Foley Hoag - Mergers and Acquisitions

Tue, 20 Jul 2010 16:20:58 EDT

Represented Citizens Capital, Inc. (a subsidary of RBS Citizens, N.A.) in a variety of mezzanine debt and equity investments, including $15 million mezzanine debt investment in printing company

Mergers and Acquisitions

Wed, 12 Sep 2007 21:02:08 EDT

Acquisition of a 49% interest in a South American paper and forestry business for more than $120 million

Wed, 12 Sep 2007 21:02:30 EDT

Represented PRI Automation, Inc., a manufacturer of semi-conductor production equipment, in its acquisition of Promis Systems Corporation Ltd. of Canada, a provider of software solutions for semi-conductor and precision electronics manufacturing. The acquisition allowed PRI to offer a more integrated and optimized solution for manufacturing environments to its customers.

Mergers and Acquisitions

Wed, 12 Sep 2007 21:02:08 EDT

Sale of a public software company for more than $900 million of its acquirer’s stock

Wed, 12 Sep 2007 21:02:31 EDT

Advised Transition Systems, Inc., a developer of large data-processing and information-management systems for major medical institutions, in its sale to Eclipsys Corporation. Eclipsys is a Nasdaq-traded software solutions provider for the healthcare industry. The sale was a stock-for-stock merger transaction valued at approximately $270 million.

Wed, 12 Sep 2007 21:02:30 EDT

Advised CACI International Inc. in its negotiation of an agreement to purchase American Management System, Incorporated’s Defense and Intelligence Group for $415 million. The agreement’s signing occurred in tandem with CGI Group Inc.’s announcement of a tender offer for all of the outstanding shares of AMS for $19.40. With this acquisition, CACI became one of the largest information-technology service providers serving the Department of Defense, intelligence and homeland security markets.

Wed, 12 Sep 2007 21:02:30 EDT

Assisted Designs, Inc., a public company retailer, in the acquisition of 25 outlet-clothing stores from a subsidiary of Levi Strauss & Co. The transaction was financed by a $50 million credit facility. In this transaction, Designs acquired both inventory and fixed-assets associated with the 25 acquired Docker's and Levi's stores, in addition to assuming the store leases.

Wed, 12 Sep 2007 21:02:31 EDT

Represented SolidWorks Corporation, a developer of CAD/CAM software, in connection with its sale to Dassault Systemes S.A., a French company, for approximately $320 million of Dassault’s stock. The shares received by SolidWorks stockholders are traded on both the French Bourse and Nasdaq.

Mergers and Acquisitions

Wed, 12 Sep 2007 21:02:08 EDT

Acquisition of a private manufacturer of equipment used in the manufacture of semiconductors and flat-panel displays for more than $150 million in stock

Tue, 20 Jul 2010 16:20:57 EDT

Represented major defense contractor in syndicated $590 million revolver and term loan senior credit facilities to finance acquisition and provide working capital

Tue, 20 Jul 2010 16:20:57 EDT

Represented Inverness Medical Innovations, Inc. in a public offering of $150 million of senior notes to finance acquisition of a public company in the United Kingdom

Wed, 12 Sep 2007 21:02:30 EDT

Acted as counsel to Progress Software Corporation, a leading supplier of business-application management software, in its $88 million acquisition of DataDirect Technologies Limited, a privately held company and provider of technology connecting databases and software. The acquisition enables Progress to widen its customer base to deliver the company's technologies to businesses worldwide.

Wed, 12 Sep 2007 21:02:30 EDT

Represented Project Software & Development, Inc., a provider of business-to-business e-commerce and enterprise-asset maintenance software, in its strategic acquisition of Intermat, Inc., a provider of maintenance, repair and operations content-management tools and cataloging services. The acquisition enabled PSDI to expand its content-service offerings.

Wed, 12 Sep 2007 21:02:30 EDT

Represented the Special Committee of the Board of Directors of Concerto Software, Inc., a designer of call-center software, in Concerto's going-private transaction and its $145.4 million merger with Melita International Ltd. Given a potential for conflict of interest among management and certain board members, who were continuing their interest in the surviving entity, Concerto established this special committee to negotiate on its behalf. The special committee negotiated a $12-per-share price, providing stockholders with a substantial premium to the price of Concerto's stock prior to the merger's announcement.

Wed, 12 Sep 2007 21:02:31 EDT

Assisted Northeast Energy Services, Inc., a major energy service company, in its sale to Equitable Resources, Inc., a public gas utility headquartered in Pittsburgh, Pennsylvania. The sale was for approximately $80 million of cash and stock.

