Israel Practice News - Summer 2004
In this Issue:
- MoFo Online Legal Seminars
Client News
Syneron Medical Ltd.
Morrison & Foerster is acting as counsel to Syneron Medical Ltd. in connection with its proposed initial public offering.
Syneron filed a registration statement with the Securities and Exchange Commission on July 14, 2004.
Syneron designs, develops and markets innovative aesthetic medical products based on its proprietary Electro-Optical Synergy,
or ELOS technology, which uses the synergy between electrical energy and optical energy to provide effective, safe and affordable
aesthetic medical treatments.
The Morrison & Foerster team, headed by Bruce Mann of our SF office, included Tanisha Little and Ze'-ev Eiger. The lead underwriters are Citigroup, CIBC World Markets and Stephens.
PowerDsine Ltd.
Morrison & Foerster represented PowerDsine Ltd. in the initial public offering of its ordinary shares, which are listed on
the Nasdaq National Market under the symbol "PDSN." PowerDsine was the first Israeli company to complete an IPO in the U.S.
in 2004.
In its representation of PowerDsine, Morrison & Foerster advised the company, its officers and its directors with respect
to securities law issues, Sarbanes-Oxley compliance, tax issues, intellectual property issues and the Nasdaq National Market
listing process.
PowerDsine designs, develops and supplies integrated circuits, modules and systems that enable the implementation of Power-over-Ethernet
in local area networks. Its products provide the capability to manage electrical power over data network cables to power end-devices,
such as VoIP phones, wireless LAN access points and advanced security devices.
In the offering, PowerDsine raised net proceeds of over $54 million. The lead underwriters were Citigroup, Deutsche Bank Securities,
CIBC World Markets and Piper Jaffray.
Prior to completing its initial public offering, certain existing shareholders of PowerDsine entered into a securities purchase
agreement with investment entities affiliated with General Atlantic Partners, LLC, in which the General Atlantic entities
acquired approximately 36% of the Company, or 25% after the initial public offering.
For more information, see the Press Release on PowerDsine's website.
Verint Systems Inc.
Morrison & Foerster represented Verint Systems Inc. (Nasdaq: VRNT), a subsidiary of Comverse Technology, Inc. (Nasdaq: CMVT),
in its acquisition of ECtel Ltd's communications interception business (Nasdaq: ECTX) for $35 million in cash.
Morrison & Foerster acted as U.S. counsel to Verint in connection with the drafting and negotiation of the asset purchase
agreement, subcontractor agreements and a mutual engineering support agreement. Morrison & Foerster also advised on intellectual
property issues in connection with the acquisition.
The Morrison & Foerster team, led by Priscilla Hughes of the New York office, included Larry Spirgel and Vivian Hanson.
The acquisition provides Verint with additional communications interception capabilities for the mass collection and analysis
of voice and data communications. These technologies will be integrated into Verint's portfolio of communications interception
solutions and offered to Verint's global customer base of government and law enforcement agencies.
Verint is a provider of analytic software-based solutions for communications interception, digital video security and surveillance,
and enterprise business intelligence. For more information, see the Press Release on Verint's website.
Nur Macroprinters Ltd. Morrison & Foerster has recently become U.S. counsel to Nur Macroprinters Ltd. (Nasdaq-SCM: NURM), an Israeli supplier of
wide-format inkjet printing systems used in the production of advertising materials. NURs line of printing solutions and companion
inks are helping customers in over 100 countries worldwide from entry-level photo-realistic printers to high-throughput production
presses. More information about NUR Macroprinters is available at www.nur.com.
Toshiba Corporation / M-Systems
Morrison & Foerster represented Toshiba Corporation in its strategic collaboration with M-Systems (Nasdaq: FLSH), an Israeli
leader in flash-based data storage.
The deal included a joint product development, cross licensing of intellectual property, capacity guarantees, and a strategic
investment by Toshiba in M-Systems.
The Morrison & Foerster team, led by Stan Yukevich from our Tokyo office, included Stuart Beraha, Andrew Morrison, Ben Hughes and Doug Perkins. For more information, see the Press Release on M-Systems' website.
Terayon Communication Systems, Inc.
