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

Stubbs 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 the 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 or (818) 444-4554

[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.

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SAM Client Michelle Gaster Wasserman, who most recently led the North America e-commerce business for Coach, Inc. has been named the new CEO for Adam Lippes.  SAM Partner Louis Wharton represented Gaster Wasserman in negotiating the employment deal.

To read the full press release, click here.

Stubbs Alderton & Markiles, LLP announced that it reprsented its client Resonant Inc. (NASDAQ: RESN), a designer of filters for radio frequency, or RF, front-ends that specializes in delivering designs for difficult bands and complex requirements, in the closing of an underwritten public offering for 2,715,000 shares of its common stock, which includes the exercise in full by the underwriters of their over-allotment option, at a per share price to the public of $4.25. The Company will receive gross proceeds of approximately $11.5 million from the offering.

Stubbs Alderton & Markiles' attorneys that represented Resonant in the transaction were John McIlvery and Jonathan Friedman.

To read the full press release on Businesswire, click here.

About Resonant® Inc.

Resonant is creating innovative filter designs for the RF front-end, or RFFE, for the mobile device industry. The RFFE is the circuitry in a mobile device responsible for the radio frequency signal processing and is located between the device’s antenna and its digital baseband. Filters are a critical component of the RFFE that selects the desired radio frequency signals and rejects unwanted signals and noise.

About Resonant’s ISN® Technology

Resonant can create designs for hard bands and complex requirements that we believe have the potential to be manufactured for half the cost and developed in half the time of traditional approaches. The Company’s large suite of proprietary mathematical methods, software design tools and network synthesis techniques enable it to explore a much bigger set of possible solutions and quickly derive the better ones. These improved filters still use existing manufacturing methods (i.e. SAW) and can perform as well as those using higher cost methods (i.e. BAW). While most of the industry designs surface acoustic wave filters using a coupling-of-modes model, Resonant uses circuit models and physical models. Circuit models are computationally much faster, and physical models are highly accurate models based entirely on fundamental material properties and dimensions. Resonant’s method delivers excellent predictability, enabling achievement of the desired product performance in roughly half as many turns through the fab. In addition, because Resonant’s models are fundamental, integration with its foundry and fab customers is eased because its models speak the “fab language” of basic material properties and dimensions.

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.

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For more information about the Public Securities practice at Stubbs Alderton & Markiles, LLP contact John McIlvery at (818) 444-4500 or

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SAM Preccelerator® Program company BallParq, a web-based platform for building startup financial models for entrepreneurs, universities and incubators, has launched a Crowdfunder campaign with the mission of raising $300,000. To view their campaign, visit https://www.crowdfunder.com/ballparq/invest

Ballparq is a web-based platform that lets entrepreneurs create engaging financial model through an easy-to-use interactive process. The entrepreneur is able to demonstrate financial sophistication by telling the story of their business from the bottom up.

For more information about BallParq, contact founder Carey Chico at .  To learn more about the Preccelerator® Program, contact Heidi Hubbeling at or (310) 746-9803.

 

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Now is a great time for entrepreneurs to sell their companies. However, even in good times investment bankers will tell a seller that the company must be positioned for sale to be successful.

What needs to be prepared to position a company for sale?
The seller must have his or her company financials in good order. This usually means reviewed financials at a minimum. Most sophisticated buyers, like a private equity fund for example, will require audited financials as part of their internal investment criteria. They may also perform a quality of earnings report to detect any flaws in your accounting system or non compliance with GAAP.

You must have your corporate records and minute book in order. This includes your organizational documents, director and shareholder actions, stock register and other customary items. These items should be complete, signed and in the minutes book.

Make sure your contracts are signed, in writing (where applicable), and in one place with all amendments. This will help to expedite the buyer’s due diligence review and reflect favorably on your management skills.

You should also have offer letters or employment agreements, assignments of inventions and nondisclosure agreements in place for key employees, particularly if your business is dependent on key technology and personnel. If you have an HR function, you should have employment policies in place.

