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SA&M Client Cloud Logistics Acquired by E2open

cloud logistics logoStubbs Alderton & Markiles client Cloud Logistics, a leading innovator of transportation management systems, was acquired by E2 Open, a provider of cloud-based, on-demand software for supply chains. E2open with Cloud Logistics will offer a unified supply chain platform, providing visibility, collaboration, planning and execution for an extensive network of global trading partners.

To read the full press release visit here.

Stubbs Alderton & Markiles’ attorneys representing Cloud Logistics in this deal are Sean GreaneyJohn McIlveryGrace Kim, and Alia Delpassand. 

About Cloud Logistics

Cloud Logistics provides the newest generation of transportation management solutions for the global supply chain market. Cloud Logistics’ TMS offers a modern, intuitive user experience to simplify carrier selection load tendering, communication, visibility, payment, and reporting, even offering same-day TMS. Our solutions make the complexities of order collaboration, communication, and international transportation management fast, simple and beneficial for companies of any size. The offering includes a unique user experience, customizable alerts, social technology for business, and a mobile application designed specifically for drivers.
For more information visit www.gocloudlogistics.com.

For more information about our Mergers and Acquisitions practice area contact Sean Greaney at sgreaney@stubbsalderton.com

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SA&M Client Quintron Solutions Acquired by Solutionz, Inc.

Quintron SystemsStubbs 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’ attorneys representing Quintron Solutions in this deal are Scott Galer and Nick Feldman.

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 sgaler@stubbsalderton.com 

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SAM Client Atomico Invests in Series D Funding Round For MasterClass

Stubbs Alderton & Markiles, LLP client Atomico participated in MasterClass’s Series D funding round along with IVP, Javelin Ventures, NEA, Advancit Capital, and Evolution Media raising a total of $80M. This round of funding will be used to expand internationally and to bring more celebrities to MasterClass’s curriculum.

To read the full press release visit here.

Stubbs Alderton & Markiles’ attorneys representing Atomico in this deal are Caroline Cherkassky and Nick Feldman.

About Atomico
Atomico invests in disruptive technology companies with ambitious founders from Series A onwards. Our experienced team includes founders and operators from the world’s most successful technology firms who partner with our companies as they scale to become global winners. Founded in 2006, Atomico has made over 80 investments into companies including Supercell, Klarna, Stripe, ofo, Lilium, 6Wunderkinder and The Climate Corporation. Atomico’s team includes founders of six billion dollar companies, and operational leaders who were responsible for global expansion, hiring, user growth, and marketing at companies from Skype and Google to Uber, Facebook, and Spotify.

For more information about our Emerging Growth & Venture Capital Practice, contact Caroline Cherkassky at ccherkassky@stubbsalderton.com 

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Preccelerator Alumni Company Napkin Finance Partnered with JP Morgan Chase Bank

 Napkin FinanceCongratulations to Preccelerator alumni company founder Tina Hay on their recent partnership with JP Morgan Chase Bank to provide insight into topics like determining your risk tolerance, diversification, and rebalancing your portfolio.

You can check out the financial literacy campaign here.

We’re very proud of your success!

About Napkin FInance
“Everything about money in 30 seconds or less.”™ Napkin Finance is a multimedia company that grew out of their own needs for a better way to learn and understand finance. They developed their platform as a quick and easy resource on everything you need to know about money in 30 seconds or less. Napkin Finance’s mission is to empower their readers to manage their money and understand basic financial concepts in a simple, fun and engaging way.
For more information about Napkin Finance, visit www.napkinfinance.com

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

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SEC Amends Rules to Expand Pool of Public Companies that Qualify as “Smaller Reporting Companies”

SECThe Securities and Exchange Commission (SEC) recently adopted rule amendments that are intended to promote capital formation and reduce compliance costs for small public companies, while maintaining appropriate investor protections.  Effective as of September 10, 2018, the definition of “smaller reporting company” will be amended to allow more companies to qualify as smaller reporting companies, and take advantage of scaled disclosure requirements in their reports they file with the SEC.  The rule amendments adopted by the SEC provide that a company with a public float of less than $250 million (i.e. voting and non-voting common stock held by non-affiliates as of the last business day of the company’s most recently completed second fiscal quarter) will qualify as a smaller reporting company.  In addition, the new rules provide that companies with less than $100 million in annual revenues and either no public float or a public float that is less than $700 million will qualify as smaller reporting companies.

