Scott Galer - Stubbs Alderton & Markiles, LLP

Stubbs Alderton & Markiles, LLP client Lifestyle Solutions, a leading drop-ship supplier of upholstered home furnishings in the e-commerce channel, has received a majority investment from Prospect Hill Growth Partners (“PHGP”), a private equity firm focused on North American consumer and healthcare companies. PHGP acquired its majority stake in Lifestyle Solutions, with significant retained ownership from selling shareholders, including founder Sean Pathiratne. CEO Ana Arun will continue to lead Lifestyle Solutions.

To read the full press release, click here.

Stubbs Alderton & Markiles’ attorneys representing Lifestyle Solutions in this transaction are Scott Galer, Andrew Sahn, and Brent Armitage.

About Lifestyle Solutions

Lifestyle Solutions has remained on the cutting edge of design and functionality for over 25 years. They have created a blend of traditional and contemporary pieces that adapt to any lifestyle, which makes Lifestyle Solutions the leader in furniture for the metropolitan home. Driven by innovation, they are continually inspired by the evolution of modern urban lifestyles. Originally founded on convertible furniture, they have grown to offer diverse collections for the entire home.

For more information about our Mergers & Acquisitions practice, contact Scott Galer at .

Stubbs Alderton & Markiles client, Growers Cold Storage celebrated a victory recently, when the LA County Assessor determined to reverse the reappraisal of their property. The Los Angeles County Assessor originally had determined that a change of ownership for property tax assessment purposes resulted from a series of mergers and recapitalizations involving commonly owned corporations and reassessed the surviving corporation's real properties. The assessor's office incorrectly determined that the totality of the transactions resulted in a change of ownership for the former group's real property. Our [SA&M] protest letter laid out the substance of the series of transactions and showed that the same shareholder controlled the corporation owning the real estate before and after the transactions, qualifying for an exemption from reassessment. The ownership division of the assessor's office agreed and reversed the reappraisal of the property.

Stubbs Alderton & Markiles' attorneys representing Growers Cold Storage in this matter were Michael Shaff and Scott Galer.

About Michael Shaff
Michael Shaff joined the firm in 2011 as Of Counsel. He is the Chair of the Tax Practice group. Michael specializes in all aspects of federal income taxation. Mr. Shaff has served as a trial attorney with the office of the chief counsel of the internal revenue service for three years. Mr. Shaff is certified by the board of legal specialization of the state bar of California as a specialist in tax law. Mr. Shaff is a past chair of the tax section of the orange county bar association. He is co-author of the “Real Estate Investment Trusts Handbook” published annually by West Group.

Michael received his A.B. at Columbia college in 1976, his J.D. from New York University School of Law in 1979 and his LL.M. in taxation from New York University School of Law in 1986. He is admitted to practice law in the states of California, New York, and Massachusetts and is a member of the Orange County Bar Association.

For more information about our Tax & Estate Practice contact Michael Shaff at

Stubbs Alderton & Markiles' client Pelage Pharmaceuticals, a startup company founded by UCLA faculty members Heather Christofk, William Lowry, and Michael Jung, has discovered a new way to activate the stem cells in hair follicles that are responsible for hair growth. This week they have announced that the compounds and the technology have been exclusively licensed by UCLA to Pelage Pharmaceuticals.

To read the full press release visit here.

Stubbs Alderton & Markiles’ attorneys representing Pelage Pharmaceuticals in this transaction are Kevin DeBré, Scott Galer, and Jonathan Friedman.

Stubbs Alderton & Markiles’ client ClarityRx, a skincare company based in Newbury Park, has been acquired by Topix, a national skincare products manufacturer backed by private equity firm, New Mountain Capital. Founded in 2003, ClarityRx has a sixteen-year track-record of partnering with the most successful spas and estheticians, including the Hand & Stone spa network.

To read the full press release visit here.

Stubbs Alderton & Markiles’ attorneys representing ClarityRX in this transaction are Scott Galer and Kelly Laffey.