Determine the impact on employees if information about a possible sale leaks out to the work force. If that is an issue, handle all due diligence off site or online through a secure website (a data room) and limit the buyer’s access to personnel until the latest possible time.

What legal issues might come up in the sale process?
There are obviously many legal issues that will come up, but here are just a few.

If you have been sued or are about to be, you should have your litigation counsel prepared to explain the status of the cases, the likely cost you may incur if you lose (or even if you don’t lose but have big attorneys fees), the effect on the company’s business, etc. This will surely come up in the buyer’s due diligence. There will likely be an escrowed amount from the sale proceeds to handle the cost of the litigation so as to shift some or all of the risk to the seller.

If you are in a regulated business, make sure you are in compliance with applicable rules and that your counsel can confirm this. The buyer likely will require a legal opinion from counsel to address this and other customary legal issues.

If you are in a technology business, be thinking about how you have protected your intellectual property, including trade secrets, and whether there are any infringement issues. This will be heavily negotiated in the purchase agreement.

How can companies stay on top of contractual matters?
Securing landlord or third-party contract approvals to a sale often takes weeks or longer to secure. If this is going to be an issue in your company, plan ahead and start the process as early as possible — recognizing that the deal may fall apart, so don’t jump the gun too soon.

Check all contracts for change of control provisions to ensure compliance with those provisions.

Start the process early with your lawyer to go over representations and warranties that are likely to be included in a purchase agreement. You will need to be thinking about scheduling exceptions to representations, insurance coverage, environmental matters, undisclosed liabilities, and numerous other matters that will be the subject of representations and covenants in the purchase agreement.

Start thinking about the letter of intent. Will it be binding or nonbinding? Will it go into extensive detail so you know upfront whether you will be able to resolve all material business points at the letter of intent stage? Will there be an earn-out? Will there be a financing contingency? Will you have to provide seller financing? How will the deal be structured? Will there be a standstill period?

Who should be involved in the process and what should be communicated to them?
Locate and engage suitable M&A counsel, accountants (if you do not already have one) and an investment banker to assist in the sale. If your golf buddy is your lawyer, chances are he may not be up to the task of doing an M&A deal. You will need a lawyer that specializes in M&A because it is complicated and part of the negotiations revolve around what are ‘market’ terms in the current environment.
There is often tax structuring necessary to secure a tax efficient sale, so engage tax experts early in the process. The M&A law firm you use will likely have this expertise.

Discuss with your investment banker (if you plan to use one) what they believe is the current market valuation for a company such as yours in today’s market so your expectations are met when the company is marketed. There are investment bankers who handle middle market as well as larger, or smaller, deals. M&A counsel can help you select a banker for your deal.

Even though you think you know all the buyers in your market niche, investment bankers have big rolodexes and have contacts with strategic as well as financial and foreign buyers. Although the investment banker will charge a fee, you can often get a significantly higher price using an investment banker. This is not essential but certainly something to consider carefully.

______________________________________________

Jonathan R. Hodes is a partner of the Firm, and co-chair of the Mergers and Acquisitions Practice Group.  Jonathan concentrates in the area of domestic and international business structures and operations with an emphasis on corporate law, securities, and general business law, including international cross-border transactions.  He devotes substantial time to buy side and sell side mergers and acquisitions, management buy-outs, leveraged buy-outs, leveraged recaps, mezzanine and senior debt financing transactions, work-outs and secured lending and leasing transactions.

Jonathan’s experience includes a broad range of corporate work including complex public and private, domestic and international mergers and acquisitions with emphasis on middle market companies, purchases and sales of middle market companies, representation of emerging growth companies from inception through various tiers of venture capital financing and IPO’s and corporate finance transactions. He also works on private equity deals with emphasis on add on portfolio acquisitions to existing platforms, and dispositions of portfolio companies.

