My diverse background is reflected in experiences as an attorney and law firm partner in private practice, as a General Counsel of two public companies, and as an investment banker. I have assisted both buyers and sellers in a wide range of M&A activity, and have managed corporate financings of all sizes (including IPO’s). I have also assisted start-ups with formation considerations, as well as handled more mature, public company policy drafting needs including code of ethics and other corporate governance documents. I have drafted employment agreements, joint venture, IP, software licensing, franchise, vendor and distribution agreements. Below are specific examples of the range and nature of my work.
AS AN ATTORNEY AND AS A GENERAL COUNSEL:
- Lead attorney for acquisition program that resulted in over 25 acquisitions over a two and a half year period, and a growth in revenue exceeding $1 Billion. Responsibilities included identifying acquisition criteria, selecting targets, performing due diligence, negotiating and structuring purchase agreements, and developing integration plans.
- Negotiated and sold New Zealand subsidiary of multi-national hardware and software provider to Hong Kong based buyer.
- Recapitalization of California based LLC engaged in matching buyers and sellers of technology companies.
- Sale of Texas based LLC and provider of employment screening services to a Florida based conglomerate.
- Managed NYSE public company’s consideration of strategic alternatives – including retention of investment bankers and appointment of special committee – resulting in $700M merger with public company competitor.
- Also managed Nasdaq web hosting company’s consideration of strategic alternatives, including public and private financing alternatives, ultimately resulting in web hosting company’s merger with another public company.
- Managed winding up and closing of web hosting company’s foreign operations (including a data center) in Amsterdam.
- Secretary and principal liaison to the Boards of Directors for two public companies: one listed on the NYSE, the second on Nasdaq.
- Managed $180M IPO for $2 Billion seller of computer hardware, software and services, and $40 Million IPO for web hosting and ASP company.
- Supervised preparation of all SEC filings, including 10Q’s, 10K’s, and proxy, for two public companies, for seven years. Also insured timely Section 16 filings by executives and directors.
- Created Stock Option program consistent with the requirements of a public company: identified and retained Stock Option Administrator; established an Employee Stock Purchase Plan; managed the company’s Directed Shares program.
- Designed, drafted and implemented key company policies for two public companies, including Insider Trading, Electronic Communication and Privacy.
- Managed $207M Trust Convertible Preferred Securities Offering.
- Managed $200M Accounts Receivable Securitization.
- Multi-million dollar joint ventures and strategic relationships with strategic partners to a web hosting company, including Microsoft, Roadrunner, Bell Atlantic (now Verizon), Network Solutions (now VeriSign), and WorldCom.
- Equipment lease facilities for data centers for web hosting company, with Transamerica, Hewlett-Packard, and Compaq (warrants were a common element of such transactions).
- Redesigned all web-based standard form customer contracts for a web hosting company.
- Created policies, practices and procedures to insure compliance with the Digital Millennium Copyright Act (DMCA) for a web hosting company; also was the principal interface to both federal and state enforcement officials.
- Revised company’s employment practices, including standard form offer letters, processes to be used for RIF’s, and standardized termination policies and procedures for fast-growing webhosting company.
- Negotiated and documented strategic partnerships and alliances for computer hardware and software seller with key technology industry partners, including with Microsoft, Computer Associates (now “CA”), IBM, and Compaq (now HP).
- Negotiated and documented licensing and franchising of Computerland, as well as the termination of numerous franchises, in the United States, Europe, and Asia.
- Negotiated and documented $500M+ secured lending arrangement, including key financial covenants, with primary lender.
- Negotiated and documented convertible debt and preferred stock investments in franchisees throughout the United States.
- Created Foreign Corrupt Practices Act compliance program for procurement activities of one of the world’s largest companies; conducted classes for both foreign executives and U.S. citizens in both the U.S. and China.
- Managed routine litigation in over 26 states and several foreign countries, as well as the defense of a securities class action in federal court.
AS AN INVESTMENT BANKER:
- Sale of a significant interest in a value-added reseller of industry-leading information technology (IT) products and services to a New York based private equity firm.
- Sale of a majority stake in a global supplier of used and refurbished enterprise-class IT equipment and services to a Los Angeles based private equity firm.
- Purchase by one of India’s leading public engineering and IT companies of a Chicago based technology company.
- Purchase by a Canadian public company of a U.S. based comprehensive IT products and solutions company focused on helping enterprise and mid-market clients plan, build and maintain their information technology infrastructure, for approximately $40 Million.
- Purchase by one of India’s leading IT companies of the consulting division of a premier Chicago based company providing value driven solutions in digital communications, process improvement, and enabling technologies.
- Purchase by one of India’s leading IT companies, specializing in GIS / GeoSpatial Information Systems, Engineering Design, and Enterprise Information & Communications Technology, of an IT Consulting Company specializing in ERP applications as well as Database and Business Intelligence solutions, based on Oracle technologies.
- Purchase by a Toronto based public company of the largest corporate reseller of computer software in the U.S. Midwest and one of the industry’s largest Microsoft Large Account Resellers, for approximately $45 Million.
- Sale by a Nasdaq public company of a distributor division, with over $200 Million in annual sales, which purchases products from IT manufacturers and sells to resellers.
- Purchase by an Arizona based public company and a leading provider of technology solutions of a global technology solutions provider and wholly owned subsidiary of a Nasdaq company, for over $280 Million.
- Sale by a public company of a wholly owned subsidiary to a Nasdaq public company and a leading global business process outsourcing (BPO) provider for more than $45 Million.
- Sale of a controlling interest in an Oregon based company to a Menlo Park based private equity firm. The company provided modifiable off-the-shelf (MOTS) software that addressed the cost, customization, implementation and support challenges facing state and local governments, as well as a range of pure custom development services.