LEGAL INFORMATION FOR TECHNOLOGY STARTUPS
Amit is a partner in Stradling Yocca Carlson & Rauth, P.C.'s Corporate and Securities Law, Mergers & Acquisitions and Emerging Growth Companies practice groups.
He has extensive experience advising emerging growth companies and the investors that finance them. His practice primarily concentrates on venture capital and private equity transactions, mergers and acquisitions, joint ventures, employee benefits and executive compensation, intellectual property sale and licensing transactions and general corporate law.
Amit also represents managers and investors in the formation of venture capital, private equity and hedge funds. After a fund is formed, he often continues to add value as outside general counsel to the fund, assisting its managers in the fund’s transactions and advising on issues that arise throughout the life of the fund.
He has experience counseling companies and investors in a broad range of industries, including life sciences, software, hardware, communications and networking, internet, manufacturing and distribution, and medical devices. He normally acts as outside general counsel to such companies, advising them from inception through an exit event.
Amit earned an LL.M. (Corporate Law) from New York University School of Law in 1999 and a J.D. in 1998 from University of California, Hastings College of the Law.
He is a member of the State Bar of California and the State Bar of New York.
Stradling Yocca Carlson & Rauth, P.C.
4365 Executive Drive, Suite 1500 | San Diego, CA 92121
(o) 858.926.3012 | (f) 858.408.7504
Interviewed by BlockTelegraph regarding the SEC’s first ever loss in an ICO case. The article, “A Federal Judge Just Chin-checked the SEC. Here’s What It Means” covers the case in which a federal judge denied the SEC a preliminary injunction against Blockvest LLC after previously granting a temporary restraining order on the same issue.
“Capital Formation Deal Elusive as Senators Race Against Clock,” published by Bloomberg Law – Securities Law News on November 30. The article covered the bipartisan package of capital formation bills, also known as the Jobs Act 3.0, that passed the House in July and is trying to make its way to the Senate floor.
“ICO Mania Cools Amid Regulatory Crackdown, Crypto Plunge,” published by Law360 on November 30. The article covered the recent decline in ICO offerings and fundraising coinciding with increased regulatory scrutiny by the SEC, which penalized two issuers for unregistered ICOs earlier this month.
“Securities Attys Challenged By New Role As ICO Gatekeepers,” Law360 (May 2018). The article discussed how the SEC believes attorneys are meant to be “ICO gatekeepers” and should be held accountable for the advice they give to their clients in determining if their ICO should be registered with the SEC or not.
"Structuring Investments in Startup Companies," Tech Coast Angels (May 2018)
"Should I tokenize? ICO vs. Crowdfunding," Crypto Invest Summit (May 2018)
"Term Sheet and Structuring the Deal" panel, Tech Coast Angels: Angel Investing 101 Workshop (March 2017 and 2018)
"Regulation A+ Tier 2: Conducting a Mini IPO," NIRI OC Crowdfunding event (January 2018)
"Introduction to Initial Coin Offerings," Stradling (January 2018)
"Corporate and Securities Roundtable: Drafting and Negotiating Effective Contracts Series: Advanced Issues in Contract Drafting: Avoiding the Pitfalls," ACC San Diego (December 2017)
"Corporate and Securities Roundtable: Drafting and Negotiating Effective Contracts Series: Representations and Warranties and Indemnification: How they Work Together," ACC San Diego (October 2017)
"Corporate and Securities Roundtable: Drafting and Negotiating Effective Contracts Series: Contract Provisions Related to Intellectual Property Rights," ACC San Diego (September 2017)
“Legal Pitfalls in Equity Crowdfunding,” Crowd Invest Summit (2016 and 2017)
"Corporate and Securities Roundtable: Drafting and Negotiating Effective Contracts Series: Boilerplate - More Important Than You Might Think," ACC San Diego (June 2017)
"Cap Tables and Cap Table Management," Canopy San Diego (June 2017)
Judge, TiE Young Entrepreneurs Business Plan Competition (May 2017)
"Corporate and Securities Roundtable: Drafting Contracts in the Digital Age," ACC San Diego (May 2017)
“Capital Track FrameWorks – Term Sheets” panel, CONNECT San Diego (April 2017)
"Term Sheet and Structuring the Deal" panel, Tech Coast Angels: Angel Investing 101 Workshop (March 2017)
“Regulation A+: Conducting a Mini IPO,” Orange County and San Diego Tech Coast Angels meeting (April 2016)
“Financing Trends in Cloud Computing: Venture Capital and M&A,” ACG OC SoCal Capital Summit (April 2016)
Represented Ligand Pharmaceuticals Incorporated (NASDAQ: LGND) in connection with its $3 million investment in Dianomi Therapeutics, Inc., a biopharmaceutical company focused on improving the delivery and efficacy of large and small molecules in the treatment of a variety of diseases and on therapies for inflammatory diseases.
