Venture Capital
Areas of Focus
Emerging Companies, Entrepreneurial
Attorneys
Our clients are at the forefront of developing innovative
technology and services in industries such as:
In addition, we represent emerging companies in other industries
such as branded products, food services and products, apparel and
healthcare services, as well as in international markets and cross
border transactions.
Our clients vary in size and market capitalization, and their
business models encompass experimental concepts and established
products alike.
We take pride in understanding the legal and business needs of
our portfolio companies, with an entrepreneurial focus that is rare
in a national law firm. Members of our team have been executives of
large venture capital funds, played lead roles in angel investor
groups and technology incubators, worked with the investment units
of money-center banks and obtained critical operating experience as
in-house counsel of various technology companies.
Our offices are strategically located in the most important
technology markets in the United States: in the financial centers
of New York and Los Angeles, in the heart of the Silicon Valley in
Palo Alto, and in Washington, D.C. and Orange County. We are able
to leverage unsurpassed business, technology and regulatory
contacts to benefit our clients.
Venture Investment
Manatt frequently represents both companies and investors in
venture capital financings. Manatt has substantial contacts within
the venture capital community in each of our markets and frequently
acts as advisor to entrepreneurs requiring connections with venture
capital and private equity funds. We understand how our venture
capital and private equity clients think and operate, and we work
with them as business partners. We understand the respective goals
of both companies and investors (principally building the company
to a successful liquidity event) and are able to structure
agreements and documents to properly align incentives.
Corporate and Securities
Manatt often serves as outside general counsel to emerging
businesses, coordinating all legal matters. We guide entrepreneurs
through the entire process of building their business, from
refining the positioning of their business model to making
introductions to seasoned management and strategic partners, to
ultimately steering them toward a successful growth strategy and
liquidity event, whether in the form of an initial public offering
or an acquisition.
When our clients proceed through the IPO process, we will have
been there from the beginning providing counsel in all substantive
areas that affect their business, from intellectual property and
material agreements to litigation, real estate, advertising and
marketing. We have extensive corporate and securities law
experience, and we counsel and guide our clients through all
aspects of the public offering process itself, including assisting
our clients in finding qualified sources of investment banking
services to advise on initial or secondary public securities
offerings. The breadth of our experience and our focus as a member
of our client's team will help ensure that the IPO process is an
efficient and successful liquidity event. At later growth stages we
help our clients with mergers and acquisitions, tender offers and
leveraged buyouts and the complex securities, corporate finance and
tax issues these transactions involve.
Intellectual Property and Licensing
Using the combined strengths of our corporate and intellectual
property practices, we help emerging companies exploit their
intellectual property assets - products, services and work product
- through licensing agreements that protect their ownership rights.
In addition, our intellectual property attorneys assist companies
with strategy formulation with respect to the protection and
exploitation of intellectual property, including copyright
registration and patent and trademark prosecution. We negotiate and
draft the licensing and other commercial agreements, fully
documenting all the terms of complex ownership and royalty issues
and handling all the details of domestic and foreign distribution.
If disputes should arise during the course of the agreement, our
litigators are skilled at handling antipiracy and trade secrets
litigation.
Over the years we have developed relationships with technology
licensing organizations at several universities, which facilitates
incorporating novel technologies in the product offerings of our
portfolio company clients.
Other Business Combinations
We use our skill as business advisors to help growing
companies accelerate their market penetration through strategic
business combinations and alliances. In addition, we often
represent our emerging growth companies in acquisitions by publicly
traded or more established entities. Our lawyers are experienced in
all available growth and liquidity options, including:
- Mergers and acquisitions in various
combinations of stock, cash and debt, including innovative
"roll-up" transactions involving multiparty acquisitions
- Cooperative research and development
agreements and other forms of joint ventures and strategic
alliances
- Research contracts and consulting agreements
with outside technical experts
- A wide range of other combinations, including
partnership programs, marketing arrangements, referral
relationships and developer agreements
Government Advocacy
Emerging companies often target the federal government as
a market for sophisticated technology products and services, and
Manatt's government contracts practice offers a unique advantage
among firms with an emerging companies practice. We advise on all
phases of the government's acquisition process, including the
preparation of bids and proposals, the negotiation, protest and
defense of contract awards, the administration of contract
performance, and the settling of disputes and claims before
administrative boards and the federal courts. We also provide
assistance with export controls and other regulations that impact
sales to foreign governments. Frequently our government advocacy
lawyers open doors to federal and state agencies, providing
customer opportunities to our portfolio companies.
We represent emerging technology companies on a wide range of
regulatory issues involving Internet privacy and the implementing
regulations of the Gramm-Leach-Bliley Act. We also advise clients
on regulatory developments focusing on e-mail spam (including the
FTC's enforcement of the CAN-SPAM Act), online obscenity,
encryption, online gambling, electronic copyright infringement,
Internet taxation, universal high-speed Internet access, and cable
open-access requirements. Manatt is a member of TechNet, the
Silicon Valley-based advocacy group, and a founding member of
CapNet, a bipartisan Washington, D.C.-based technology advocacy
group.
Employment Agreements and Equity Compensation
We design executive employment agreements that protect trade
secrets and confidential information for technology businesses,
including preparation of appropriate confidentiality and inventions
assignment provisions. Our attorneys also handle the proper
construction of severance agreements and plans when management or
executive employees are terminated. We also assist companies with
establishing and structuring stock option and other equity
compensation plans and agreements, as well as other employee
benefit plans.
Fund Information and Management
We have long-standing relationships with and serve as outside
general counsel to prominent venture capital funds. In these and
other relationships we counsel and advise funds on all aspects of
their life cycle, from fund formation and governance to investments
in portfolio companies. Our close relationship with venture capital
firms also provides investment opportunities for emerging companies
seeking funding.