Wed, 12 Sep 2007 21:02:31 EDT

Served as counsel to Internet Securities, Inc., a company that provides financial information through a Web-based subscription service, in the sale of a majority interest to Euromoney Publications PLC, a U.K. publishing company traded on the London Exchange

Tue, 20 Jul 2010 16:20:58 EDT

Represented Organogenesis, Inc. in Chapter 11 debtor-in-possession financing

Tue, 20 Jul 2010 16:20:58 EDT

Represented bank in issuance of trust preferred securities to finance acquisition

Tue, 20 Jul 2010 16:20:57 EDT

Represented global media company in $100 million senior revolving credit facility

Tue, 20 Jul 2010 16:20:57 EDT

Represented software company in a $50 million senior revolving credit facility

Tue, 20 Jul 2010 16:20:57 EDT

Represented Inverness Medical Innovations, Inc. in a public offering of $400 million of senior subordinated notes

Tue, 20 Jul 2010 16:20:57 EDT

Represented Inverness Medical Innovations, Inc. in syndicated $1.3 billion first lien and second lien senior credit facilities to finance tender offer acquisition and provide working capital

Tue, 20 Jul 2010 16:20:57 EDT

Represented major defense contractor in a Rule 144A offering of $300 million of convertible senior notes

Tue, 20 Jul 2010 16:20:57 EDT

Represented major car manufacturer in $130 million leveraged lease of railcars

Wed, 21 Jul 2010 12:09:51 EDT

Represented investment management firm in leveraged recapitalization transaction with a leading private equity firm, involving $46.5 million senior syndicated bank credit facility and $30 million senior subordinated debt and $81 million junior debentures provided by the private equity firm

Mergers and Acquisitions

Wed, 12 Sep 2007 21:02:08 EDT

Sale of a leading developer of CAD/CAM software to a French company for stock worth approximately $320 million

Wed, 12 Sep 2007 21:02:31 EDT

Represented the RII Chile Limited Fund and its manager, UBS Brinson, in the acquisition of a 49% interest in certain forestry land and a paper mill in South America. We subsequently represented the fund and its manager in its divestiture of its interest in the paper mill and its acquisition of the remaining 51% interest in the forestry land.

Wed, 12 Sep 2007 21:02:31 EDT

Represented Powersoft Corporation in its sale to Sybase, Inc. Valued at nearly $1 billion, Powersoft had a sale price that was, at the time, the highest price ever paid for a software company.

Mergers and Acquisitions

Wed, 12 Sep 2007 21:02:08 EDT

Sale of a major energy service company to an out-of-state public utility for approximately $80 million in cash and stock

Mergers and Acquisitions

Wed, 12 Sep 2007 21:02:08 EDT

Sale of a Scottish telecommunications equipment manufacturing company to a Massachusetts public company for over $100 million in stock

Wed, 12 Sep 2007 21:02:30 EDT

Assisted Campbell Bewley, Inc., the U.S. holding company of Campbell Bewley Ltd. of Ireland and owner of Rebecca's cafes, in its acquisition of Cucina Holdings, Inc. and its wholly owned subsidiaries, Java City, Inc. and Carvali Coffees, Inc. This acquisition significantly expanded Campbell Bewley's U.S. operations in the retail-coffee and corporate-catering areas.

Tue, 20 Jul 2010 16:20:57 EDT

Represented Brown Brothers Harriman as agent and lead lender in syndicated $30 million revolver and term loan senior credit facilities

Wed, 12 Sep 2007 21:02:30 EDT

Provided counsel to Allaire Corporation, a developer of software products to enable Web applications and e-business solutions, in numerous acquisitions of technologies to enhance its product line, including the acquisition of Bright Tiger Technologies, Live Software, and several asset purchase transactions

Foley Hoag Represents Inverness Medical Innovations in Transaction with Epocal, Inc.

Wed, 20 Jan 2010 12:16:13 EDT

Foley Hoag congratulates Inverness Medical Innovations, Inc. for its recent transaction with Epocal, Inc., an Ottawa-based developer of diagnostic products. Epocal is commercializing a cost-effective blood analysis platform, epoc®, a point-of-care analysis system providing wireless bedside blood gas and electrolyte measurement testing solutions. Inverness will promote the use of the epoc® platform through its global sales force for a five-year period. The deal was announced on January 5, 2010.

Foley Hoag Congratulates its Rising Stars

Wed, 26 Sep 2007 16:48:52 EDT

Foley Hoag congratulates 26 lawyers in the firm who were recently named to the 2006 list of Massachusetts Super Lawyers: Rising Stars, featured in the May issue of Boston Magazine.

Chambers 2007 Ranks Foley Hoag in Leading Practice Areas

Wed, 26 Sep 2007 16:48:52 EDT

Chambers and Partners, a leading U.K.-based research and publishing company, has again included Foley Hoag and its individual lawyers in its popular Chambers USA: The Client's Guide. This year, eleven practice areas and 22 lawyers are represented.

Jayne P. Bultena Joins Foley Hoag as a Partner in the Government Strategies Practice

Wed, 26 Sep 2007 09:42:55 EDT

Foley Hoag LLP announced today the addition of Jayne P. Bultena as a partner in the Government Strategies Practice. Jayne will work with life sciences companies on Food and Drug Administration (FDA) matters. She is based in the firm's Washington office.