About ClarityRX
ClarityRx® products represent the perfect synergy of plant and food-based ingredients and the latest in cosmetic technology to bring you a healthy alternative for results-driven, clinical skin care. Their products are produced without the use of harsh and harmful synthetic chemicals.

For more information about our Mergers & Acquisitions practice area contact Scott Galer at or Kelly Laffey at

Los Angeles, CA – May 13, 2016, Stubbs Alderton & Markiles announces that it represented its client D-Software, d/b/a Zephyr, one of the software industry’s fastest-growing providers of real-time, on-demand enterprise test management solutions, in an investment deal of $31M from Frontier Capital.

Based in Newark, Calif., in the epicenter of the software industry, Zephyr provides more than 8,500 customers in over 100 countries with innovative applications, seamless integrations and unparalleled, real-time visibility into the quality and status of their software development projects. With additional operations in London and Bangalore, the company has more than doubled its customer base in the past 12 months by helping companies like LG Electronics, Adobe, HSBC, Honda, Oracle, Citibank, Amex, GE, Starz and Hyundai drive down costs and bring higher quality software to market faster.

The $31 million investment from Frontier Capital will be used to fund key growth initiatives for the company like enhancing the product portfolio and scaling sales and marketing capabilities, according to Zephyr founder and CEO Samir Shah.

“Partnering with Frontier Capital will help us realize our potential by investing in the critical business functions that will fuel our growth,” said Shah. “Their business acumen and experience helping similar next-stage growth companies achieve their goals will be just as, if not more, valuable to us than the money they have invested. We are excited to have Frontier on board as an engaged partner and look forward to working with them to build a market leader.”

SAM Partner Scott Alderton has represented D-Software, d/b/a Zephyr, since its inception and Stubbs Alderton as a whole is very proud of their success. SAM Partners that led this deal include Scott Galer, and Scott Alderton.

To read the full Zephyr press release, click here.

About Frontier Capital

Frontier Capital is a Charlotte-based growth equity firm focused exclusively on software and technology-enabled business services companies. Founded in 1999, Frontier partners with management teams that can benefit from capital to accelerate growth, fund acquisitions or generate shareholder liquidity. The firm makes minority and majority equity investments in high growth companies and has built an excellent track record of delivering returns to both investors and management partners. For more information, please visit frontiercapital.com.

About Zephyr

Zephyr is a leading provider of on-demand enterprise test management solutions, offering innovative applications, seamless integrations and unparalleled, real-time visibility into the quality and status of software projects. Zephyr products are the fastest-growing agile test management products in the world, with more than 8,500 global customers in over 100 countries. Their feature-rich products address today’s dynamic and global needs across a variety of industries including finance, healthcare, media, automotive, IT services and enterprise software. Zephyr is headquartered in Newark, Calif., with offices in Europe and India. For more information, please visit www.getzephyr.com.

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. For more information, please visit www.stubbsalderton.com.

Media Contact:
Heidi Hubbeling
(310) 746-9803

Stubbs Alderton & Markiles, LLP client Quintron Solutions, a central California-based A/V integrator, and communication systems manufacturer, was acquired by Solutionz, Inc., a Fernandez Holdings (“FHI”) portfolio company. Quintron’s manufacturing division, government contracts, and resources will help expand both companies’ ability to design, build, and manage technology deployments for existing and future customers.

To read the full press release visit here.

Stubbs Alderton & Markiles’ attorney representing Quintron Solutions in this deal is Scott Galer.

About Quintron Systems, Inc:
Since 1970 Quintron has provided high technology and cost-effective solutions to government and industry in support of mission critical communications for command and control requirements. In addition to providing advanced products and systems, Quintron’s professional technical service capability provides a superior level of customer satisfaction. Quintron’s engineering services provide off-the-shelf, requirements-driven solutions, or a customized combination to solve the toughest of challenges facing customers. Quintron delivers systems that meet or exceed customer expectations. For more information please visit: www.quintron.com

For more information about our Mergers and Acquisitions practice area contact Scott Galer at

Stubbs Alderton & Markiles’ represented Dedicated Benefit Services ("Dedicated DB") in its sale to Ascensus, a technology-enabled service provider. With the acquisition, Ascensus will be able to offer clients access to even more retirement plan experience and expertise while adding another location to its geographic footprint.

