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ScaleUp Speaker Series New York: Initial Public Offerings

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Morrison Foerster presents ScaleUp Speaker Series New York, a complimentary 10-part series that will provide a deep dive into the legal side of founding a startup, now presenting in New York City.

Morrison Foerster presents ScaleUp Speaker Series New York, a complimentary 10-part series that will provide a deep dive into the legal side of founding a startup, now presenting in New York City.These weekly seminars will arm you with the knowledge needed to manage the legal aspects of launching, funding, and growing a startup, with insights on how to avoid common mistakes that can have serious consequences down the road.Lunch will be provided.Topics covered in this one hour session include:<ul><li>IPO preparation</li><li>Overview of IPO process and timing</li><li>Life as a U.S. public company</li></ul>For an overview of the topic, <a href="https://www.youtube.com/watch?v=ZCeedpifQCU" target="_blank">kindly view our brief video</a>.Please register for each session you would like to attend by clicking the title of the session (in orange text) below. You must register for each individual session. Space is limited; registrations will be accepted until capacity is reached.<ol dir="ltr"><li dir="ltr"><a href="https://www2.mofo.com/l/323401/2024-01-29/9jgyv" target="_blank" dir="ltr">Incorporating a Startup</a> - February 21, 2024 Learn key differences between types of legal entities and how they impact the ability to raise capital, build a workforce and achieve a successful company exit.</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jgyy" target="_blank">Intellectual Property Basics</a> - February 28, 2024 Learn the basics of the different types of IP, how they add value to your startup, and missteps to avoid that may prevent you from protecting your IP.</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jgz2" target="_blank">Raising Angel Investment (including Convertible Note Financings) </a>- March 6, 2024 Learn the most common angel investment structures and practices in seed stage investing (including debt, equity and hybrid approaches) and an introduction to the preferred stock terms that form the basis of venture capital investments. </li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jgz8" target="_blank">Raising Venture Capital Investment (Deal Terms and Structures)</a> - March 13, 2024 Learn the basic concepts, structures, and math behind venture capital investments, including capital structures, term sheets, and capitalization and liquidation models.   </li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jh1c" target="_blank">Most Common Legal Mistakes of Startup Entrepreneurs</a> - March 20, 2024 Learn more than a dozen common mistakes, their impact on startups, and how to avoid them in the first place.</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jh1g" target="_blank">Startup Equity Incentives</a> - March 27, 2024 Learn the basics of customary equity incentives and how they are used to attract and retain top talent in a competitive market. We will discuss founder vesting, restricted stock, and stock options (including ISOs and NSOs).</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jh1k" target="_blank">Follow-On Venture Financing Complexities</a> - April 3, 2024  Learn how startups and investors manage down rounds, recapitalizations, pay-to-play financings, and other complexities that arise only in the second and subsequent rounds of financing.</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jh1n">Selling Your Startup</a> - April 10, 2024 Learn the differences among acquisition structures, fundamental merger and acquisition (M&A) terms, and an overview of definitive M&A agreements and processes.</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jh1r" target="_blank">Initial Public Offerings</a> - April 17, 2024 Learn about the steps necessary when considering an IPO, including the process and timing, and life as a U.S. public company.</li><li><a href="https://www2.mofo.com/l/323401/2024-01-29/9jh1v" target="_blank">Open Forum Recap</a> - May 1, 2024 Join our interactive open forum where you can ask startup expert attorneys questions on topics raised during earlier sessions or startup legal questions generally.</li></ol>For more information on our ScaleUp programming offered in Austin, Boston, New York, and Palo Alto, please visit us at <a href="https://scaleup.mofo.com/events" dir="ltr">MoFo ScaleUp.</a><hr>

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Tim is the Managing Partner of the Palo Alto Office and a partner in the Emerging Companies and Venture Capital Group. He specializes in representing startup companies and venture capital investors in corporate and securities matters.In his practice, Tim advises startups from formation through acquisition or initial public offering in matters including venture capital financing, debt financing, equity incentive compensation, corporate governance and technology development (including licensing, joint development, distribution, and other technology transfer matters). He also represents venture capital firms, strategic corporate investors, and angel investors in their investments in startup companies.Tim specializes in modeling complex capital structures, financing scenarios and liquidity events, helping entrepreneurs and investors analyze possibilities and understand consequences of various transaction structures. Tim represents startups and investors in a variety of technology sectors, including consumer and enterprise software, financial services technologies, wearable computing, semiconductor design, healthcare technologies, consumer retail and transportation.In 2015, Tim founded the firm’s ScaleUp Speaker Series, an ongoing, ten session series for entrepreneurs on the legal issues they will face over the lifetimes of their startups.Tim is most proud of his work on behalf of at-risk Afghan allies in connection with Operation Allies Refuge and was recognized by Human Rights First as a Pro Bono Star.Prior to practicing law, Tim designed, programmed, and implemented software systems for clients in the financial services industry.

