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MoFo Advises Hume AI on $12.7 Million Series A Investment

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Morrison Foerster advised Hume AI Inc., a New York-based expressive communication research lab and startup, in connection with its $12.7 million Series A funding round, led by Union Square Ventures.

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Morrison Foerster advised Hume AI Inc., a New York-based expressive communication research lab and startup, in connection with its $12.7 million Series A funding round, led by Union Square Ventures. Hume AI aims to endow technology with the emotional intelligence needed to understand and care for human well-being and provides the APIs, machine learning models, and globally diverse data needed to build empathic technology that can learn from human expression.The MoFo team advising Hume AI was led by San Diego corporate partner Jim Krenn, together with associates Andrew Dixon, Carey Hughes, and Brooke Maker. The wider team included Palo Alto technology transactions partner Stephanie Sharron and associate Evangeline Phang, and New York privacy and data security partner Kristen Mathews.

MoFo Advises Hume AI on $12.7 Million Series A Investment

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Jim Krenn is a corporate partner and co-chair of the firm’s Emerging Companies + Venture Capital Group. Jim has extensive experience representing private and public companies and investors in significant business transactions from formation through liquidity. His practice focuses on mergers and acquisitions, venture capital financings, and emerging company counseling. His clients span a broad range of industries, with a concentration in life science and technology companies.Jim advises clients on private and public acquisitions on both the buy-side and sell-side across numerous transaction structures, including equity purchases, asset purchases, mergers, acquisitions, divestitures, cross-border transactions, and auctions. He has represented buyers and sellers in acquisitions and divestitures ranging from the low millions to over $1 billion.Jim counsels emerging and established life sciences and technology companies in equity financings and general corporate matters, and angel, corporate, and venture capital investors in investments in such companies. He has represented clients in hundreds of venture capital financings ranging from seed rounds to $100 million-plus later-stage rounds.In addition, Jim represents public companies in public offerings, other capital markets transactions, and SEC reporting and compliance matters, and advises boards of directors on corporate governance issues.Jim is member of the firm’s Life Sciences + Healthcare Group leadership team and Artificial Intelligence steering committee and serves on the Board of Directors of the San Diego Entrepreneurs Exchange.<h4 dir="ltr">Mergers and Acquisitions</h4><ul dir="ltr"><li dir="ltr">ACEA Biosciences, a medical instruments company, in its sale to Agilent Technologies (NYSE: A) for $250 million.</li><li>Adicet Bio (Nasdaq: ACET), a biopharmaceutical company, in its merger with a wholly owned subsidiary of resTORbio (Nasdaq: TORC) to create a combined publicly traded biotechnology company.</li><li>Alaska Energy & Resources Company, a parent company of a regulated electric utility in Alaska, in its $170 million sale to Avista (NYSE: AVA).</li><li>Astute Medical, a medical diagnostic company, in its $90 million sale to bioMérieux (EPA: BIM).</li><li>B. Riley Financial (Nasdaq: RILY), a diversified financial services company, in its $53 million private placement and merger with investment banking firm B. Riley & Co.</li><li>Biotix, a private equity-backed developer and manufacturer of laboratory consumables and liquid handling solutions, in its sale to Mettler-Toledo (NYSE: MTD).</li><li>California Cryobank, a private equity-backed leader in reproductive tissue donor services and stem cell banking, in multiple acquisitions.</li><li>Clean Energy Fuels (Nasdaq: CLNE), a provider of natural gas as an alternative fuel for vehicle fleets, in its sale for up to $180 million of components of its renewable natural gas business to BP (NYSE: BP).</li><li>Cogent (Nasdaq: COGT), a biometric identification solutions provider, in its $943 million sale to 3M (NYSE: MMM).</li><li>Deere & Company (NYSE: DE), an agricultural, construction, and forestry machinery corporation, in its planned acquisition of the precision planting unit of Monsanto (NYSE: MON).