Smaller Reporting Company Test Current Rule to Qualify as Smaller Reporting Company Revised Rule to Qualify as Smaller Reporting Company
Public Float Test Public float of less than $75M Public float of less than $250M
Revenue Test Less than $50M of annual revenues and no public float Less than $100M of annual revenues and public float of less than $700M (or no public float)

The new rules also provide that if a company exceeds the thresholds listed above and therefore fails to qualify as a smaller reporting company, the company will remain unqualified until it meets other lower caps set at 80% of the initial qualification caps as of a date of annual determination.  This is designed to avoid scenarios where companies enter and exit smaller reporting company status because of small fluctuations in their public float or revenues.  For example, to qualify as a smaller reporting company under the public float test, a company would need to have a public float of less than $200 million if it had a public float of $250 million or more in the prior year and under the revenue test, a company would need to have less than $80 million of annual revenues if it previously had $100 million or more of annual revenues and less than $560 million of public float if it previously had $700 million or more of public float.

Smaller Reporting Company Test if Initial Thresholds are Exceeded Current Rule to Qualify as Smaller Reporting Company Revised Rule to Qualify as Smaller Reporting Company
Public Float Test Public float of less than $50M Public float of less than $200M, if it previously had $250M or more of public float
Revenue Test Less than $40M of annual revenues and no public float Less than $80M in annual revenues if it previously had $100M or more of annual revenues; and public float of less than $560M, if it previously had $700M or more of public float

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Jonathan Friedman

Jonathan Friedman is Partner at the law firm of Stubbs Alderton & Markiles, LLP. Jonathan advises a wide range of both public and private clients, including development-stage, emerging-growth, and middle-market companies as well as angel investors, venture capital firms and strategic investors. Jonathan’s practice focuses on corporate finance, mergers and acquisitions, securities law, intellectual property licensing and general corporate and business matters. Jonathan also has experience forming venture capital funds.  Jonathan has represented corporations and other entities in a variety of industries, including Internet and e-commerce, apparel, medical devices, entertainment and high technology.

Jonathan has substantial experience managing strategic transactions, including private equity and debt financings transactions, mergers and acquisitions in the public and private markets, offerings by public companies and angel and venture capital financing transactions. In addition, Jonathan counsels companies in connection with SEC reporting requirements and registrations, federal and state securities laws, corporate governance issues, joint ventures and strategic alliances and commercial contracts. Jonathan also has expertise in advising companies in their formation process.

As part of his practice, Jonathan facilitates cross-border financings, mergers and acquisitions and expansions by companies into new markets and works to promote bi-lateral trade opportunities between Canada and the United States that will result in the job creation, investment connection and trade partnership support.

To learn more about our Public Securities Practice, contact Jonathan Friedman at jfriedman@stubbsalderton.com

 

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SA&M Preccelerator ® Program Announces Milestone Tenth Class of Companies + Location Move!

To accommodate this growth, Stubbs Alderton & Markiles’ accelerator, The Preccelerator, is moving to expand its coworking space for companies in Santa Monica.

PrecceleratorLOS ANGELES, Calif., August 6, 2018 (Newswire.com) – The Preccelerator® Program, a Santa Monica, California-based early-stage startup accelerator focused on digital media and technology companies, announced today that it is moving its Santa Monica offices as a result of its growth as it adds its milestone tenth class of companies featuring six innovative startups including AlgoPay, CheckPlis, HaloLoop, Screen Door Labs, Star Metrics and UNOMI.

The new Preccelerator office, located at 1316 3rd Street Promenade Suite 107, both increases the co-working space for the in-house companies and increases event space. The Preccelerator strategically remains in the heart of Santa Monica to provide a technology hub that is close to many valuable educational and networking events, tech culture and other resources to facilitate their growth. The expansion also demonstrates the continued commitment to the Los Angeles tech community that Stubbs Alderton & Markiles, LLP is well known for. To celebrate the tenth class milestone and new office, the Preccelerator will host an open house in September.

In 2012 Stubbs Alderton & Markiles launched the first-of-its-kind Preccelerator® Program to provide select start-ups with co-working space, mentorship, sophisticated legal services, curriculum and access to a strategic perks portfolio with the objective of helping grow a founder’s idea from business concept to a funded company. Over the past six years, 37 companies have graduated the Program, of which 26 have received funding totaling over $11.5M.

