Category Archives: Attorney – Public Securities Practice

Alia Delpassand

Associate

Alia Delpassand

Direct Voice/Text/Fax : 818.444.4516
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Alia Delpassand is an associate of the Firm.

Alia’s practice focuses on corporate transactions, including mergers and acquisitions, securities law compliance, private equity transactions and general corporate matters for both public and private clients, focusing on middle-market and emerging growth companies.

Prior to joining the firm, Alia interned at the U.S. Securities and Exchange Commission in Washington, D.C. where she worked on insider trading liability and misappropriation cases. She also previously served as an extern for two federal judges, the Honorable Catherine E. Bauer in the U.S. Bankruptcy Court, Central District of California, and the Honorable Frances H. Stacy in the U.S. District Court of the Southern District of Texas.

Alia received her B.S. in Political Science from the University of Southern California where she graduated with Honors and her J.D. and Masters in Dispute Resolution from Pepperdine University School of Law. She also completed a Business & Finance Certificate from the Palmer Center for Entrepreneurship & the Law.

Alia is fluent in Farsi and is an active member of the Iranian American Bar Association, the Women’s Legal Association of Los Angeles, and the Santa Monica Bar Association. She is admitted to practice law in the State of California.

practice & experience

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Shanita Nicholas

Shanita Nicholas

Associate

Shanita Nicholas

Direct Voice: 818.444.4545
Direct Fax: 818.444.6345
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Shanita Nicholas is an associate of the Firm.

Shanita’s practice focuses on corporate transactions, corporate governance, mergers and acquisitions matters and other general corporate and business matters. Prior to joining the firm, Shanita worked at international law firms within mergers and acquisitions for middle market private equity clients and within derivatives and mergers and acquisitions for large private equity clients. Prior to her legal career, Shanita worked as an IT consultant at Booz Allen Hamilton, where she acted as a liaison  between government clients and technical specialists.

Shanita is founder of the Los Angeles Black Investors Club and a member of the Los Angeles Venture Association.

Shanita received her B.S. in Chemical Engineering from Columbia University and her JD and MBA from Columbia University Schools of Law and Business, where she served as Operations Editor of the Columbia Business and Law Review. She is admitted to practice law in the State of New York and the State of California.

practice & experience

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Kelly S. Laffey

Kelly S. Laffey

Associate

Kelly S. Laffey

Direct Voice: 818.444.4538
Direct Fax: 818.444.6338
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Kelly Siobhan Laffey is an associate of the firm.

Kelly’s practice focuses on advising emerging growth and middle market companies in the technology, digital, internet, interactive media (i.e., AR and VR), and entertainment industries. Kelly counsels clients on issues related to corporate governance and formation, venture capital and other financings, joint ventures, employee compensation, complex stockholder and operating agreements, securities law regulation and other general corporate matters.  Kelly also advises investors and funds in connection with venture capital and other financings.

Kelly also counsels clients in connection with mergers and acquisitions matters, including asset and equity acquisitions and dispositions, cross-border transactions, spin-off transactions, secured lending transactions, financing restructurings and corporate reorganizations.

Drawing on her diverse work experience in the entertainment arena, including time spent with talent agencies, and music and television production companies, Kelly also assists on matters related to licensing, marketing, and exploitation of intellectual property rights.

Kelly received her B.A. in Media Studies and Organizational Communication from Emerson College in 2008 and her J.D. from Loyola Law School in 2013. She is admitted to practice law in the States of California and Missouri.

practice & experience

  • Representation of venture capital fund in multiple preferred stock financings ranging from $2 million to $7 million.
  • Representation of electrical infrastructure and maintenance software-as-a-service company in preferred stock financing and convertible note financing with an aggregate $1.8 million raise.
  • Representation of audio-immersive technology company in preferred stock financing of approximately $12 million.
  • Representation of last-mile solution robotic delivery company in cross-border corporate reorganization and convertible note financing of approximately $4.5 million.
  • Representation of employee benefits administration firm in sale of equity for approximately $38 million.
  • Representation of private investor in acquisition of film production company for approximately $1.6 million.

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Caroline Cherkassky

Caroline Cherkassky

Senior Counsel

Caroline Cherkassky

Direct Voice: 818.444.4540
Direct Fax: 818.444.6340
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Caroline Cherkassky is senior counsel of the Firm.

Caroline’s practice focuses on advising emerging growth, development stage, and middle market companies on a variety of matters, including venture capital and other financings, employee compensation, securities laws compliance, technology transactions, mergers and acquisitions, stockholder agreements, equity incentive plans, corporate governance, and other general corporate matters, including serving as outside general counsel to early stage companies. She also advises the funds and other investors that invest in these types of companies.

Caroline received her B.A. in Economics from Stanford University and her J.D. from Stanford Law School. She is admitted to practice law in the State of California.

practice & experience

Representative transactions:
• HelloTech in its Series A financing and general corporate matters;
• Representation of Atomico in its Series C investment in Clutter Inc.;
• Morpheus Ventures in its Series B investment in Bridg, Inc.
• Consortia Health Holdings, Inc. in its Series A financing and general corporate matters;
• Netki, Inc. in its Series Seed financing and general corporate matters;
• Colle Capital Partners in various venture capital investments.

