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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.

Our private company clients often ask what kind of revenue or EBITDA multiple ranges they can expect upon a sale or when determining their enterprise value in connection with a financing. This is always a tricky question as value is driven by ever-changing supply and demand and then-current market conditions. Moreover, with yet-to-be-profitable startups, substantial value often lies with their IP, team and/or future prospects.  Accordingly, for a startup, the answer to this question is subjective at best. With that said, one of the better resources I have found for
Continue Reading Current trends on deal multiples (Q1 2017)

Below are three charts compliments of J.Thelander Consulting and PitchBook that illustrate the dilutive impact over time of venture funding on founder ownership levels. These charts are the result of J.Thelander Consulting’s venture-backed private company ownership survey – and divided by industry (biotechnology, medical device and technology). Read the full article here.

While these charts are directionally helpful, each company will of course have its own set of facts. In my experience, the main drivers of founder dilution are often:

  • the size of the founder team;
  • how long the

Continue Reading The dilutive impact of VC funding on founder ownership

Article prepared by and republished courtesy of our colleagues Evan Migdail and Steven Phillips; originally published here:

As a result of the elections, the chances for the enactment of comprehensive tax reform are perhaps greater than at any time over the past decade. A great deal of work has already been done on tax reform in the Congress. What has been lacking is the political dynamic needed to make reform a reality.

President-elect Donald Trump and Congress may also consider a scenario whereby part of the tax reform could be used to pay for an infrastructure program to create greater domestic economic growth.

What follows are brief summaries of President-elect Trump’s tax proposals and the House Republican Tax Blueprint that is expected to be a possible starting point for the consideration of reform early in 2017. 
Continue Reading The Trump Tax Reform Plan – Key Points

Compliments of Jason Smith of Kidder Mathews, attached is a Seattle-area office real estate market review for Q1 2016. Here is a short summary:

  • General leasing activity improved significantly outside of the Seattle and Bellevue central business districts (CBDs), which had led the region coming out of the recession.
  • Regional first quarter absorption was just over 670,000 s.f., a bit off the 2015 pace, but well above the previous ten years; this left the regional vacancy at 7.87%.
  • Rental rates continue to move up at a steady but modest rate,

Continue Reading Seattle Office Real Estate Market Review for Q1 2016

The 2015 Annual Halo Report has been released by The Angel Resource Institute at Willamette University (ARI) and PitchBook.  The Halo Report analyzes angel group investment activity and trends in the United States.  Here are a couple interesting FY 2015 highlights:

  • The median seed-stage valuation for 2015 deals hit an all-time high of $4.6M (up from 53% from 2014);
  • The median and mean round sizes in deals with only angel investors climbed to $850K and $1.164M, respectively (both up materially from 2014);
  • The median and mean round sizes in

Continue Reading Angel Investment Trends: FY 2015 Halo Report

CB Insights created the below infographic on October 26, 2015 illustrating the rise of unicorn companies since 2011. This graphic is particularly interesting when viewed together with CB Insights’ blog post this morning (January 7, 2016) that recaps FY 2015 venture financing data.  CB Insights’ recent data shows that while FY 2015 was a record-setting year for venture financings, there was a dramatic drop in the number of mega financings in Q4 2015 (which mega deals had previously been driving the record level).  In any event, the graphics
Continue Reading Unicorn Infographic and 2015 Trends

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.

As you will notice, there are two methods that you can use to calculate the amount of Delaware franchise tax due for your corporation (
Continue Reading Franchise tax due by March 1 for Delaware corporations: two methods of calculation, two vastly different results

Good news from a tax planning perspective as we head into the new year.  The Protecting Americans from Tax Hikes (PATH) Act of 2015, which was enacted into law on December 18, 2015, retroactively extends certain provisions of the Internal Revenue Code (IRC) that had previously expired.  Of particular interest to our readers, the PATH Act permanently extends the 100% capital gains exclusion for “qualified small business stock” (also referred to as QSBS) initially acquired after September 27, 2010.

As a quick refresher, the QSBS tax exemption was originally enacted
Continue Reading 100% exclusion for Federal capital gains tax on the sale of QSBS permanently extended

The Q3 2015 Halo Report has been released by The Angel Resource Institute at Willamette University (ARI) and PitchBook.  The Halo Report analyzes angel group investment activity and trends in the United States.  Here are a couple interesting Q3 2015 highlights:

  • The median seed-stage valuation has hit an all-time high of $4M (up from $3M in 2014);
  • The median round size in deals with only angel investors was $725K and the median round size in deals when angels co-invest with non-angels was $1.71M (both up materially from Q3 2014);

Continue Reading Angel Investment Trends: Q3 2015 Halo Report