Jonathan’s practice also includes corporate, partnership and limited liability company formation and ongoing representation; as well as securities offerings including public, private, Rule 144A, and international Regulation S offerings as well as securities compliance matters. He has a broad range of industry experience in many industries, including biologics, money service business, television production and distribution, real estate developers, construction management, technology companies, hotel owners and operators, video game publishers, and the manufacturing sector.

For more information regarding our Mergers & Acquisitions Practice Group, please contact Jonathan Hodes at or (818) 444-4508.

(Los Angeles - July, 2016) - SAM Client RPM Services & Rentals (“RPM” or the “Company”) has been acquired by Hugg & Hall Equipment Company. The Stubbs Alderton attorney who led the deal was Joe Stubbs.

RPM was established by Terry Gold in 2008 and grew quickly to become one of the largest independent equipment rental companies in the Southeast. The Company rents a variety of construction equipment to customers principally serving the region’s onshore industrial markets. The Company operates from locations in Bourg, New Iberia, Morgan City and Gonzales, Louisiana.

Terry Gold, President, stated, “We are thrilled to join the Hugg & Hall team.  This transaction presents fantastic synergies for both companies.  Hugg & Hall will bring tremendous resources to our employees and loyal customers and together we will execute a smart growth strategy for South Louisiana.”

About Hugg & Hall Equipment Company
Hugg & Hall Equipment Company, headquartered in Little Rock, Arkansas, has been family owned and managed since 1956 and is one of the largest materials and personnel handling equipment dealers in the Mid-south. With 12 full service locations Hugg & Hall is an authorized dealer for Bobcat, Combilift, Crown, Doosan, Enersys, Extreme, Genie, JLG, Manitou, Sellick, Skyjack, Taylor, Terex, Toyota, and Volvo. Hugg & Hall sells new and used equipment, has a rental fleet of 5000 pieces of equipment, and services all makes of industrial and construction equipment with over 6 million dollars of replacement parts in stock and a team of 190 trained ASE certified mechanics. The company recently started a Utilities Services division which focuses on the rental, sales and service of a broad range of generators, air compressors, lighting equipment, and portable cooling and heating equipment

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. 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.

Media Contact:

Heidi Hubbeling
Director of Marketing

(310) 746-9803

Stubbs Alderton & Markiles, LLP client Netki, Inc. closed a $3.6 million Series A financing, led by OATV III, LP, and including over a dozen prominent Angel and other early stage investors.  Netki is a blockchain infrastructure company (facilitating cryptocurrencies and other blockchain-based technology applications), and has two initial products, Wallet Names and Travel Rule Certificates, that are based on open blockchain standards, and will facilitate ease of use, mass-market  adoption and regulatory compliance of blockchain-based technologies.

SAM Attorneys representing Netki on the deal included Caroline Cherkassky and Scott Alderton.

For more information about our Emerging Growth & Venture Capital Practice, contact Scott Alderton at or Louis Wharton at .

There are a number of types of instruments that an employer can issue key employees and independent contractors (employees and independent contractors are referred to collectively as “service providers” to signify that the benefit discussed applies to independent contractors as well as employees) to give the service providers a piece of the upside in the enterprise.  This article will a summary of most of the popular ones, their standard terms and their tax treatment for the employer and employee or contractor.

What can be issued depends in large part on the type of entity that the employer is.  There are some instruments like options that both a corporation and a limited liability company (LLC) may issue and some that only one or other may issue.

CORPORATIONS

Corporations may issue incentive instruments that are geared to the value of their stock, like options and stock appreciation rights.  An option is the right to purchase a share of the employer’s stock at an agreed price.  The exercise price should not be less than the stock value as of the date of issuance of the option.  Failure to do so will result in income inclusion to the recipient service provider under Section 409A of the Internal Revenue Code (the “Code”). That income would be able to be included in the year of receipt and annually as the spread between stock value and exercise price increases.  (Treasury Regulation §1.409A-1(b)(5).)  The need to value the stock of closely held employers to maintain compliance with Section 409A has created a demand for “409A appraisals” within the valuation industry.  Treasury Regulation §1.409A-(b)(5)(iv)(B)(2)(iii) affords a safe harbor for an employer that bases its valuation on a good faith written valuation report.