Represented AgGenetics, Inc., an animal health and biotechnology company, in connection with its third closing of a Convertible Senior Secured Promissory Note financing round.
GW Apps, Inc. SAFE Financing
Represented GW Apps, Inc. in connection with its Simple Agreement for Future Equity (“SAFE”) financing.
Represented Diversis Capital in connection with an acquisition for its portfolio company, ArrowStream, Inc., of substantially all of the assets of American Restaurant Association, Inc. for equity in a newly formed subsidiary of ArrowStream, Inc.
Represented dock.io in connection with its token sale, raising a total of $20 million from over 10,000 investors.
Represented the Elastos Foundation with the completion of its final round of public sales of ELA Tokens in its Initial Coin Offering, raising over $57 million. At an initial price of 800 ELA tokens per 1 bitcoin this was the most expensive token crowdsale to date.
Represented Tech M3, Inc. d.b.a PureForge, a manufacturer of brake rotors and pads for commercial, military and medical applications, in connection with a Series A financing round.
Represented Digital-Telepathy, Inc. in a transaction in which ServiceNow purchased Digital-Telepathy for an undisclosed purchase price. Digital-Telepathy will be integrated with ServiceNow’s design experience and product development teams.
Represented angel investor Peter Fisher with his investment in San-Diego start-up SOCi, Inc., a next generation social media marketing and management platform that helps businesses create and publish campaigns and social media pages.
Represented Lymber Wellness in its sale to MINDBODY (NASDAQ: MB) for an undisclosed purchase price. The initial rollout of the integration of Lymber’s technology into the MINDBODY platform is expected to occur in the second half of 2017.
Represented Ansun Biopharma Inc. in connection with its Convertible Note Financing. Ansun Biopharma is a clinical stage biopharmaceutical company that focuses on developing unique host-directed anti-viral therapies for respiratory viruses.
Represented Neuroptics, Inc. in connection with its Revenue Participation Note Financing. Neuroptics, Inc., the leader in the science of pupillometry, focuses on developing and commercializing innovative technologies that help to facilitate improved medical decision making and enable clinical research in the fields of critical care medicine, neurology, neurosurgery, emergency medicine, ophthalmology, and research.
Represented Abimmune Biopharma Inc. in connection with its Convertible Note Financing. Abimmune Biopharma is a startup company that focuses on generating novel nanobody based drug candidates against a wide spectrum of high-value immunomodulatory and oncology targets related to T lymphocytes, solid tumors, and tumor stem cells.
Represented Fragmob, LLC in connection with its Senior Revenue Participation Note and Warrant Financing. Fragmob is a San Diego-based developer of direct selling mobile technology. Fragmob’s mobile platform is specifically designed to engage the average person to drive sales and improve retention.
Represented Beeya.com, Inc. in connection with its Series Seed Financing. Beeya.com saves people time and money by matching employees with employers. Beeya has merged the idea of a social media network and a professional network into one platform.
Represented Baker & Eastlack Capital Management, LLC in connection with the formation of its first venture fund. Baker & Eastlack Fund I, LP is a venture capital fund created to invest in promising emerging growth companies in the healthcare industry.
Represented Vala Sciences, Inc. in connection with its Convertible Note Financing. Vala Sciences is a San diego-based biotechnology company that focuses on developing and commercializing cell-image-based instrumentation, reagents and analysis software tools for academic, pharmaceutical and biotechnology scientists.
Represented Global Cloud Fleet Inc. in completing the initial closing of a private placement of Redeemable Convertible Securities. Global Cloud Fleet Inc. intends to use the net proceeds from the offering for general corporate purposes.
Represented digital media company, Baked Goods, Inc., in completing the initial closing of a private sale of certain revenue sharing rights under a Revenue Sharing Agreement. Baked Goods, Inc. intends to use the net proceeds from the offering for general corporate purposes, including, among other things, financing certain visual effects projects.
Represented SGF Advisors (CI) Ltd., a Luxembourg-based private equity fund, purchased $7.5 million of convertible secured promissory notes of Optimal Strategix Group, Inc., a digital marketing consulting and analytics company based in Newtown, Pennsylvania.
Represented XY – the Findables Company in connection with filing a Form 1-A with the U.S. Securities and Exchange Commission pursuant to “Regulation A+” equity crowdfunding initiative under Section 3(b) of the Securities Act of 1933, as amended.
Represented Sterkly Holdings LLC in its sale to a subsidiary of Revizer Technologies Ltd.
Represented JumpGen Systems LLC in its sale to Parpro, a subsidiary of Pilot Electronics Corporation, a publicly traded company in Taiwan. As a result of this acquisition, the combined company Parpro Systems was created.