Scott Alderton, managing Partner of Stubbs Alderton & Markiles and Chairman of the Preccelerator commented, “When we founded the Preccelerator in 2012, and convinced 3 fledgling startups to move into our space and work with us, we had no idea we could end up where the Preccelerator is today. We conceived this model of offering co-working office space in conjunction with sophisticated startup legal services. We now offer that plus access to over 100 seasoned mentors that actively assist in growth and success, a sophisticated curriculum, access to our network of investors through investment strategy sessions, Meet the VC Luncheons, Demo Day and targeted investor introductions, plus a robust Preccelerator Perks Portfolio with over $450,000 worth of discounted services and benefits to help our cohorts succeed and cut overhead expenses. To say the very least, I’m incredibly proud of what our team has created, and the leadership we demonstrate every day in the Los Angeles tech community.”

Preccelerator® Program Class 10 companies include:

AlgoPay is a borderless e-bank that enables refugees to store and withdraw payments from anywhere. Along with not having access to standard payment systems like PayPal, a majority of refugees also have no place to store their income. On the macro-scale, there’s a borderless population of 67 million unbanked individuals, and on the micro-scale, some of the world’s most vulnerable people are carrying all of their savings in cash with no place to manage funds. AlgoPay operates like both an e-wallet and an ATM. Users can store their income in AlgoPay’s digital wallet, and similar to Western Union, they can withdraw payments at any Algo vendor location— totally bankless. Algo Pay is currently running pilots in Turkey + Jordan and have signed a partnership with UpWork as the first user of Algo’s payment network.

CheckPlis believes people should feel like they are visiting friends when they go out for a meal or drinks. It’s all about the experience. Checkplis is a mobile app integrated into POS systems enabling customers to pay, tip and split the check themselves, all from their phones. Checkplis increases table turnover and efficiency for restaurants and bars and simplifies the checkout experience for consumers.

HaloLoop is a Santa Monica based mobile software company that is reinventing the way people and religious organizations engage with each other. We are a marketplace and live streaming service where people can help others connect to live religious services and donate.
Screen Door Labs created ARescue, an Augmented Reality team communication software for “boots on the ground”. Built for first responders, the system organizes and displays data onto AR glasses. First responders have access to 2D and 3D maps, as well as geotags and video, feeds from drone operators and other responders. ARescue allows first responders to work safer, respond faster, and communicate better as a team.

Star Metrics is an entertainment analytics platform and suite of tools designed to make the casting, financing and forecasting process easier for content creators. With StarMetrics, users can easily discover new talent and understand the value of actors, directors and other entertainers across many data points, such as international appeal, social media reach, or box office impact. StarMetrics provides predictive intelligence and analytics that empowers creators, advertisers, investors and other stakeholders to succeed in an increasingly global and complex content marketplace.

UNOMI is a SaaS for animators and video game developers. UNOMI leverages advanced voice recognition and motion capture technology that automates a lot of the most time-consuming aspects of animation production. Our voice recognition software understands human speech in multiple languages. This allows animators to easily create the speech of multiple 2D and 3D animated characters and for some, UNOMI gives them the ability to create content on a daily basis. UNOMI’s motion capture software will give content creators the ability to easily track human movement within their home or studio, which will eliminate the need to rent expensive motion capture studio space and equipment. Large-scale animation studios will be able to drastically reduce costs allowing them to create more content in a significantly shorter amount of time. UNOMI will also be releasing an Augmented Reality and VR, 3D object plugin for Adobe software which will allow users to easily implement and animate 3D objects quickly and easily. Each UNOMI software will be intuitive, which will eliminate a learning curve for most users.

For more information about the Preccelerator® Program, visit
www.preccelerator.com.

About Stubbs Alderton & Markiles, LLP
Stubbs Alderton & Markiles, LLP is a Southern California-based business law firm with robust corporate, public securities, mergers and acquisitions, entertainment, intellectual property 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 a broad range of industries with a concentration in the technology, entertainment, video game, apparel and medical device sectors. The firm’s 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 the firm. For more information, visit http://stubbsalderton.com.

About the 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 $450,000 in usable perks from Google Cloud for Startups, Amazon Web Services, and HubSpot among others, with the objective of helping grow a founder’s idea from business concept to funded startup. The program also retains more than 100 active strategic mentors providing free office hours and discounted services, and provides over 75-plus educational workshops and networking events each year. The Program expanded in 2017 to accept a greater number of companies in more formalized classes, depending upon where the companies are in their evolutionary growth, and expanded benefits to accepted companies. To apply to the Preccelerator, visit www.preccelerator.com/application.

