Category Archives: Press

Stubbs Alderton & Markiles’ client TeenSafe featured on Today Show

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SAM client TeenSafe was featured on the Today Show as one of the most advanced systems for overseeing teen’s cell phone activity. TeenSafe is a monitoring service that allows parents to discreetly monitor their child’s iPhone or Android smartphone activities, including texts, web searches, and phone location without violating the phone’s warranty. TeenSafe has been used by more than 500,000 parents to help keep their teens safe.

To read the full article on the Today Show website click here.

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Preccelerator Program Company Ballerz World’s Version 2.0 is a Slam Dunk

ballerzworld-logoStubbs Alderton & Markiles’ Preccelerator Program company Ballerz World announced today that it has launched its version 2.0 in the iOS App Store.  Founded by Navy veterans Kyle E. Cox and Nicholas Damuth, Ballerz World is the single largest marketplace that is dedicated to all things basketball. They help their worldwide users find basketball courts, as well as connect and play basketball with one another using their geo-location technology and over 12,000 pre-loaded basketball courts in every country, all while providing their users an opportunity to view and share content, in addition to buying discounted basketball gear via the in-app store portal.

During their beta phase, the Ballerz World basketball app received more than 10 awards, including the People’s Choice Award at the CES Mobile Apps Showdown, and the Best GPS-Enabled App at the Mobile App Awards.

Version 2.0 of Ballerz World includes additional aggregated content from top Basketball creators such as trainers, leagues, highlights, news and lifestyle influencers, as well as the expansion and official debut of their in-app store portal.

“Man, I wish I’d had this type of app when I was playing pickup,” Co-Founder Kyle E. Cox stated. The Ballerz World brainstorm came to him while driving around Los Angeles thinking about basketball. “What if there was an app that tells you where the courts are, all around you? That would be so cool!”

To check out and download the Ballerz World App, click here.

For more information about the Preccelerator Program, contact Heidi Hubbeling at (310) 746-9803 or hhubbeling@stubbsalderton.com.

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Doing Business in California: “Quasi-California” Corporations Made Subject to California’s Corporate Laws

smallerMany, but not all, provisions of the California Corporations Code expressly apply if a private, out-of-state corporation has a sufficient “presence” in California (called a “quasi-California” corporation.) An out-of-state corporation is treated as a “quasi-California” corporation, and thus subject to specified provisions of California Corporations Code, if (1) more than half its business (based upon a three-factor formula including property, payroll, and sales) is done in California (the “doing-business” test); and, (2) more than half of its voting securities are held of record by persons having addresses within the state of California (the “voting-shares” test).[1]

For analysis, hypothetical SmallCorp, Inc. is incorporated outside of California with substantially all of its business performed inside California.

Hypothetical Illustration: Does SmallCorp, Inc. Satisfy the Requirements of § 2115(a) to Qualify as a “Quasi-California” Corporation?

 A.    The “Doing-Business” Test

To satisfy the “doing-business” test, a corporation must do more than half of its business in California. The three “doing-business” factors are: (1) property, (2) payroll, and (3) sales. The first question is whether the proportion of a company’s property, payroll, and sales in California compared to the company’s total property, payroll, and sales is more than 50 percent during its latest full income year. (See Corp. Code §2115(a)(1).)

To determine whether the factors meet the one-half doing business requirement, sections 25129, 25132, and 25134 of the Revenue and Taxation Code define the factors as follows and provide the necessary equations:

· the property factor is a fraction, the numerator of which is the average value of the taxpayer’s real and tangible personal property owned or rented and used in this state during the taxable year and the denominator of which is the average value of all the taxpayer’s real and tangible personal property owned or rented and used during the taxable year;

· the payroll factor is a fraction, the numerator of which is the total amount paid in this state during the taxable year by the taxpayer for compensation, and the denominator of which is the total compensation paid everywhere during the taxable year; and

· the sales factor is a fraction, the numerator of which is the total sales of the taxpayer in this state during the taxable year, and the denominator of which is the total sales of the taxpayer everywhere during the taxable year.

Thus, if the average of the property factor, the payroll factor, and the sales factor is greater than 50 percent during its latest full income year, the “doing-business” test is satisfied.