Timothy J. Harris

Partner

Andy’s practice focuses on representing issuers and underwriters in capital markets transactions and advising public and private companies on a variety of other corporate and securities matters, including strategic transactions, corporate governance matters, and compliance with the U.S. federal securities laws and the listing standards of securities exchanges.Andy has extensive experience advising both issuers and underwriters in initial public offerings and other registered and unregistered offerings of common and preferred equity, debt, and equity-linked securities. He also serves as primary outside counsel to a number of public and private companies and regularly advises members of management and boards of directors regarding corporate and securities matters.Andy is recognized as a leading lawyer in Chambers USA 2023 for REITs and as a Rising Star in IFLR1000 2023 for Capital Markets: Equity.<h4>Representative Experience</h4><ul dir="ltr"><li dir="ltr">Represented the initial purchasers in a $300 million Rule 144A offering of 9.000% senior secured notes of Office Properties Income Trust (Nasdaq: OPI).</li><li>Represented the initial purchasers in a $941 million Rule 144A offering of zero coupon senior secured notes of Diversified Healthcare Trust (Nasdaq: DHC).</li><li>Represented UDR, Inc. (NYSE: UDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $6 billion.</li><li>Represented Unity Software Inc. (NYSE: U) in connection with its $1.0 billion convertible notes offering to affiliates of Silver Lake and Sequoia Capital.</li><li>Represented Broad Street Realty, Inc. (OTCQX: BRST) in connection with its joint venture and preferred equity investment from Fortress Investment Group.</li><li>Represented MedEquities Realty Trust, Inc. (NYSE: MRT) in connection with its $256 million initial public offering, its $164 million 144A offering and private placement of common stock, and its $125 million private placement of preferred stock.</li><li>Represented Armada Hoffler Properties, Inc. (NYSE: AHH) in connection with multiple public offerings of common and preferred stock and private placements of operating partnership units.</li><li>Represented SoftBank Group Corp. in its $150 million Series A preferred stock investment in Afya Limited (Nasdaq: AFYA).</li><li>Represented the underwriters in Modiv Industrial, Inc.’s (NYSE: MDV) Series A preferred stock offering, as well as the initial listing of its common stock and related offering.</li><li>Represented the underwriters in multiple underwritten secondary offerings of shares of Landsea Homes Corporation (Nasdaq: LSEA).</li><li>Represented the underwriters in multiple underwritten secondary offerings of shares of BrightSpire Capital, Inc. (NYSE: BRSP) by a stockholder affiliated with DigitalBridge Group, Inc. (NYSE: DBRG).</li><li>Represented B. Riley in a $30 million equity line of credit for Beam Global (Nasdaq: BEEM).</li><li>Represented private investment firms in equity lines of credit for multiple issuers.</li><li>Represented Anzu Special Acquisition Corp in its $425 million initial public offering and its subsequent merger with Envoy Medical, Inc. (Nasdaq: COCH).</li><li>Represented Science Strategic Acquisition Corp. Alpha in its $310 million initial public offering.</li><li>Represented Endurance Acquisition Corp. in its $200 million initial public offering.</li><li>Representing Baird and Goldman in the $300 million at-the-market equity offering of Watsco, Inc. (NYSE: WSO).</li><li>Represented MedEquities Realty Trust, Inc. (NYSE: MRT) in its $600 million merger with Omega Healthcare Investors, Inc. (NYSE: OHI).</li><li>Represented RH (NYSE: RH) in connection with its $350 million Rule 144A offering of convertible notes.</li><li>Represented Vonage Holdings Corp. (NYSE: VG) in connection with its $300 million Rule 144A offering of convertible notes.</li><li>Represented Inovalon Holdings, Inc. (Nasdaq: INOV) in its $685 million initial public offering.</li><li>Represented Farmland Partners Inc. (NYSE: FPI) in connection with its initial public offering and subsequent public offerings of its common stock, its $131 million offering of 6.00% Series B Participating Preferred Stock, and private placements of operating partnership units.</li><li>Represented the management team at Parkway, Inc. in connection with its $1.2 billion acquisition by Canada Pension Plan Investment Board.</li><li>Represented UDR, Inc. (NYSE: UDR) in connection with Home Properties, Inc.’s $7.6 billion acquisition by Lone Star Funds in which UDR acquired six communities for approximately $908 million.</li><li>Represented BMO Capital Markets, BofA Merrill Lynch, and Citigroup in Sun Communities, Inc.’s (NYSE: SUI) $250 million at-the-market equity offering.</li><li>Represented the underwriters in connection with Independence Realty Trust’s (NYSE: IRT) $34 million offering of common stock and concurrent listing.</li><li>Represented Jefferies and Baird in the initial public offering of AmREIT, Inc.</li><li>Represented JP Morgan, Citi, Deutsche Bank, and KeyBanc in the $293 million initial public offering of Retail Properties of America, Inc. (NYSE: RPAI).</li><li>Represented Colony Financial, Inc. in its $287.5 million initial public offering.</li></ul>