There are two kinds of options that a corporation may issue, incentive stock options (“ISOs”) and non-qualified options (“NQOs”).   The benefits of ISOs are (a) the exercise of an ISO does not result in ordinary compensation income for the option holder and (b) income, in the form of capital gain, is not recognized until the stock is disposed of.  (Code Section 422(a).)  If the optionee holds the stock for at least two years from the date of issuance of the ISO and at least one year from date of exercise of the ISO, the gain on the sale of the stock would be long term capital gain.

To be an ISO the option must have been issued to an employee (not an independent contractor or outside director) of an employer corporation; the option must have been issued pursuant to a plan approved by the corporation’s shareholders within 12 months of the adoption of the plan by the corporation’s board;  the option may not have more than a 10 year term from the date of issuance; the option may not be transferable and may not be issued to a 10% or more shareholder (the option must have an exercise price of more than 110% of the stock’s value on the date of issuance if the option is issued to a 10% or more shareholder).  (Code Section 422(b).)

Exercise of an NQO results in income for the service provider in the difference between the value of the stock and the exercise price on the date of exercise.  That benefit is tempered by the inclusion of the difference between stock value and exercise price of an ISO in alternative minimum taxable income, potentially implicating the alternative minimum tax for the option holder.

A stock appreciation right (SAR) is the right of a service provider to receive a cash bonus in the amount of the stock value on the date of exercise over the stock value on the date of issuance.  Exercise of the SAR may be limited to certain events or may exercisable at any time by the service provider, both employee and independent contractor.  To avoid the reach of Section 409A, the SAR must be based on appreciation over the value of the stock on the date of issuance of  the SAR.

Phantom stock rights and restricted stock units (RSUs) are the right to receive a cash bonus equal the value of the employer’s stock.  (“A RSU provides a right to receive an amount of compensation based on the value of stock that is payable in cash, stock, or other property.”  (Treas. Dec. 9716 (Apr. 1, 2015).)  Because Section 409A applies to the right to receive a cash bonus, payments with respect to phantom stock rights and RSUs effectively have to be limited as follows:

(1) the service provider's “separation from service”, subject to a six-month delay requirement for separation from service of a “specified employee” (generally an officer or highly compensated employee of a public company);

(2)  the date the service provider becomes “disabled”;

(3)  the service provider's death;

(4)  a specified time or fixed schedule specified under the plan at the date of the deferral of the compensation;

(5)  a change in the ownership or effective control of the corporation, or in the ownership of a substantial portion of the corporation's assets; or

(6)  the occurrence of an “unforeseeable emergency.”

Grants of equity or any property (options are excluded from the term property for this purpose) to a service provider result in compensation income upon the earlier of issuance of the property or the lapse of any restrictions on the grant.  (Code Section 83(a) and Treasury Regulation §1.83-3(a)(2).)  The recipient service provider has the ability to include the value of the unvested equity grant in income as of the date of receipt.  (Code Section 83(b).)  In a start up, the election is almost always made to include the value of the equity grant in income as of the date of issuance, despite the risk that the vesting requirements might never vest, but with any gain on the sale of the equity eligible for long term capital gain treatment if the holding period of one year is met.

LIMITED LIABILITIES COMPANIES

Limited liability companies (LLCs) as well as limited partnerships and general partnerships may offer all of the incentive compensation instruments that a corporation can except for ISOs.  But, LLCs may offer profits interests which are probably the best incentive compensation instruments available.

A profits interest is an interest in an LLC that by definition would yield the recipient no share of the proceeds if the LLC's assets were sold at fair market value and then the proceeds were distributed in a complete liquidation of the LLC. This determination generally is made at the time of receipt of the LLC interest.  (Revenue Procedure 93-27, 1993-2 C.B. 343.)  The profits interest treatment is only open to interests granted for services to the LLC.  The concept of a profits interest as not being includible in the recipient’s income on receipt is beneficial as the benefit is not dependent on the valuation of the interest granted, but on the assets of the LLC.