Contact:
Heidi Hubbeling
Chief Operating Officer, Preccelerator® Program
hhubbeling@stubbsalderton.com
310-746-9803

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SAM Client CDTi Advanced Materials Announces Closing of Rights Offering

cdtiStubbs Alderton & Markiles client, CDTi, a leader in advanced emission control technology,  announced the closing of its previously announced rights offering.  At the closing, they issued and sold an aggregate of 4,427,563 shares of its common stock at the subscription price of $0.50 per share, pursuant to the exercise of subscriptions and oversubscriptions in the rights offering from its existing stockholders.  CDTi received aggregate gross proceeds of approximately $2.2 million from the rights offering before deducting offering expenses.

To read the full press release visit here.

Stubbs Alderton attorney representing CDTi Advanced Materials in this transaction was Louis Wharton.

About CDTi Advanced Materials
CDTi develops advanced materials technology for the emissions control market. CDTi’s proprietary technologies provide high-value sustainable solutions to reduce hazardous emissions, increase energy efficiency and lower the carbon intensity of on- and off-road combustion engine systems. With a continuing focus on innovation-driven commercialization and global expansion, CDTi’s breakthrough Powder-to-Coat (P2C™) technology exploits the Company’s high-performance, advanced low-platinum group metal (PGM) emission reduction catalysts. Key technology platforms include Synergized PGM (SPGM™) and Spinel™. For more information, please visit www.cdti.com.

For more information about our Public Securities practice, contact Louis Wharton at lwharton@stubbsalderton.com

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Preccelerator Company Checkplis Featured on BuiltinLA

checkplisPreccelerator Company Checkplis was featured this week on BuiltinLA’s Top 5 companies to watch report. The Checkplis app allows users to pay at any time and restaurants can also integrate the app into their point-of-sale systems (POS).  Checkplis is a mobile app integrated into POS systems so customers can pay, tip and split the check themselves, all from their phones. They are strategic partners and experience creators for restaurant, bar and nightclub industry leaders. Checkplis was founded by Abner Flores and is currently headquatered in Santa Monica, CA.

To read the full article visit here.

Visit www.checkplis.com for more information.

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

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SAM Client Malauzai Acquired by Finastra

malauzaiStubbs Alderton & Markiles client Malauzai,  a provider of mobile and Internet banking solutions for community financial institutions, has been acquired by Finastra, a fintech company that builds and deploys next generation technology on an open software architecture the company developed and a cloud system.

To read the full press release visit here.

Stubbs Alderton attorney John McIlvery  has represented Malauzai since its inception through acquisition, demonstrating how SA&M creates and builds relationships with its clients throughout their evolutionary path.  Other attorneys participating in the transaction included Caroline Cherkassky and Kelly Laffey.

About Malauzai Software
Malauzai was incorporated in 2010 in response to the growing demand for a technology company that could provide innovative mobile solutions for community financial organizations. As a cool company in a cool town with a focus primarily on community financial institutions, Malauzai provides consumer and business digital banking that enhance the customer experience for mobile and Internet banking, ultimately resulting in increased value for financial institutions.

For more information about the Mergers & Acquisitions practice, contact John McIlvery at jmcilvery@stubbsalderton.com, Caroline Cherkassky at ccherkassky@stubbsalderton.com or Kelly Laffey at klaffey@stubbsalderton.com.

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SAM Client Alpine Pacific Capital Invests in Arable Capital Partners’ Acquisition of Farmington Fresh Cuts

alpine pacific capitalStubbs Alderton & Markiles’ client Alpine Pacific Capital was a minority investor in Arable Capital Partners’ acquisition of Farmington Fresh Cuts, a processor of fresh sliced apples, oranges, pears and other packaged fruits. Farmington will merge with Fresh Innovations, which is also backed by Arable.

To read the full press release visit here.

Stubbs Alderton attorney representing Alpine Pacific Capital is Marc Kenny.

About Alpine Pacific Capital 
Alpine Pacific Capital is a private equity firm focused on acquiring closely-held, profitable businesses located primarily in the Western Region of the U.S. The firm understands the unique needs of smaller private companies and possesses the necessary infrastructure, experience and vision to help build enduring value.

For more information about our Mergers and Acquisitions Practice , contact Marc Kenny at mkenny@stubbsalderton.com

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