</li><li>Dosatron International, a distributor of water-powered dosing pumps and systems, in connection with its sale to Ingersoll Rand (NYSE:IR).</li><li>Gillco, a leading specialty ingredient provider, in its sale to Azelis (BR: AZE).</li><li>Mentor (NYSE: MNT), a leading supplier of medical products for the global aesthetic market, in its $1.12 billion sale to Johnson & Johnson (NYSE: JNJ).</li><li>Mitchell International, a developer of smart technology solutions, in its acquisition of Cogent Works.</li><li>MyChem, a provider of ultra-pure nucleotides, in connection with its sale to Maravai (NASDAQ: MRVI) for $240 million at closing with potential additional consideration.</li><li>Protomer Technologies, a biotechnology company, in its sale to Eli Lilly and Company (NYSE: LLY) with a potential value of over $1 billion with successful achievement of future development and commercial milestones.</li><li>Rakuten Medical, a biotechnology and medical device company, in its acquisition of Medlight SA and its acquisition of key assets and manufacturing technology from Li-Cor Biosciences.</li><li>Safebuilt Insurance Services, a managing general agent and insurance technology company, in its sale to Integrated Specialty Coverages.</li><li>Sequlite Genomics, a DNA sequencing firm, in connection with its sale to Fapon Biotech, a diagnostic technology company.</li><li>Tendo, a digital health software company, in its acquisition of MDsave, a healthcare marketplace company.</li><li>Wavestream, a provider of high-power solid-state amplifiers, in its $137 million sale to Spacenet, a subsidiary of Gilat Satellite Networks (Nasdaq: GILT).</li></ul><h4 dir="ltr">﻿Venture Financings</h4><ul><li dir="ltr">9amHealth, a provider of virtual diabetes care, in its $4 million Series Seed financing and $16 million Series A financing.</li><li>ACEA Biosciences, a developer of cell analysis instrumentation technologies, in its $30 million Series E Preferred Stock financing.</li><li>Adicet Bio, a biopharmaceutical company, in its Series A financing of up to $51 million, and $80 million Series B financing.</li><li>Astute Medical, a medical diagnostic company focused on high-risk medical conditions and diseases, in over $200 million of equity and debt financings.</li><li>Bidra as an investor in multiple equity financings.</li><li>Biolumic, an agtech company, in its $13.5 million Series B financing.</li><li>California Cryobank, a private equity-backed leader in reproductive tissue donor services and stem cell banking, in multiple equity and debt financings.</li><li>Carlsmed, a medical device and artificial intelligence company, in its $10 million Series A financing, $30 million Series B financing and $52.5 million Series C financing.</li><li>Crinetics as a strategic investor in Radionetics Oncology’s $52.5 million Series A financing.</li><li>Forward Ventures as an investor in multiple equity financings, convertible debt financings, and M&A transactions.</li><li>Foxen, a provider of financial technology solutions for the real estate industry, in its $44 million Series A financing.</li><li>Greenoaks Capital Partners and its affiliates as investors in multiple equity financings, debt financings, and secondary transactions.</li><li>GroupSolver, an artificial intelligence market research platform, in multiple preferred stock financings.</li><li>Hume.ai, an artificial intelligence company, in multiple preferred stock financings.</li><li>Oak Investment Partners as an investor in multiple preferred stock financings.</li><li>OrbiMed as an investor in multiple equity financings, debt financings, and M&A transactions.</li><li>Petuum, an artificial intelligence and machine learning software infrastructure provider, in its $93 million Series B financing.</li><li>Pi Health, an AI-enabled health technology and clinical research company, in its spin-out from BeiGene, Ltd. and $35 million Series A financing.</li><li>RA Capital as an investor in multiple equity financings.</li><li>Rakuten Medical, a biotechnology and medical device company, in over $730 million of debt and equity financings.</li><li>Softbank affiliates as investors in multiple equity financings.</li><li>Solarflare Communications, a software and hardware company, in over $200 million of equity and debt financings.</li><li>VoloAgri, an agriculture technology company focused on seed genetics, in over $150 million of equity financings.</li><li>Western Digital Capital as an investor in multiple preferred stock financings.</li></ul>