Represented Positioning Universal Inc. in its restructuring. Positioning Universal is a leading global provider of GPS vehicle and asset monitoring solutions and customizable IoT hardware devices.
Represented Alactro, LLC in connection with the acquisition of certain intellectual property assets. Alactro is a primary distributor of unwanted software.
Represented Silva-Glo Venture Partners, LLC in the Performa Learning, Inc. Series A Preferred Stock Financing.
Represented LightSource Wind, LLC in its Series B-1 Preferred Unit Financing. LightSource Wind is a San Diego-based company that operates within the electric services industry by investing in, developing and operating renewable energy projects.
Represented LexVid Services, Inc. in its Convertible Note Financing. LexVid Services, Inc. is a provider of quality and affordable CLE compliance online.
Represented Betler Corporation in its Series A Preferred Stock Financing.
Represented ProfitDesk, Inc. in its Series A Preferred Stock Financing. ProfitDesk, Inc. is a banking software company that assists commercial banks realize improved profit margins through the use of analytical software tools.
Represented NetAdventures, Inc. in its debt financing. NetAdventures, Inc. is an internet site that offers travel related information, products, and services.
Represented Agree Media, LLC in its Series A Preferred Unit Financing. Agree Media is a privately held company that delivers high quality leads to its customers by using data to measure the intent of a person.
Represented LightWave Photonics, Inc. in its Series A Preferred Stock Financing. LightWave Photonics, founded in 2007, is a provider of conductive, reflective, and lattice matched templates intended for subsequent epitaxial growth of Gallium Nitride based LEDs and Lasers.
Represented LexVid, Inc. in its Series A Preferred Stock Financing. LexVid Services, Inc. is a provider of quality and affordable CLE compliance online.
Represented GoFast Ordering LLC in its sale to 2pointB, LLC, a developers of an apps suite and platform that connects cab operators and passengers nationwide through mobile devices.
Represented DoubleJump Games LLC in its sale to Pike Holdings Inc. DoubleJump Games, founded in 2014, is Canadian game studio aimed at becoming the next generation of mobile games.
Represented Quantio LLC in its sale to 1010 Data Inc. Quantio LLC is an online competitive intelligence service that helps make digital strategy and marketing decisions easier.
Represented members of Tech Coast Angels in connection with their investment in Series A Preferred Unit financing of Precision Information, LLC. Precision Information is a leading provider of interactive financial education products, one of which includes the “Educated Investor”.
Represented members of Tech Coast Angels with their investment in the Series A Financing of SeniorQuote Insurance Services, Inc. SeniorQuote Insurance raised $1.4 million during this financing round.
Represented PathAR, LLC in its convertible note financing. PathAr is a provider of information technology services, including software support, computer systems design, and data processing facilities management.
Represented the lead investor in the Series A Financing of FrostByte Video, Inc. FrostByte Video is a startup technology company that has developed the world’s first automated video production system which includes Video-as-a-Service (VaaS) solutions for a variety of industries.
Represented FrostByte Video, Inc. in connection with the sale of its assets to Deja View Concepts, Inc.
Represented the lead investor in the Engine Games, Inc. Series A Preferred Stock financing. Engine Games is a Southern California-based game development studio that develops games for mobile and desktop devices.
Represented Yontoo Technologies, Inc. in its restructuring. Yontoo is a browser add-on that allows users to control websites through a single application that enhances and tailors hundreds of other application to increase the quality of web user interaction.
Represented QuestPoint Digital LLC in its convertible note financing. QuestPoint is a computer software developer that provides innovative online advertising, web properties, and mobile applications to millions of users around the world.
Represented NotesFirst, Inc. in its $150,000 convertible note financing. NotesFirst is a healthcare technology startup that has reimagined patient documentation by developing a cloud-based application that enables healthcare professionals and students to capture and manage clinical notes.
Represented Mayaterials, Inc. in its Series A Preferred Stock financing. Mayaterials is a green technology company that derives its products from agricultural and biofuels waste products.
Represented BeHere Corp. in its Series B Preferred Stock financing, raising $4.5 million. Birchmere Ventures acted as lead investor.
Represented the lead investor in Virtual Metrix Inc.’s convertible note financing. Virtual Metrix is a computer software company that develops performance management solutions for microprocessor-based devices.
Represented lead investor Peter Fisher in the SOCi, Inc. Series A Preferred Stock Financing. SOCi raised $1.5 million during this funding round. Additional investments came from Silicon Valley Growth Syndicate, Afas Benhaim, Trevor Klein and David Klein.
Represented Direct Message Lab, Inc. in its Series A Preferred Stock financing. Direct Message Lab provides companies with a central platform to help manage their social media and marketing across all communication channels.
Represented Find Your Smile, LLC in its Series A Preferred Stock Financing. Based in San Diego, Find Your Smile, LLC operates within the business services industry.