Assume SmallCorp owns property such as products, machinery, office equipment, and also rents office space in California. SmallCorp does not own or rent any property in any other state. So, the equation is as follows:

(1) Property —-> property in CA / all property    =   1/1       = 100%

SmallCorp has several employees, 90% of whom live and work in California. Accordingly, SmallCorp pays 90% of total compensation paid to all SmallCorp employees to those who live and work within California, as demonstrated below:

(2) Payroll —>   amounts paid in compensation in CA / total amounts paid in compensation =  9/10  = 90%

For this hypothetical, because the first two factors result in 100% and 90% of business performed in California, even if 0% of sales, the next factor, occurred in California, SmallCorp would still do more than one-half of its business in California, satisfying the “quasi-California” requirements. Assuming SmallCorp has no sales in California, the equation is as follows:

(3) Sales —>  ​sales in CA / all sales   =  0/1   =    0%

This conclusion is reached by taking the average of 100%, 90%, and 0%, then dividing the total sum (190%), by the count (3) which equals 63.3% of SmallCorp’s business is done in California.

For a more representative hypothetical, assume that SmallCorp does 70% of its sales in California. If sales are 70% in California, the amount of total business performed in California is 86%, using the same formula: (total sum ÷ count). Accordingly, the proportion of a SmallCorp’s property, payroll, and sales in California compared to the company’s total property, payroll, and sales is more than 50 percent and the “doing-business” test is satisfied.

B.     The “Voting-Shares” Test

The second test is whether the corporation’s outstanding voting securities held of record by persons with California addresses is greater than 50 percent. (See Corp Code §2115(a)(2)).

Assume there are two voting shareholders in SmallCorp: Arnold and Ford. Arnold’s address is in Hermosa Beach, California. Ford’s address is in Orange County, California. Thus, both shareholders of voting securities have addresses in California. The “voting-shares” test is satisfied because 100% of SmallCorp’s shareholders have addresses in California.

​SmallCorp will qualify as a “quasi-California” corporation under section 2115(a) because more than 50 percent of its business is done in California and more than 50 percent of its voting shares are held by shareholders with addresses in California. As such, corporate counsel should consider the additional requirements that California will place on a corporation that is “doing business” in California pursuant to section 2115(b), including the imposition of specific sections of the California Corporations Code.[2] For that reason, this long-arm statute’s constitutionality has been called into question by courts of other jurisdictions.

gina-correia_092-2-300x200Gina Correia is a litigation associate of the Firm. Gina’s practice focuses on all stages of business litigation. Prior to joining the firm, Gina worked in-house as a business affairs law clerk for HBO. Gina’s prior experience in the entertainment industry focused on talent engagement negotiations including drafting contract request, calculating actor, producer, and writer fees for top-tier talent, and evaluating comprehensive deal points. Gina also previously worked for The Los Angeles Office of the District Attorney in the Consumer Protection Division where she researched and analyzed wire-tapping violations under Penal Code and Federal Trade Commission guidelines.

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Stubbs Alderton & Markiles, LLP Announces New Class of Preccelerator® Program Companies

Stubbs Alderton & Markiles, LLP is pleased to announce the admission of a new group of companies to join the fifth class of its Preccelerator® Program.  The Preccelerator® is a novel platform offered to select start-up companies out of the Stubbs Alderton & Markiles, LLP Santa Monica office that provides interim office space, sophisticated legal services, education, networking, mentorship and access to a strategic perks portfolio worth over $200,000 with the objective of helping grow a founder’s idea from business concept to funded startup.

The new participants include:

ballerzworld-logoBallerz World is the single largest marketplace that is dedicated to all things basketball. Their worldwide market of 500 million ballerz, and 30 million in the US, can connect and play basketball with one another using our geo-location technology, and their 12,000 pre-loaded courts in every country. They have successfully aggregated the top basketball content on the web allowing our users to share and watch content, in addition to buying discounted basketball gear via the in-app store portal. Ballerz World will feature courts, players, leagues, training, multimedia, and e-commerce all through our digital platform. During its beta phase, the Ballerz World app received more than 10 awards, including the People’s Choice Award at the CES Mobile Apps Showdown, and the Best GPS-Enabled App at the Mobile App Awards. Available in the iOS App Store.

style-md-logo StyleMD is the smartest way to find a fashion stylist that will help you look and feel more confident on any budget. They curate talented stylists from across the country that help you save time and money to achieve your style goals. Whether you’re looking for a simple consultation, an online shopper, or closet assessment StyleMD has got you covered. Available in the iOS App Store.

playspace-preccelerator-landing
Virtual Reality represents a creative revolution. Humans have always told stories with words and pictures. Now PlayspaceVR is creating the next generation of graphic storytelling by bringing comic books to Virtual Reality. Their team has domain expertise in VR/AR, media/entertainment, intense work ethic, and a true love for what they do. http://playspacevr.com/

“The Stubbs Alderton & Markiles Preccelerator® Program is committed to continuing to support the Los Angeles technology scene and provide a platform for early stage companies to gain momentum and secure a solid foundation to build their businesses,” says Heidi Hubbeling, Co-Director of the Program.