Jim Krenn

Co-Chair of Emerging Companies + Venture Capital Practice

Andrew Dixon is a corporate Of Counsel in the firm's San Diego office.Andrew represents clients across a wide range of Corporate matters, including general corporate, transactional and securities matters, mergers and acquisitions, and public and private offerings. Andrew’s representation of companies spans the entire corporate life-cycle, from formation to exit, and a diversity of industries and includes clients of all sizes, ranging from a single founder to large public companies.Andrew received his J.D. with honors from The University of Chicago Law School, where he was a John M. Olin Student Fellow in Law and Economics. He also participated in The University of Chicago Corporate Lab: Transactional Clinic and was a member of The Federalist Society. Andrew received his B.A. magna cum laude in history from the University of Dallas, where he was a recipient of the Fr. Louis J. Lekai award.

Andrew Dixon

Of Counsel

Stephanie assists companies with technology and life sciences transactions, representing both private and public companies, from emerging growth through the Fortune 50. In particular, Stephanie focuses on helping companies that leverage data through technology in structuring their business and commercial transactions.Stephanie has over two decades of experience working with clients on the complex technology, intellectual property, and data rights issues across technology and business sectors, including, among others: artificial intelligence (including machine learning and other data analytics approaches), cloud services, life sciences and healthcare, the Internet of Things (IoT), fintech, digital transactions, autonomous systems, cybersecurity solutions, semiconductors, edtech and cleantech. Additionally, Stephanie advises on the commercial technology and intellectual property aspects of mergers, acquisitions, asset spin-off transactions, and private equity investments. Stephanie serves on the Responsible AI Venture Council, part of the recently launched Lucas Institute for Venture Ethics at Santa Clara University’s Markkula Center for Applied Ethics. Stephanie is also a member of the firm’s global ESG + Sustainability steering committee as well as the firm’s FinTech steering committee, where she helps to lead and collaborate with attorneys across multiple practices. Stephanie is also a sought-after speaker and thought leader on the issues at the intersection of technology and law, including regarding AI, Life Sciences and FinTech.Since 2016, Stephanie has taught as a guest lecturer in the Technology Transactions course in Cornell Law School’s Technology and Entrepreneurship LLM program at CornellTech. She also was adjunct faculty at Cornell Law School for a Legal Issues in FinTech course.

Stephanie Lynn Sharron

Partner

Evangeline Phang is an associate in the Technology Transactions Group of Morrison & Foerster’s San Francisco Office.Her practice focuses on transactional matters involving intellectual property and technology, including licensing, development agreements, collaboration agreements, services agreements, manufacturing and supply agreements, outsourcing, investments, and mergers and acquisitions. Evangeline works across a variety of industries, including in the areas of software and cloud services, AR/VR, video game development, electric vehicle development, manufacturing and supply, e-commerce, biotech, FinTech, and AgTech. In addition to her practice, she is an active member of the firm’s pro bono efforts and diversity and inclusion initiatives.Prior to joining Morrison & Foerster, Evangeline worked in a molecular biology laboratory at UCSD School of Medicine, Howard Hughes Medical Institute. In addition, her diverse legal experiences extend to internships with the State Department at the U.S. Mission to the EU in Belgium, an international human rights nonprofit organization in Japan, a Fortune 500 company in the Bay Area, and a startup corporation in San Francisco.Evangeline earned her J.D. from the University of California, Berkeley School of Law, where she was the notes editor of the California Law Review and an editor of the Asian American Law Journal. She also served as a research assistant for Professor Karen M. Tani on poverty law and volunteered at the California Asylum Representation Clinic on refugee matters. Evangeline received her B.A. in International Studies and B.S. in Psychology magna cum laude from the University of California, San Diego.She is admitted to practice in California.

Evangeline Phang

Associate