Represented Ansun Biopharma, Inc. in a Rights Offering. Ansun Biopharma is a clinical stage biopharmaceutical company that focuses on developing unique host-directed anti-viral therapies for respiratory viruses.
Represented NeurOptics, Inc. in its Series A, B and B-1 Preferred Stock financings. Neuroptics, Inc., the leader in the science of pupillometry, focuses on developing and commercializing innovative technologies that help to facilitate improved medical decision making and enable clinical research in the fields of critical care medicine, neurology, neurosurgery, emergency medicine, ophthalmology, and research.
Represented Conductor, Inc. in its Series A Preferred Stock financing, raising $2.6 million. Investors included FirstMark Capital and Amish Jani.
Represented PowerNaps, Inc. in its Series A Preferred Stock Financing.
Represented Aligned Telehealth, Inc. in its Series B Preferred Stock Financing. Aligned Telehealth is a telemedicine and healthcare management company that offers clinical and consultation services for Asana Integrated Medical Group (AIMG).
Represented 9th Street Ventures LLP with its investment in the Boulder Ionics Corporation convertible note financing.
Represented the lead investor in the ExtendCredit Incorporated Series A Preferred Stock financing. ExtendCredit is a provider of a cloud-based Software-as-a-Service financial services platform for large enterprises and companies.
Represented 9th Street Ventures LLP in connection with its investment in the Series A Preferred Stock financing of Boulder Ionics Corporation. Boulder Ionics raised approximately $4.3 million during this financing round. Additional investors included Pangaea Ventures, CalCEF Clean Energy Angel Fund, JSR Corporation, and Protonic Capital.
Represented PAK Studios LLC in its acquisition of the assets of DoubleJump Publishing, Inc, a company that specialized in creating and publishing quality guides for games.
Represented Positioning Universal Inc. in its Series A Preferred Stock financing. Positioning Universal is a leading global provider of GPS vehicle and asset monitoring solutions and customizable IoT hardware devices.
Represented DoubleJump Games LLC, a Canadian game studio aimed at becoming the next generation of mobile games, in its Series A Preferred Stock financing.
Represented Agile Nanotech, a provider of compressible liquid energy management solutions, in its Series A Preferred Stock financing.
Represented 4Access Communications Company in its Series A-F Preferred Stock financings and various convertible note financings. 4Access Communications creates point-of-transaction systems for merchants in the American electronic payments industry.
Represented Ength Degree LLC, now known as XY – The Findables Company, in its Series A Preferred Stock financing. XY builds Findable™ products that consist of mobile apps and a Bluetooth Finder that leverage the Internet of Things to make real-world items “findable” through electronic and/or mobile means.
Represented Ength Degree LLC in connection with its convertible note financing. Originally founded under the name Ength Degree in 2012, the company renamed in 2016 as XY – The Findables Company.
Represented eLux Medical, Inc., a medical technology company that develops nanomedicines for liposuction, in its Series A Preferred Stock financing.
Represented CRIM, LLC in connection with its investment in the AVD Digital Media convertible note financing. AVD Digital Media is a provider of interactive in-video technology, including advertising and e-commerce technologies.
Represented CRIM, LLC with its investment in the Digital Arbitrage, Inc. Series A-3 Preferred Stock financing. Digital Arbitrage is a San Diego-based provider of hospitality management software solutions.
Represented members of Tech Coast Angels in connection with their investment in the convertible note financing of MojoPages, a local business listings search engine.
Represented members of Tech Coast Angels with their investment in the H20 Audio, Inc.convertible note financing. Founded in 2003, H20 Audio has become a leading provider of waterproof headphones and iPod accessories with its technology designed by athletes for athletes.
Represented members of Tech Coast Angels with their investment in Edgeware Analytics, Inc. convertible note financing. Edgeware Analytics uses its online platform, Small Business Loan Exchange, to provide a wide range of technology products and services to the business lending marketplace.
Represented members of Tech Coast Angels with their investment in the Series A-1 Preferred Stock financing in the Santrino, Inc.
Represented members of Tech Coast Angels in the Vox Sports, Inc. Series A Preferred Stock financing.
Represented members of Tech Coast Angels with their investment in the Dayak, Inc. Series A Preferred Stock financing. Dayak is an online recruiting marketplace that connects employers with recruiters.
Represented members of Tech Coast Angels with their investment in the BrightQube, Inc. Series A Preferred Stock financing. BrightQube, an image marketplace designed to optimize the browsing of large collections of photos, raised approximately $650,000 during this financing round.
Represented members of Tech Coast Angels in the MOGL Loyalty Services, Inc. Series B-2 Preferred Stock financing. MOGL is a restaurant rewards app where members earn 10% cash-back at participating restaurants.
Represented the lead investor in the OEOEO LLC Series A Preferred Unit financing.