Clients & Deals

Venture Capital/Private Equity

  • Represented American Prison Data Systems, PBC in completing a Series Seed financing
  • Represented ClearView Social, Inc., a social media marketing company, in completing Series Seed and Series Seed Plus financings
  • Represented Knowledge Delivery Systems, Inc., a K-12 professional development company, in a $9.8 million Series D financing round led by Edison Venture Fund
  • Represented Quadrant-Amroq Bottling Company Limited, the exclusive Pepsi bottler for the country of Romania, in selling a 49% interest to PepsiAmericas, Inc. for $51 million
  • Represented Regent Education, Inc., a provider of financial aid management solutions for higher education institutions, in securing a $3.6 million financing from Edison Venture Fund
  • Represented TetraData Corporation, a provider of data management and analysis solutions to K-12 institutions, in securing venture capital financing from Edison Venture Fund
  • Represented Oasis Children’s Services, LLC, a provider of summer camps and after-school recreational and enrichment programs, in obtaining equity financing from The Princeton Review, Inc. and the New York City Investment Fund

Mergers and Acquisitions

  • Represented Datawise, Inc., a K-12 assessment technology company, in its sale to Measured Progress
  • Represented Pacific Metrics, Inc., a K-12 assessment technology company, in its sale to ACT
  • Represented SGV Algorithms Corp., principal investor of ATM, LLC (Algorithm Trading Management), as lead counsel in the sale of ATM to Cowen Financial Technology LLC
  • Represented Learning Today, Inc., a K-5 online content company, in its sale to Curriculum Associates, LLC
  • Represented Woongjin ThinkBig Co. Ltd., a Korean education company, in selling Bearport Publishing to management
  • Represented Quadrant-Amroq Bottling Company Limited, the exclusive Pepsi bottler for the country of Romania, in selling the remaining 51% interest to PepsiAmericas, Inc. for $98 million
  • Represented Quadrant European Beverages Limited, a joint venture between the Quadrant investment group and PepsiAmericas, Inc., in the acquisition of the exclusive Pepsi bottler for the country of Bulgaria
  • Represented True North Incorporated, a NY-based advertising agency, in selling its direct mail data services division
  • Represented an investor group in acquiring a school of massage therapy
  • Represented an investor in acquiring a beauty school and spa
  • Represented Soliloquy Learning, a speech recognition-based education company, in its sale of assets to Scientific Learning, Inc., a publicly traded education technology company
  • Represented TetraData Corporation, a provider of data management and analysis solutions to K-12 institutions, in its sale to Follett Software Company

Strategic Partnerships, Joint Ventures and Licensing

  • Represented Soliloquy Learning in entering into an exclusive license agreement with Carnegie Mellon University relating to certain speech recognition and reading technology
  • Represented Soliloquy Learning in negotiating license and distribution agreements with Pearson Education, Harcourt UK, National Geographic and Carnegie-Mellon University
  • Represented Time To Know, Inc. in negotiating a license and distribution agreement with McGraw-Hill Education
  • Represented Professional Examination Service in negotiating a joint development and distribution agreement with a nonprofit assessment company
  • Represented Achieve3000, Inc. in negotiating an amended and restated license agreement with National Geographic and in drafting global distribution agreements
  • Represented American Prison Data Systems, PBC in developing a form Strategic Partner Content License Agreement
  • Represented American Prison Data Systems in developing a form Correctional Technology Suite Solutions Agreement and a form distribution agreement
  • Represented Fourier Education in negotiating a license agreement with Greenlight (regarding Einstein brand)
  • Represented JUMP Math (a nonprofit) in negotiating a license and distribution agreement with Amplify Education
  • Represented MetaMetrics in negotiating an enterprise license agreement with Scholastic
  • Represented Learning Today, Inc., a K-5 online content company, in negotiating a license agreement with Curriculum Associates, LLC
  • Represented Avant Assessment in negotiating a license agreement with University of Oregon

General Corporate Matters 

  • Represented Achieve3000, Inc. in completing a dividend recapitalization and holding company reorganization
  • Regular outside counsel to an international beverage company
  • Regular outside counsel to several educational technology and educational services companies
  • Regular outside counsel to several business executives in their executive and entrepreneurial activities

Public Benefit Corporation Matters

  • Represented American Prison Data Systems, PBC in converting to a Delaware public benefit corporation from a Delaware corporation
  • Formed several public benefit corporations in Delaware, including three on the first day the Delaware PBC law went into effect

Debt Financings

  • Represented American Prison Data Systems, PBC in completing a convertible debt financing
  • Represented Eleusis Benefit Corporation, PBC in completing a convertible debt financing
  • Represented a European company in multiple secured debt financings aggregating more than $90 million
  • Represented Quadrant European Beverages Limited in the secured debt financing for the acquisition of the exclusive Pepsi bottler for the country of Bulgaria
  • Represented an educational services company in obtaining revolving credit facilities from a commercial bank and nonprofit institutional investor