Andrew Campbell

John Hensley is a partner in the firm’s Capital Markets and Public Company Advisory & Governance practices. He represents publicly and privately held companies in a variety of corporate and securities law matters.John represents both issuers and underwriters in initial public offerings, follow-on offerings and private placements, including offerings of common and preferred equity, debt, and convertible debt. In addition, John regularly advises numerous public company clients regarding general business matters, corporate governance issues and compliance with the U.S. federal securities laws and the requirements of the New York Stock Exchange and Nasdaq.<h4 dir="ltr">Representative Experience</h4><ul><li dir="ltr">Represented Arm Holdings plc (NASDAQ:ARM), the world’s leading semiconductor IP company, in its blockbuster $5.22 billion USD IPO on Nasdaq, the largest IPO of 2023</li><li dir="ltr">Represented Centuri Holdings and parent company Southwest Gas Holdings in $353 million IPO and concurrent private placement</li></ul><ul dir="ltr"><li dir="ltr">Represented Krystal Biotech, Inc. (NASDAQ:KRYS) in multiple equity offerings, with an aggregate value of approximately $635 million</li><li dir="ltr">Represented Southwest Gas Holdings, Inc. in its $238.4 million public offering of common stock</li><li dir="ltr">Represented UDR, Inc. (NYSE:UDR) in connection with multiple public debt offerings with an aggregate value of approximately $1.3 billion and in connection with multiple public equity offerings with an aggregate value of over $2 billion</li><li dir="ltr">Advised eBay Inc. (NASDAQ:EBAY) in connection with a $1.15 billion offering of senior unsecured notes under its existing shelf registration statement and in connection with a $2.5 billion offering of senior unsecured notes under its existing shelf registration statement</li><li dir="ltr">Advised Sky Harbour LLC, a developer of private aviation infrastructure, in connection with its business combination agreement with Yellowstone Acquisition Company (NASDAQ: YSAC, YSACU, and YSACW), a publicly traded SPAC sponsored by Boston Omaha Corporation (NASDAQ:BOMN); as part of the business combination with Sky Harbour, a subsidiary of Boston Omaha purchased 10,000,000 shares of Yellowstone Class A common stock and acquired additional shares of Class A common stock and warrants to purchase Class A common stock as Yellowstone’s sponsor.</li><li dir="ltr">Represented Vontier Corporation (NYSE:VNT) in connection with its 144A private offering of $1.6 billion in senior notes</li><li dir="ltr">Represented Education Realty Trust, Inc. (NYSE:EDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $2.0 billion</li><li dir="ltr">Represented Farmland Partners Inc. (NYSE:FPI) in its $53.2 million initial public offering, its $46.5 million and $37.0 million follow-on offerings, and its $25.0 million at-the-market equity offering</li><li dir="ltr">Represented the underwriters in connection with registered offerings of over $33 billion of fixed and floating rate notes by Shell International Finance, the U.S. financing subsidiary of Royal Dutch Shell Plc</li><li dir="ltr">Represented the underwriters in connection with the registered offering of $5 billion of notes by Novartis Capital Corporation, the U.S. financing subsidiary of Novartis AG</li><li dir="ltr">Represented the underwriters in connection with Plymouth Industrial REIT’s approximately $58 million initial public offering, multiple follow-on offerings of common stock, and $45 million offering of preferred stock</li><li dir="ltr">Represented Southwest Gas Corporation in multiple registered debt offerings of over $1.6 billion in the aggregate</li><li dir="ltr">Represented Vonage Holdings Corp. in connection with its $300 million Rule 144A offering of convertible notes</li><li dir="ltr">Represented MedEquities Realty Trust, Inc. (NYSE:MRT) in its $275 million initial public offering</li><li dir="ltr">Represented Inovalon Holdings, Inc. (NASDAQ:INOV) in its $685 million initial public offering</li><li dir="ltr">Represented Veeco Instruments Inc. (NASDAQ:VECO) in two 144A convertible notes offerings of $425 million in the aggregate</li><li dir="ltr">Represented onsemi (NASDAQ:ON) in its $500 million Rule 144A offering of 1.625% senior convertible notes and in its $700 million offering of 3.875% senior unsecured notes</li><li dir="ltr">Represented the sales agents in connection with Equity Residential’s (NYSE:EQR) at-the-market offering program of 13 million common shares</li><li dir="ltr">Represented the underwriters in connection with the establishment of a $300 million at-the-market (ATM) equity offering program by Apple Hospitality REIT</li></ul>

John Hensley

Emerging Companies + Venture Capital

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ScaleUp Speaker Series New York: Initial Public Offerings

17 Apr 2024 1:00 PM - 2:00 PM EDT