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I am a corporate and securities attorney who represents emerging growth companies and the investors who invest in such companies. I serve as the global co-chair of the DLA Piper's technology sector, the chair of DLA Piper's Northwest emerging growth and venture capital practice, and the managing partner of DLA Piper's Seattle office. My practice focuses on securities offerings, mergers and acquisitions (M&A) and general corporate law. My clients are individual entrepreneurs, early stage, venture-backed and public companies and venture capital investors. I have assisted my clients in closing hundreds of seed/venture financings and M&A transactions and numerous initial and secondary public offerings. I enjoy helping startup companies navigate their way into successful enterprises.

Article prepared by and republished courtesy of our colleagues Stephen Taeusch, Daniel Turinsky, and Carsten Reichel; originally published here: https://www.dlapiper.com/en/insights/publications/2024/01/what-to-know-about-noncompete-agreements-in-2024

As we head into 2024, employers can expect more risk related to the use of restrictive covenants at both the federal and state level. From the Federal Trade Commission’s (FTC) anticipated final rule and National Labor Relations Board (NLRB) unfair labor practice charges to new state laws and court decisions, employers are monitoring the landscape, preparing to meet compliance deadlines, and reassessing their approach to noncompete agreements.

Continue Reading What to know about noncompete agreements in 2024

Article prepared by and republished courtesy of our colleagues Jeffrey Hare, John Clarke, John Sullivan, and Adam Dubin; originally published here: https://www.dlapiper.com/en/insights/publications/2023/03/buying-assets-from-the-fdic

In the wake of the appointment of the Federal Deposit Insurance Corporation (FDIC) as receiver for Silicon Valley Bank (SVB) and Signature Bank (SB) on March 10 and March 12, respectively, investors may be considering whether there will be opportunities to acquire failed bank assets. This alert provides a high-level overview of the process for acquiring assets from the FDIC as receiver.

Overview

An FDIC insured bank fails when the chartering regulator closes the bank and appoints the FDIC as receiver. Upon its appointment, the FDIC as receiver succeeds by operation of law to all of the assets and liabilities of the bank, ensuring that depositors have access to their insured deposits. To address potential systemic risk arising from the failures of SVB and SB, federal authorities determined that the SVB and SB receiverships would each be handled “in a manner that fully protects all depositors.” The Deposit Insurance Fund (DIF) overseen by the FDIC absorbs the costs of covered deposits. The DIF is funded mainly through quarterly assessments on all insured banks.Continue Reading Buying assets from the FDIC

Article prepared by and republished courtesy of our colleagues Richard Marks, Kevin Criddle, Curtis Mo, and Jeffrey Lehrer; originally published here: https://www.dlapiper.com/en/insights/publications/2023/03/applying-the-lessons-of-the-svb-and-signature-bank-failures

The failures of Silicon Valley Bank and Signature Bank sent many companies into credit and liquidity crises. With the most pressing short-term impacts now stabilized, corporate boards and management should consider steps to be better prepared in the future.

What happened

On March 10, 2023, Silicon Valley Bank (SVB) was closed by the California Department of Financial Protection and Innovation, which appointed the Federal Deposit Insurance Corporation (FDIC) as receiver. Two days later, New York regulators stepped in to close Signature Bank under the same structure. On March 12, 2023, the Federal Reserve, FDIC and Treasury Department jointly announced an emergency program to backstop all deposits at both SVB and Signature Bank.Continue Reading Applying the lessons of the SVB and Signature Bank failures: Steps for boards and management

Article prepared by and republished courtesy of our colleagues Jeffrey Hare, Margo Tank, Christopher Steelman, David Whitaker, and Adam Dubin; originally published here: https://www.dlapiper.com/en-us/insights/publications/2023/03/takeaways-from-the-silicon-valley-bank-and-signature-bank-receiverships

On Friday, March 10, 2023, Silicon Valley Bank (SVB) was closed by its chartering regulator, the California Department of Financial Protection and Innovation, and the Federal Deposit Insurance Corporation (FDIC) was appointed as receiver which is typical for a bank receivership. The FDIC formed Deposit Insurance National Bank of Santa Clara (DINB) (chartered by the Office of the Comptroller of the Currency) and immediately transferred to DINB all insured deposits of SVB. No loans or other products were transferred to DINB nor were uninsured deposits.Continue Reading Takeaways from the Silicon Valley Bank and Signature Bank receiverships

Just a reminder to those who have Delaware corporations: your annual report and franchise tax payment are both due by March 1 (which is a Sunday, so plan accordingly). At this point, you have likely already received from Delaware your notification of annual report and franchise tax due, which is sent to a corporation’s registered agent in December or January of each year. Delaware requires these reports to be filed electronically.

There are two methods that you can use to calculate the amount of Delaware franchise tax due for
Continue Reading Delaware Franchise Tax due date: a reminder for Delaware corporations

By Trent Dykes, Ossie Ravid and Jennifer Tornow

Just a reminder to those who have Delaware corporations: your annual report and franchise tax payment are both due by March 1. At this point, you have likely already received from Delaware your notification of annual report and franchise tax due, which is sent to a corporation’s registered agent in December or January of each year. Delaware requires these reports to be filed electronically.

There are two methods that you can use to calculate the amount of Delaware franchise tax due
Continue Reading Delaware Franchise Tax due date: a reminder for Delaware corporations

Yesterday, the SEC issued an enforcement order regarding Munchee’s token offering and SEC Chairman Jay Clayton released a general public statement on cryptocurrencies and ICOs.  For those who previously read our post about the SEC’s report in the DAO, much of this might not be a surprise – although the SEC staff did answer the call of discussing so-called “utility tokens.”
Continue Reading The SEC has the Munchees: Eating away at the “utility token” theory

Compliments of over 100 of our DLA Piper colleagues around the world, DLA Piper has launched Finance Rules of the World, which gives you answers to key legal questions that you may consider when initially looking at financing or investing in particular jurisdictions. The interactive Finance Rules of the World website lets you compare regimes across more than 35 jurisdictions in EMEA, Asia Pacific and the US in the areas of borrowing and lending; issuing and investing in debt securities; establishing, investing in, marketing and managing hedge funds and
Continue Reading Finance Rules of the World: see how different jurisdictions allow for finance & investment

One of the more interesting phenomena in early-stage investing is the recent emergence of initial coin offerings (“ICOs”), token generation events (“TGEs”), or similar distributed ledger or blockchain-enabled means for raising capital. Much has been written, including by many skilled lawyers in the technology sector, about whether the tokens issued in these structures involve “securities” – and, frankly, some of it is unhelpful. Hungry for something that seems like crowdfunding, but that actually works to raise meaningful capital for promising technology initiatives, many in the technology space really want these
Continue Reading SEC Report on Tokens as Securities: Seven Takeaways

Much has been written recently on blockchain, Bitcoin, Ethereum, cryptocurrencies and initial coin offerings (ICO). Unfortunately, for non-computer scientists (like me), trying to understand these concepts and their potential implications can be a bit overwhelming. To help all of those non-technologists trying to get their heads around blockchain, Bitcoin, Ethereum, cryptocurrencies and ICOs, I pulled together the following list of resources that I have found useful. As an attorney who represents startup and emerging growth companies, it seems likely that these technologies will prove to be disruptive to how we do business, build new technology, fund startups and even think about employment – much like the initial proliferation of the Internet. Let’s start with a brief overview of these technologies and how they relate to each other.
Continue Reading Getting up to speed on blockchain, Bitcoin, Ethereum, cryptocurrencies and ICOs