, public offerings, and mergers and acquisitions. He also represents investors in venture capital financings. Yokum has advised numerous entrepreneurs from initial company formation to liquidity event. At any time, Yokum typically represents start-up companies seeking venture financing, private companies that have received financing, and publicly traded companies.  Yokum maintains a personal website at www.startupcompanylawyer.com.


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.