When a profits interest is granted, the LLC values its assets and sets that value as the “base value” or the “threshold amount.”  Once the LLC has made cumulative distributions equal to the base value/threshold amount, the profits interest participates along with the other holders of the class of LLC interest granted.  If the LLC sells an asset and recognizes long term capital gain, the profits interest holder recognizes long term capital gain as well.

Unlike an ISO in the corporate context, there is no income on grant of the profits interest (either for regular tax or alternative minimum tax purposes).

____________________________________________

Michael Shaff joined the firm in 2011 as Of Counsel. He is chairperson 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.

For more information about the Incentive Compensation Plans and the Tax & Estate Planning Practice at Stubbs Alderton & Markiles, LLP, contact Michael Shaff 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

Napkin Finance provided by CardBlanc, Inc

Congratulations to SAM Preccelerator® Program company Napkin Finance, a subsidiary of CardBlanc. Napkin Finance has teamed up with the White House to promote financial literacy among students and young adults, and assist them with preparing for college and Federal Student Aid.  This is part of President Obama and the First Lady's Reach Higher, Better Make Room and National College Signing Day initiatives.

The White House just released the Fact Sheet "Celebrating Progress in Expanding College Opportunity for Every Student on College Signing Day."  In regards to Napkin Finance it states, "Napkin Finance breaks down financial concepts in a simple, engaging, and visual way in 30 seconds or less. Most importantly, it teaches teens and young adults how to make smart money decisions and build a lifetime of financial well-being. For the First Lady’s Better Make Room initiative, Napkin Finance has created a course with “napkins” that prepare students for the financial challenges of a college education. The Better Make Room collaboration with Napkin Finance will inspire and empower teens to fill out the FAFSA, learn more about options for paying for college, understand how student loans work, and encourage ongoing engagement with the Reach Higher platform."

To read the full Fact Sheet, click here.

To learn more about Napkin Finance visit: http://www.napkinfinance.com

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

 

Stubbs Alderton & Markiles' client HitFix, a fan-focused publisher of entertainment news, reviews and video, has been acquired by Woven Digital.  Terms are undisclosed.

With the acquisition, HitFix’s 17 employees are joining Woven, including CEO Jennifer Sargent, editor-in-chief Richard Rushfield, CTO Anurag Jain and TV critic Alan Sepinwall. Woven plans to boost HitFix’s video output, with higher production quality and frequency, and they believe that HitFix's focus on the 18-34-year-old market will help them expand the company’s reach into the highly sought demographic.

Prior to the acquisition, HitFix had raised $6.8 million. The company’s investors included Gordon Crawford, Golden Seeds, Angel Capital Entrepreneurial Fund, Liquid Capital Group, and Tech Coast Angels. In 2008, Sargent co-founded HitFix with Gregory Ellwood, who left the company last September.

SA&M attorneys on the deal included Louis Wharton and Scott Galer .

To view further press on the transaction, visit:
Variety
Hollywood Reporter 

About HitFix
HitFix is the fastest growing entertainment news brand, driving discovery, conversation and choices for passionate entertainment fans via breaking news, expert analysis, engaging reviews, recaps and live, on-the-scene event coverage of the biggest entertainment events across film, TV, music and more. HitFix offers partners access to an unparalleled editorial and video distribution network spanning desktop, mobile, social, video and out-of-home digital displays to the tune of 90+ Million interview streams and 300+ Million viewers each month. HitFix is truly everywhere.

About Woven Digital
Woven Digital is an award-winning digital media and content company. Woven’s unique approach to storytelling through a mix of documentary-style video and authoritative journalism covers subject-matter and individuals often overlooked by traditional broadcast and media. Through our brands, we engage with millions of young male consumers on a daily basis. Woven's flagship destination, UPROXX, is a top-25 mobile site that delivers original programming celebrating humans and human culture (HUMAN), exploring tech and innovation (LUMINARIES), breaking the undiscovered in music (UNCHARTED) and covering the unknown stories in sports (UNDERBELLY). For more information about Woven, visit www.woven.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.