Led by Stubbs Alderton Partner Louis Wharton and Heidi Hubbeling, the Preccelerator® Program has had great success with its classes, which has resulted in a majority of the companies being accepted into larger accelerator programs and incubators or successfully raising their seed funding round.

About Stubbs Alderton & Markiles, LLP

Stubbs Alderton is a business law firm with robust corporate, public securities, mergers and acquisitions, business litigation and intellectual property practice groups focusing on the representation of venture backed emerging growth companies, middle market public companies, large technology companies, entertainment and digital media companies, investors, venture capital funds, investment bankers and underwriters. The firm’s clients represent the full spectrum of Southern California business with a concentration in the technology, entertainment, videogame, apparel and medical device sectors. Their mission is to provide technically excellent legal services in a consistent, highly-responsive and service-oriented manner with an entrepreneurial and practical business perspective. These principles are the hallmarks of their Firm.

For more information about the Preccelerator® Program and to fill out an application, visit www.preccelerator.com or contact Heidi Hubbeling at (310) 746-9803.

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Preccelerator® Program Company Napkin Finance Featured in PopSugar Article

Image result for napkin finance

Congratulations to SAM Preccelerator® Program’s company Napkin Finance for being featured in a PopSugar article this week. The article, entitled “American Hustle: How the Next President Will Affect Your Finances” uses Napkin Finance’s easy to understand charts to explain how the upcoming election results will affect your personal finances.

To view the full article click here.
To learn more about Napkin Finance click here.

For more about the Preccelerator Program, contact HeidiHubbeling, Director at (310) 746-9803 or hhubbeling@stubbsalderton.com

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Scott Alderton Featured Speaker at South Bay Economic Forecast Annual Event at CSU Dominguez Hills

 

Scott_Alderton_cropStubbs Alderton & Markiles’ Partner Scott Alderton was a featured panelist at South Bay Economic Forecast’s annual event at Cal State Unviversity Dominguez Hills Thursday, October 27th. Scott spoke about how new technology businesses often face road blocks in regards to policy and regulation.

For more information, click here.

To learn more about our Venture Capital & Emerging Growth practice, contact Scott Alderton at (818) 444-4500 or salderton@stubbsalderton.com

 

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Scott Alderton Featured As Panelist at OC Tech Happy Hour at The Cove

Scott_Alderton_cropStubbs Alderton & Markiles’ Partner Scott Alderton was featured yesterday, October 26th, as a panelist on the topic of Funding & Growth at the OC Tech Happy Hour that was held at The Cove at UC Irvine’s Applied Innovation Center.

For more information on the event click here.

For more information about our Venture Capital & Emerging Growth Practice, contact Scott Alderton at (818) 444-4501 or salderton@stubbsalderton.com

 

 

 

 

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Stubbs Alderton & Markiles Represents Client NEOGOV in Investment by Warburg Pincus

ngv-logo_2015-1Stubbs Alderton & Markiles’ client NEOGOV, the leading talent management software platform focused on government, education and public sector clients announced that Warburg Pincus, a global private equity firm focused on growth investing has invested in them. Terms of the transaction were not disclosed.

Founded in 2000, NEOGOV provides market-leading software-as-a-service (SaaS) talent management solutions to automate and streamline the recruitment, onboarding and performance evaluation processes for government and other public sector institutions. NEOGOV’s software is designed specifically for the unique human capital management requirements of these complex and regulated end-markets and serves more than 1,500 organizations including over 40% of the largest U.S. cities and more than 20 state customers.

“The team at NEOGOV has built the leading provider of human capital management software to the public sector,” said Alex Berzofsky, Managing Director, Warburg Pincus. “We are excited to invest in the company and partner with the NEOGOV management team as they continue to broaden the product platform and identify additional opportunities to serve their large and growing customer base.”

“Warburg Pincus has deep experience in cloud-based software and the firm will be a valuable partner as we continue to focus on growing our whole talent management suite tailored for the local government sector,” said Damir Davidovic, Founder and Chief Executive Officer of NEOGOV. “With this investment, we plan to enhance our product offerings, serve more customers and accelerate growth of the business.”

“As more companies continue to use SaaS-based systems to deliver HR solutions, we see a significant growth opportunity for NEOGOV given it is configurable specifically for the needs of the public sector, where fewer organizations have adopted these technologies,” said Brian Chang, Principal, Warburg Pincus.

Stubbs Alderton attorneys representing NEOGOV in this deal were Sean Greaney and Scott Alderton.