Representative speaking engagements:
• UCLA Law School’s “Law & Entrepreneurship” Conference – March 9, 2018
• Plugin South LA’s Digital & Beyond in LA – October 12, 2017

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Nick C. Feldman

Associate

Nick C. Feldman

Direct Voice: 818.444.4541
Direct Fax: 818.444.6341
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Nick C. Feldman is an associate of the firm.

Nick’s practice focuses on venture capital financing transactions, mergers and acquisitions, and general corporate representation of emerging growth and middle-market companies, including corporate governance, securities laws compliance, and commercial agreements. He also represents venture capital and private equity funds and strategic investors who finance and acquire these companies.  In addition, Nick advises clients in connection with complex technology and intellectual property transactions, licensing, and privacy matters.

Nick has been named a Southern California Super Lawyers Rising Star in 2017 and 2018. Nick also serves as an Adjunct Professor at Loyola Marymount University, where he lectures on media law topics.

Nick received his B.A. from the University of Washington and his J.D. from Loyola Law School, where he was Editor-in-Chief of the Loyola of Los Angeles Entertainment Law Review and a recipient of the Otto Kaus Award for Excellence in Legal Scholarship. He is admitted to practice law in the State of California.

practice & experience

  • Representation of an A.I. technology company in a preferred stock offering of approximately $11 million
  • Representation of the lead investor in a preferred stock offering by a virtual reality company of approximately $3 million
  • Representation of a private equity firm in its disposition of a portfolio company for approximately $64 million
  • Representation of an internet radio platform in a preferred stock offering of approximately $2.25 million
  • Representation of an audio technology company in the sale of substantially all of its assets for approximately $30 million

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Louis A. Wharton

STUBBS-042

Partner

Louis A. Wharton

Direct Voice: 818.444.4509
Direct Fax: 818.444.6309
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Louis A. Wharton is a Partner of the Firm and Director of the Preccelerator Program. Louis’ practice focuses on advising startup, emerging growth and middle market companies across a spectrum of industries in securities compliance, corporate finance, mergers and acquisitions and general corporate matters.

He counsels clients in the technology, internet/e-commerce, pharmaceutical, apparel and entertainment industries, among others.

Louis serves as a member of the Board of Directors of the Los Angeles Venture Association (LAVA), and previously served on the San Fernando Valley Bar Association Board of Trustees and the Executive Committee of ProVisors’ Technology Group.

Louis received his A.B., cum laude, from Harvard University and his J.D. from Stanford Law School. He is admitted to practice law in the State of California.

practice & experience

  • advising the Firm’s public clients on a variety of ’33 Act and ’34 Act work, including reviewing and filing registration statements and current, quarterly and annual reports;
  • structuring and negotiating public offerings and private placements of both equity and debt securities, including PIPEs and angel and venture backed transactions, for the Firm’s private and public clients;
  • strategizing with and negotiating on behalf of the Firm’s clients on a variety of public and private mergers (including reverse mergers), strategic stock and asset acquisitions and divestitures, both buy- and sell-side; and
  • counseling the Firm’s clients on other aspects of their business activities, including commercial transactions, incentive compensation and corporate governance.

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John McIlvery

John_McIlvery

Partner

John McIlvery

Direct Voice: 818.444.4502
Direct Fax: 818.444.6302
Mobile: 626.705.0758
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John McIlvery is a founder and partner of the Firm.  He chair’s the Firm’s Public Securities practice group.

John’s practice is focused on corporate securities, mergers and acquisitions, venture capital financing, and general corporate and business matters.

John has represented clients in a wide variety of industries and businesses, including Internet and e-commerce, apparel, medical device, semiconductor, biotech, entertainment, technology and manufacturing. He has represented these companies from inception through initial and start-up financing, venture capital financing, initial public offering and ultimate sale.

John received his B.A., summa cum laude, from the University of Southern California and his J.D. from the Boalt Hall School of Law, University of California at Berkeley. He is admitted to practice law in the State of California.

practice & experience

  • private placements of equity and debt securities, including venture capital and angel financings, PIPEs, initial public offerings, secondary offerings, Rule 144A debt offerings and other capital market transactions;
  • public and private company mergers and acquisitions, including tender offers and going private transactions;
  • strategic partnering arrangements and other joint ventures;
  • a wide range of general corporate issues, including executive employment agreements, stock incentive plans, licensing agreements, and various commercial contracts; and
  • all aspects of securities law compliance and corporate governance matters for publicly-held companies.

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Jonathan Friedman

Jonathan Friedman

Partner

Jonathan Friedman

Direct Voice/Fax/Text: 818.444.4514
Mobile: 818.625.0408
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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 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.

Jonathan received his Bachelor of Applied Science in Mechanical Engineering in 1998, his M.B.A. in 2002, and his J.D. in 2002, all from the University of Toronto.  Jonathan is admitted to practice law in the States of California, New York and Massachusetts.

practice & experience

  • debt and equity financings
  • seed and venture capital financings and other private placements, including ICOs
  • mergers, acquisitions and divestitures
  • cross-border transactions
  • limited liability company (LLC) operating agreements
  • fund formation
  • stockholder agreements
  • commercial contracts
  • secured lending transactions
  • financial restructurings
  • brand development and licensing
  • technology licensing and IP protection
  • marketing and endorsement agreements
  • manufacturing and distribution agreements
  • securities regulation
  • executive employment agreements
  • options, profits interest and other equity incentive plans
  • 34 Act compliance
  • corporate governance
  • website compliance

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