Press Contact:

Heidi Hubbeling
Director of Marketing
Stubbs Alderton & Markiles, LLP

(310) 746-9803

 

 

You're invited to the second annual Digital Women Spring 2016 from Digital LA on March 8th! Held on International Women's Day, the second Digital Women symposium celebrates women in tech including women startup CEO / founders, digital professionals, developers, designers and more. The symposium includes panels, keynotes, and workshops featuring women and men to discus action steps to increase and retain women in tech, and connect and inspire attendees. Heidi Hubbeling from Stubbs Alderton will be speaking on behalf of the Preccelerator Program and SAM Venture Partners for the Venture Capital & Accelerators track. For more information and to register, visit http://www.eventbrite.com/e/digital-la-digital-women-spring-2016-tickets-21054432374

Stubbs Alderton & Markiles, LLP is proud to announce that four of their attorneys have been listed in the 2016 Southern California Super Lawyers edition.  Congratulations to Scott Alderton, Joe Stubbs, Kevin DeBré, and Michael Sherman.

What is Super Lawyers? Super Lawyers is a rating service of outstanding lawyers from more than 70 practice areas who have attained a high-degree of peer recognition and professional achievement. The selection process includes independent research, peer nominations and peer evaluations.  To view the digital publication, click here.

A little bit more about the attorneys:

Scott Alderton - a founding partner of the Firm, Managing Partner, and a member of the Firm’s Executive Committee.  Scott is co-chair of the Firm’s Venture Capital and Emerging Growth Practice Group and chair’s the Firm’s Interactive Entertainment and Video Games Group.  Scott advises both public and private clients across a number of industries, including technology, manufacturing and distribution of goods in commerce, finance, the Internet, interactive video games, and new media industries.

Joe Stubbs -  Joe Stubbs is a founding partner of the Firm, and a member of the Firm’s Executive Committee.  He is co-chair of the Firm’s Venture Capital and Emerging Growth Practice Group, and of the Firm’s Mergers and Acquisitions Practice Group.  Joe practices in the areas of corporate and securities law, emphasizing the corporate representation of both publicly-held and privately-held emerging growth and middle-market companies, venture capital and private equity firms, angel investment groups and investment banks.  He acts as outside general counsel to numerous emerging growth and technology companies, advising on a wide range of legal and strategic issues at all stages of their evolutionary path.  He particularly concentrates on advising companies in preparing for and successfully completing their angel, venture capital, private equity and debt financing transactions, their merger, acquisition and divestiture transactions and their initial and follow-on public offerings.  He also serves as outside general counsel to various publicly-held companies, providing advice on all aspects of their business activities, including securities law compliance and corporate governance matters.  His experience also includes corporate partnerships, restructurings and technology licensing.

Kevin DeBré - Kevin D. DeBré is the chair of the Firm’s Intellectual Property & Technology Transactions Practice Group.  Kevin advises entrepreneurs and companies that use intellectual property to build their businesses.  Kevin has particular expertise in structuring and negotiating technology commercialization and patent licenses, strategic alliances, research and development collaborations, trademark licensing and brand merchandising agreements and manufacturing, distribution and marketing arrangements.  He also counsels clients on compliance with data security and privacy laws and regulations.  Kevin is a business lawyer, a registered patent lawyer and a former engineer.  He focuses on representing software companies, semiconductor design firms, mobile commerce businesses, e-commerce enterprises, electronics and hardware manufacturers, media companies, content developers and publishers, biotechnology companies and medical device manufacturers both in the United States and abroad.