About NEOGOV
NEOGOV HR software automates the entire hiring, onboarding and performance evaluation process, including position requisition approval, automatic minimum qualification screening, test statistics and analysis, and EEO reporting. NEOGOV works with more than 1,500 federal, state and local government, universities and K-12 organizations nationwide, ranging in size from 100 to over 100,000 employees, including agencies such as the State of South Carolina, the State of Tennessee, City of Dallas, TX; City of Houston, TX; Baltimore County, MD; City and County of Denver, CO; City and County of Honolulu, HI; City of Nashville, TN; and more than 25% of California’s Counties, including Santa Clara County, San Bernardino County, San Diego County, Los Angeles County, and Orange County. Because NEOGOV’s solutions are both easy-to-use and fast to implement, it is able to offer a public sector model that is low risk, but offers a high ROI at the same time.

About Warburg Pincus
Warburg Pincus LLC is a leading global private equity firm focused on growth investing. The firm has more than $40 billion in private equity assets under management. The firm’s active portfolio of more than 120 companies is highly diversified by stage, sector and geography. Warburg Pincus is an experienced partner to management teams seeking to build durable companies with sustainable value. Founded in 1966, Warburg Pincus has raised 15 private equity funds, which have invested more than $58 billion in over 760 companies in more than 40 countries. Warburg Pincus has been an active investor in SaaS companies, with current investments including The Gordian Group, DocuTAP, Liaison International, PayScale, and Avalara, among others.

About Stubbs Alderton & Markiles, LLP
Stubbs Alderton & Markiles, LLP is a business law firm with robust corporate, public securities, mergers and acquisitions, entertainment, intellectual property, brand protection and business litigation practice groups focusing on the representation of, among others, venture backed emerging growth companies, middle market public companies, large technology companies, entertainment and digital media companies, investors, venture capital funds, investment bankers and underwriters. The firm’s clients represent the full spectrum of Southern California business with a concentration in the technology, entertainment, videogame, apparel and medical device sectors. Our mission is to provide technically excellent legal services in a consistent, highly-responsive and service-oriented manner with an entrepreneurial and practical business perspective. These principles are the hallmarks of our Firm. www.stubbsalderton.com 

For more information about our Venture Capital & Emerging Growth Practice, contact Sean Greaney at sgreaney@stubbsalderton.com or (818) 444-4554

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Stubbs Alderton & Markiles, LLP Client THX Acquired by Leading Lifestyle Brand for Gamers, Razer

thx-logoStubbs Alderton & Markiles, LLP client THX announced this week that Razer™, the leading global lifestyle brand for gamers, has acquired the majority of the assets of THX Ltd. and brought onboard the management and employees of the company. THX will continue to operate as an independent entity under its own management and apart from the ongoing business of its parent company. Financial details of the transaction were not disclosed.

Stubbs Alderton & Markiles’ attorneys representing THX in the transaction include Scott Galer, John McIlvery, Sean Greaney and Nick Feldman

 

To read the full press release, click here.

 

About Stubbs Alderton & Markiles, LLP

Stubbs Alderton & Markiles, LLP (SAM) is a California business law firm with robust intellectual property, litigation, corporate, public securities, mergers and acquisitions, and entertainment practice groups.  SAM focuses on the representation of emerging growth companies, middle market public companies, large technology companies, celebrities and entertainment companies. SAM’s mission is to provide technically excellent legal services and outstanding results in a highly-responsive, service-oriented, and cost-effective manner. These principles are the hallmarks of our firm.

 

To learn more about our Mergers & Acquisitions practice, contact SAM partner Scott Galer at sgaler@stubbsalderton.com or (818) 444-4513.

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Stubbs Alderton & Markiles’ Partner Greg Akselrud to Speak at Digital Hollywood – Fall 2016

Greg_Akselrud
SAM Partner Greg Akselrud, Chair of the Internet, Digital Media & Entertainment practice,  will speak at Digital Hollywood – Fall 2016 on a panel entitled “Investment, Financing & Packaging Projects: Unique Content – Unique Technology”  this Thursday, October 20th at 2:15pm in Skirball Center’s Herscher Hall, 3rd Floor, Room 305.

Other panelists include:

Diane McGrath, Managing Director Media and Technology, Streicher, J Streicher Capital

Monica Dodi, Managing Director, Women’s Venture Capital Fund

Josh Stein, Special Counsel, MG+

Michael Terpin, CEO, Transform Group

Joey Tamer, President, S.O.S. Inc., Moderator

To view the full announcement, click here.

To learn more about our Internet, Digital Media & Entertainment practice, contact Greg Akselrud at gakselrud@stubbsalderton.com or (818) 444-4503.

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