To read the full press release, click here.

Stubbs Alderton & Markiles, LLP attorney representing Dedicated DB in this transaction was Scott Galer.

About SA&M
Stubbs Alderton & Markiles, LLP is a business law firm with robust mergers and acquisitions, corporate, public securities, entertainment, intellectual property, brand protection and business litigation practice groups focusing on the representation of middle market public and private companies as well as venture backed emerging growth companies, investors, venture capital funds, investment bankers and underwriters. Stubbs Alderton represents clients across a full spectrum of industries, including technology, consumer product, entertainment, digital media, videogame, aerospace, apparel and medical device. 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.

For more information on our Mergers & Acquisitions practice, contact Scott Galer at .

Stubbs Alderton & Markiles' represented U.S. Growers Cold Storage, Inc. in connection with the sale of its cold storage business to Lineage Logistics, LLC. U.S. Growers Cold Storage sold eight of its temperature-controlled warehouses in Southern California to Lineage Logistics. The acquisition will bring the U.S. Growers Cold Storage company into the Lineage Logistics portfolio, adding more than 12 million cubic feet of warehousing in the Los Angeles area.

To read the full press release, click here.

Stubbs Alderton & Markiles, LLP attorney representing U.S. Growers Cold Storage in this transaction was Scott Galer.

About SA&M
Stubbs Alderton & Markiles, LLP is a business law firm with robust mergers and acquisitions, corporate, public securities, entertainment, intellectual property, brand protection and business litigation practice groups focusing on the representation of middle-market public and private companies as well as venture-backed emerging growth companies, investors, venture capital funds, investment bankers and underwriters. Stubbs Alderton represents clients across a full spectrum of industries, including technology, consumer product, entertainment, digital media, videogame, aerospace, apparel and medical device. 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.

For more information on our Mergers & Acquisitions practice, contact Scott Galer at .

(Los Angeles, CA - June 19, 2017) Stubbs Alderton & Markiles, LLP announced that its clients, Kravitz and Kravitz Back Office Solutions, have been acquired by Ascensus. Kravitz is a retirement administration firm and Cash Balance specialist focused on bringing its clients the latest in the design, administration, and management of corporate retirement plans. Kravitz Back Office Solutions delivers private-label actuarial services to third-party administrators across the country to help them grow and succeed with Cash Balance plans.

Stubbs Alderton & Markiles' attorneys representing Kravitz in the transaction included Scott Galer and Kelly Laffey.

For the full press release, click here.

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. Visit www.stubbsalderton.com

For more information about our Mergers & Acquisitions practice, contact Scott Galer at

[vc_row type="in_container" full_screen_row_position="middle" scene_position="center" text_color="dark" text_align="left" overlay_strength="0.3" shape_divider_position="bottom"][vc_column column_padding="no-extra-padding" column_padding_position="all" background_color_opacity="1" background_hover_color_opacity="1" column_shadow="none" column_border_radius="none" width="1/1" tablet_text_alignment="default" phone_text_alignment="default" column_border_width="none" column_border_style="solid"][vc_column_text]Stubbs 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, and Sean Greaney.

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 Scott Galer at or (818) 444-4513.

[/vc_column_text][/vc_column][/vc_row]

Los Angeles, CA - May 13, 2016 Stubbs Alderton & Markiles announces that it represented its client D-Software, d/b/a Zephyr, one of the software industry’s fastest-growing providers of real-time, on-demand enterprise test management solutions, in an investment deal of $31M from Frontier Capital.

To read the full Zephyr press release, click here.

About Frontier Capital

About Zephyr

About Stubbs Alderton & Markiles, LLP

Media Contact:
Heidi Hubbeling
(310) 746-9803

Stubbs Alderton & Markiles, LLP announced that it advised client Beats Electronics LLC in its definitive agreement to reacquire the minority stake in Beats held by HTC Corp. Stubbs Alderton also represented Beats in a minority investment transaction by The Carlyle Group (NASDAQ:CG), the global alternative asset manager. Carlyle will work with the Beats management team to continue expanding the brand and building the business both domestically and internationally. The transaction is expected to close in the fourth quarter of 2013.