Michael Sherman - Michael Sherman is a Partner of the Firm and Chair of the Business Litigation practice group.  Michael is an accomplished trial lawyer in high-stakes, “bet-the-company” litigation, and has represented both large and early-stage companies as well as entrepreneurs in all facets of business and complex commercial litigation. He has evenly split his litigation practice on both the plaintiff and defense side of cases, has first-chaired numerous trials in complex matters in industries as varied as energy, securities, healthcare, environmental, consumer products, technology, project development/finance, advertising, real estate and apparel, and is highly skilled in class actions and unfair competition law. Michael’s trial skills and courtroom success resulted in his being named several years ago to the “Top 100 Lawyers” in California list, published by the Daily Journal newspaper chain. He has consistently been named to “Best Lawyers in America”.  Michael has been recognized as a leading trial lawyer by his peers and featured in the press for some of his significant victories on behalf of clients. He is a recent past president of the Los Angeles Chapter of the Association of Business Trial Lawyers. He is a frequent speaker and writer on business litigation and trial advocacy.

For more information about Stubbs Alderton & Markiles, contact Heidi Hubbeling at or (310) 746-9803.

Clients have received unsolicited official-looking mail notifications offering to register their trademarks with various international registries or to have additional trademark protection work done by the soliciting company. The notices often require the trademark holder to pay thousands of dollars for the promised services. As set forth in a federal grand jury indictment unsealed on Wednesday, January 20th, two individuals in Los Angeles, Artashes Darbinyan and Orbel Hakobyan doing business as Trademark Compliance Center and Trademark Compliance Office, were indicted for mail fraud and aggravated identity theft in addition to other related crimes.

The sophistication of these frauds is outlined in detail in the indictment including use of call-answering and mail-forwarding services in multiple cities in California and the Washington,D.C. metro area; setting up these accounts under false names; setting up banking accounts under false names with at least one account transferring funds to a gold dealer, and use of VoIP phone lines which are harder to detect. The indictment is seeking forfeiture of at least $1,850,000 of illegal proceeds in addition to other penalties.

If you receive these types of unsolicited offers and before signing up for such trademark protection services or a listing in a trademark directory, please contact SAM’s trademark and copyright attorneys (818) 444-4500 or .

Stubbs Alderton & Markiles, LLP recently completed the formation of Colle Capital Partners I, L.P., a $20M global, opportunistic, early-stage technology venture fund.  Managers have completed deals in various verticals and across all capital structures. They pay special attention to data. Virtually all of their deals have an intrinsic relationship with data as they believe that data will drive future growth for all of their companies.

SAM Partner Jonathan Friedman served as lead counsel in connection with the formation of the fund.  For further information on SAM’s fund formation practice, please contact Jonathan Friedman at (818) 444-4514 or .

SAM client Finny announced the completion of an initial funding round of $300k that includes participation from Spartan Ventures, Inc. (www.spartanventures.com) and several angel investors.  "We are very excited to be able to support Finny -- a socially responsible and quite frankly, necessary tool for the benefit of our most prized possessions -- our children,” said Reg Lapham, Spartan’s President. Finny's parental engagement platform is the first mobile solution that turns screen time into learning moments. An increasingly valuable need as research continues to prove that device addiction is causing serious academic, social, and medical issues that are affecting today’s youth.

Targeted to 7-14 year olds, Finny monitors unproductive device usage and interrupts by triggering a custom quiz. Whether reinforcing traditional academic subjects or introducing new topics, the content library contains over 15,000 questions across a range of categories (Math, Science, Current Events, etc.). Through a comprehensive dashboard, parents can customize settings, receive real-time report cards, and gain visibility into their child’s device usage.

"This is the perfect tool to engage with your child and improve mobile habits.”
– Professor Eric Curcio, MD UCLA Pediatrics

The company, based in Santa Monica, California, intends to use the funds for continued product enhancements while igniting marketing efforts. They are focused on building out a powerful influencer network to drive awareness and legitimize messaging. Currently available for download on Google Play and with iOS scheduled for early 2016, Finny is ready to begin driving change by making device usage productive.

Follow along and join the movement, as everyone’s participation is important to combat the magnitude of the problem.

SAM Partner Louis Wharton represented Finny in this transaction.  For more information about our Venture Capital & Emerging Growth practice, contact Louis at

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