Morrison & Foerster represents Terayon Communication Systems (Nasdaq: TERN), a developer of broadband cable data equipment,
in connection with securities and corporate law issues, including its reporting obligations under the U.S. securities laws.
Israel Ministry of Justice
Jonathan Band of the Washington, DC office, with the assistance of Professors Paul Goldstein and Tony Reese, have advised the Israeli Ministry of Justice on Intellectual Property matters.
Spinux Systems Ltd
Morrison & Foerster has represented Spinux, an Israeli provider of network software, in connection with copyright advice and
proposed licensing arrangements.
Speedbit Ltd.
Morrison & Foerster has advised Speedbit, an Israeli provider of web-based services, on matters relating to U.S. privacy laws.
Speaking Engagements
Doing Business in China
On June 23, 2004, Steve Toronto, Managing Partner of the Morrison & Foerster Beijing office, delivered a presentation to participants in the Israeli business
mission to China led by Mr. Ehud Olmert, the Israel Minister of Industry, Trade and Labor.
Download Mr. Toronoto's presentation on The Impact of the Beijing Olympic Games on Doing Business in China (pdf format) or read the Morrison & Foerster Hebrew Guide to Doing Business in China which was handed to the Israeli attendees at the Beijing seminar.
You may also be interested in Mr. Toronto's Hebrew presentation on Common VC Deal Structuring in China (pdf format).
Additional information in English is available from the Olympic Legal Information Center that Morrison & Foerster maintains as the international legal counsel for the 2008 Beijing Olympics Organizing Committee.
Investing in Israel
On June 2, 2004, Oz Benamram of our New York office presented at Investing in Israel - an event hosted by The Wall Street Transcript, covering legal, accounting and financial issues impacting investing in Israel.
Download Mr. Benamram's presentation on Israeli Investment Incentives for US Investors - Grants and Tax Breaks, (pdf format) or read the interview (pdf format) that The Wall Street Transcript conducted with Mr. Benamram.
New on Our Hebrew Website
Going Public
Bruce Mann's guide for Israeli Companies Considering Going Public is available in Hebrew.
Securities Reporting
Our summary of Reporting Obligations of Israeli Companies whose Securities are Publicly Traded in the U.S. is available in Hebrew.
Outsourcing
Judith Droz Keyes' review regarding Human Resource Issues Concerning Outsourcing is available in Hebrew and English.
See additional recent articles on our Hebrew website at www.mofo.co.il.
Israel Related Events
Israel's U.S. Investor Advisory Forum
Morrison & Foerster is a member of Israel's U.S. Investor Advisory Forum, which provides advice to the Government of Israel
regarding the formulation of tax and trade policies to encourage U.S. investments.
In connection with its work with the Forum, Jay Rand, Lloyd Harmetz and Oz Benamram of our New York office have met with Mr. Ehud Olmert, the Israel Minister of Industry, Trade and Labor, Mr. Raanan Dinur,
Director General of the Israeli Ministry of Industry, Trade and Labor, and other Forum members, to discuss proposed reforms
in Israeli laws and regulations.
The MIT Enterprise Forum of Israel
On June 8, 2004, Morrison Foerster LLP sponsored The MIT Enterprise Forum of Israel 10th Annual Event in Tel Aviv, in cooperation with The Leon Recanati Graduate School of Business Administration.
The MIT Enterprise Forum of Israel provides advice, support and educational services to innovative and technology-based companies of all sizes. The Forum is
a not-for-profit organization and is directed by a volunteer board who donate their time and services to provide consulting
services to entrepreneurs in hi tech companies.
Israeli Business Forum of New York
On May 20, 2004, Morrison & Foerster hosted the Israeli Business Forum of New York's meeting with Mr. Uriel Lynn, President of the Federation of Israeli Chambers of Commerce.
Download Mr. Lynn's presentation on The Israeli Economy & Investment Opportunities (pdf format).
The 2nd Annual Venture Capital Forum – Expanding Opportunities Between Israel and California
On May 11, 2004, Morrison & Foerster sponsored an event, From the Shores of the Mediterranean to the Shores of the Pacific, hosted by the Los Angeles Venture Association at the Regency Club, Westwood, CA.
A panel of accomplished international investors explored the current VC market for investment between Israel and California,
through the eyes of California VCs, Israeli VCs, and Israeli companies doing business in California.
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