Beats Co-Founder and Chief Executive Officer Jimmy Iovine said, “These transactions represent the evolution of the financial strength and significant growth prospects of Beats. Carlyle is a fantastic investment partner and we look forward to building the next chapter of Beats.”

SA&M Partner Scott Galer advised Beats Electronics LLC in this transaction.

To read the full press release, click here.

What is the most important element of providing effective representation?

I believe the most important element in effectively representing a client is understanding their business, strategy and goals. Many times lawyers and other representatives try to solve their client’s problems before they fully understand them. It is crucial to spend the time early on in any representation talking and listening to a client so one can provide guidance and solutions that really address the client’s issues – whether it is in connection with forming a new business or selling a mature business.

You mentioned forming a new business, what issues typically arise?

There are a multitude of issues, from selecting the correct corporate structure, corporation or limited liability company, to developing equity incentive programs to attract the talent necessary to help and manage the company’s growth, and if intellectual property is involved, how best to protect and exploit such intellectually property. To provide effective advice on these matters, your attorney has to have a thorough understanding of the company’s planned business, strategy and goals, as well as the technical expertise and experience.

In connection with a M&A transaction, I assume there are numerous issues that have to be considered and addressed?

Yes, absolutely. And before your attorney can effectively address these issues, they have to understand the motivation behind the transaction and your goals in pursuing the transaction. Is it a strategic combination or a complete sale of the business? Are you retiring or is it a step along a growth path? Is an earn-out or schmuck insurance appropriate, and if so, what is the appropriate structure. There are more issues than can be covered in this forum, but a key to your attorney properly addressing all of them is understanding your business and goals. Hiring an experienced M&A attorney is only half the equation.

Scott Galer is a partner at Stubbs Alderton & Markiles, LLP and co-chairs the firm's Mergers and Acquisitions Practice Group. Scott's practice focuses on counseling private and public middle-market and emerging growth companies in areas of mergers and acquisitions, corporate and securities law and other strategic business arrangements.

Do you have a question for one of our attorneys? Send your questions to to be featured in future 3 Questions columns.

SAM Client Beats Electronics announced that is has agreed to acquire the award winning on-demand music service MOG. This is a milestone for Beats as it is their first acquisition. SAM attorney Scott Galer represented Beats in this transaction. To read the full press release, click here.

About Beats Electronics, LLC -
Established in 2008 as the brainchild of legendary artist and producer Dr. Dre and Chairman of Interscope Geffen A&M Records Jimmy Iovine, Beats Electronics is the parent company of the Beats™ by Dr. Dre™ line of high-quality headphones, Beats Audio™ HD-sound systems, and the MOG digital music service. The company's mission is to build quality music experiences for all elements of the digital music ecosystem—including headphones, devices and services—so that fans can hear music the way artists intended it to sound in the studio. This includes partnerships with computer manufacturer HP, automotive manufacturer Chrysler Group and mobile phone manufacturer HTC Mobile. Led by CEO Jimmy Iovine and President & COO Luke Wood, Beats Electronics is based in Santa Monica, CA. For more information, please visit http://beatsbydre.com/.

About MOG -
MOG's all-you-can-eat, award-winning listening service provides access to a vast library of over 15 million songs through its mobile apps on iPhone, iPad, iPod Touch and Android, on the Web, through consumer electronic devices, Internet connected TVs and Blu-ray players and in the car. MOG surpasses all other music listening services in its ease-of-use, discovery features and audio quality. Founded in June 2005 by David Hyman, former CEO for Gracenote, and headquartered in Berkeley, California, MOG investors include Menlo Ventures, Balderton Capital, Simon Equity Partners, Universal Music Group and Sony Music. Grammy-winning record producer Rick Rubin, named by TIME Magazine as one of the "100 Most Influential People in the World," is a member of the MOG Board of Directors.