2011

A_Ledbetter_LR.jpgCONTRIBUTED BY
Andrew Ledbetter
andrew.ledbetter@dlapiper.com

As expected, the SEC has adopted final rules regarding the exclusion of a person’s primary residence, and related debt securing the residence, from the “net worth” standard for accredited investors.  The final rules are substantially similar to those the SEC previously proposed, which we summarized in this earlier post.

Under the new rules, in calculating “net worth” for purposes of determining if a person’s individual net worth, or joint net worth with the person’s spouse exceeds $1,000,000:Continue Reading SEC Adopts ‘Net Worth’ Rules for Accredited Investors

Kappus, Anthony R._photo_4742.jpg

CONTRIBUTED BY
Anthony Kappus
anthony.kappus@dlapiper.com

This installment of our series Understanding VC Financing examines liquidation preferences.  Along with dividend rights, conversion rights, and anti‑dilution provisions, liquidation preferences are an essential economic term of the preferred stock typically sold in a VC financing.

Liquidation preferences govern how a company allocates and distributes the proceeds from a sale, merger, dissolution, or other liquidation event.  The liquidation preference entitles holders of preferred stock to receive distributions of proceeds from an exit transaction before holders of common stock and other series of preferred stock with a lower preference priority and, in certain cases, entitles preferred stock to participate with holders of common stock after payment of the initial preference amount.Continue Reading Understanding VC Financings – Liquidation Preferences

Adriana Gascoigne.jpgAdriana Gascoigne is the founder and CEO of Girls in Tech, a non-profit organization she launched in February 2007 that is focused on the engagement, education and empowerment of like-minded professional and influential women in technology. Girls in Tech supports over 17,000 members among 37 active chapters worldwide.

Previously, Adriana was the VP of Marketing for SecondMarket, the global marketplace for alternative investments, and was responsible for SecondMarket’s marketing, branding strategy, event production and digital media efforts. She has also worked at a variety of technology start-ups working in marketing, communications and analytics, including hi5, SocialGamingNetwork (SGN), Jambool’s SocialGold, GUBA as well as Ogilvy Public Relations Worldwide (as VP of 360 Digital Influence) and Edelman (as VP of the Digital Group). She is an “Intel Insider,” serving as a brand and product advisor for Intel. She advises a number of start-ups including Involver, Numiyo Technologies, Palindrome Advisors, Charity Blossom, DooChoo, and Change.org.

Read on for our interview with Adriana Gascoigne, including her advice (and encouragement) for startup entrepreneurs.Continue Reading The Venture Spotlight: Adriana Gascoigne, Founder of Girls in Tech

This post is part two of our series exploring various aspects of due diligence in the context of a merger and acquisition (M&A) transaction. Our prior post discussed M&A due diligence generally and its objectives. This post will focus on the due diligence process.

Due diligence is routinely time consuming and often complex. However, the process can be manageable and cost-effective if a party spends time in advance creating a due diligence plan and forming a due diligence team.Continue Reading M&A Due Diligence: The Diligence Process (Part 2)

pic-asher.jpgCONTRIBUTED BY
Asher Bearman
asher.bearman@dlapiper.com

Some interesting news today out of the SEC about new enforcement actions by the SEC against hedge funds – specifically, against three separate advisory firms and six individuals for alleged violations initially uncovered through the results of SEC proprietary data analysis.  That final point may be the most interesting since, evidently, the SEC is not simply waiting for whistleblowers under the SEC’s Dodd-Frank whistleblower program, which financially compensates those who ring the alarm bells about fraud and wrongdoing at their companies.  Instead, it appears to be proactively investigating hedge funds, using its proprietary data analysis. These internal investigatory efforts may signal a new front in the SEC’s efforts to police hedge funds and probably other types of funds as well.

Read more after the jump, courtesy of Deborah MeshulamPerrie WeinerNicolas Morgan and Joshua Briones:Continue Reading SEC Stepping Up Fund Enforcement Actions

A_Ledbetter_LR.jpgCONTRIBUTED BY
Andrew Ledbetter
andrew.ledbetter@dlapiper.com

The SEC has announced that, “beginning January 1, 2012, the staff will release filing review correspondence no earlier than 20 business days following the completion of a filing review.”  This shortens the SEC’s historical (well, since 2005) practice of releasing such correspondence “no earlier than 45 [calendar] days after the review of the disclosure filing is complete.”  This may be useful to note for a company that deals with SEC review (either registration or periodic/current reports). Continue Reading SEC posting of comment letters

Rebecca Lovell (subject of our past interview/VentureSpotlight) has a post on GeekWire this morning announcing that the tech news site and online community has acquired Seattle 2.0, a site dedicated to assisting tech entrepreneurs build their companies.  GeekWire plans to continue hosting the Seattle 2.0 Awards event and StartupDay conference, in addition to combining the job postings from both sites as well as other elements.  Marcelo Calbucci, founder and driving force behind Seattle 2.0, will advise GeekWire through the integration but is now dedicating his time
Continue Reading GeekWire & Seattle 2.0 – Marriage Made in Heaven

Megan Muir.jpgCONTRIBUTED BY
Megan Muir

As I’ve said before, I’m a huge fan of The Foundry Group and its co-founder Brad Feld.  His firm’s I’m a VC rap video was an instant classic in my view.  Feld has taken it a step further now, launching a site he’s calling “I Can Has VC” hosted on his portfolio company Cheezburger‘s site.

Hat tip to John Cook/Geekwire for today’s post on this.
Continue Reading I Can Has VC – Brad Feld’s Latest

Compliments of Jason Smith of Kidder Mathews, attached is a Seattle office real estate market review for Q3 2011. As the report notes, the regional vacancy rate decreased in Q3 2011 and is expected to decrease again in Q4 2011 and, barring a deep double-dip, rental rates may have bottomed out across the region, with some firming in a few specific class/location combinations.Continue Reading Seattle Office Real Estate Market Review for Q3 2011