On the Agenda: Law and the Environment, Financing Growth, and Non-Competes—Foley Hoag Launches Three New Blogs

Tue, 03 Nov 2009 14:48:13 EDT

Today Foley Hoag LLP is pleased to announce the launch of three new blogs, designed and created as a forum to discuss pressing issues in today’s marketplace. The firm is pleased to present the Law and the Environment Blog, the Massachusetts Noncompete Law Blog, and the Emerging Enterprise Center Blog.

The blogs are primarily managed by three Foley Hoag partners, Seth Jaffe, Mike Rosen, and Dave Broadwin, respectively, and grown out of conversations addressing some of the most pressing issues of the day.

The blogs are available at:

Emerging Enterprise Center Blog - http://www.emergingenterprisecenterblog.com
Law and the Environment - http://www.lawandenvironment.com
Massachusetts Noncompete Law - http://www.massachusettsnoncompetelaw.com

Hot Topics, Legal Insight and Industry Trends: Foley Hoag Newsroom Enhanced with Video Launches at BIO 2009

Thu, 03 Dec 2009 12:09:09 EDT

The law firm Foley Hoag LLP unveils the Foley Hoag Newsroom today at BIO 2009. The enhanced newsroom, found at foleyhoagnewsroom.com, offers timely industry insights in digital and print format from lawyers at the firm focused on the life sciences industry.

Foley Hoag Launches Second Annual "Terms and Trends in Patent License Agreements" Survey

Thu, 22 Jan 2009 12:57:14 EDT

Foley Hoag LLP’s Life Sciences practice recently launched its second Terms and Trends in Patent Licensing Agreements survey for 2008. As a service to the life sciences industry, the survey will again explore the forces, dynamics, and trends driving licensing deals between academic and private research institutions and the companies seeking to commercialize their discoveries.

Pending response rates, the survey results will be initially announced at BIO 2008 in San Diego, with a formal close of the survey to be announced at a later date. To complete the survey click here, contact Natalie Shaw at 617-832-7102 or visit Foley Hoag at BIO 2008, booth 3213.

Foley Hoag’s Life Sciences Practice provides a full range of services including patent litigation, prosecution and strategy; corporate finance and securities; mergers, acquisitions and strategic alliances; FDA and reimbursement; government strategies; venture capital and emerging companies, and product liability and complex tort.

Best Lawyers in America Names 27 Foley Hoag Lawyers to 2010 Guide

Wed, 28 Oct 2009 17:02:24 EDT

Best Lawyers in America®, a peer-review directory published annually by Woodward/White, recently released its 2010 guide including 27 lawyers from Foley Hoag LLP.

Foley Hoag's Young Lawyers 'Rising' To The Top

Fri, 28 Sep 2007 14:59:17 EDT

Known for its adherence to excellence in lawyering, Foley Hoag LLP's longstanding tradition of recruiting the best legal minds is evidenced in the 2005 edition of SUPER LAWYERS' MASSACHUSETTS RISING STARS: A COMPREHENSIVE LISTING OF THE BEST YOUNG LAWYERS IN MASSACHUSETTS.

Foley Hoag Launches New Identity and Integrated Marketing Campaign

Sat, 22 Sep 2007 15:17:14 EDT

Law firm Foley Hoag LLP has introduced an ambitious new identity and advertising campaign, highlighting its leading dispute resolution and intellectual property practices and its depth in life sciences and technology. Featuring the tagline “Driving Business Advantage,” Foley Hoag’s new platform is designed to bypass conventional law firm messaging to address client demands from their legal advisors for fresh thinking and a keen understanding of client business needs.

The creative centerpiece of the campaign is a series of ads featuring images by noted fashion photographer Rodney Smith, whose work has appeared in New York Magazine and The New York Times Magazine. Instead of touting case wins or deals completed, the ads – comprised of arresting black-and-white images of formally dressed men and women in unlikely settings – are meant to provoke business people to stop and consider how they view big-picture challenges and plot their paths to success.

Foley Hoag Lawyers in Chambers USA 2010

Wed, 16 Jun 2010 10:49:44 EDT

Foley Hoag lawyers and practice areas retain a number of top rankings in Chambers and Partners, a leading U.K.-based research and publishing company, has ranked Foley Hoag lawyers and practice areas in its 2010 guide. A total of 26 lawyers are ranked in the following practice areas for Massachusetts: Antitrust, Banking & Finance, Bankrupcty/Restructuring, Corporate/M&A, Environment, Health Care, Hedge & Mutual Funds, Intellectual Property, Labor & Employment, Litigation: General Commercial, Litigation: White Collar Crime & Government Investigations, Private Equity: Venture Capital Investment. The International Arbitration practice is ranked nationally.

Chambers Global 2008 Releases Rankings

Thu, 29 Nov 2007 16:14:24 EDT

Two Foley Hoag lawyers were recently ranked by Chambers Global 2008 as noted practitioners in the areas of Private Equity: Buyouts and Venture Capital and Public International Law.

Peter Rosenblum was noted in the Private Equity: Buyouts and Venture Capital section for his practice in early-stage investment advice but was also noted as a “player in the buyout arena.” For additional editorial commentary, click here.

Paul Reichler appears in the Public International Law category, noted for his representation of sovereign states before the International Court of Justice. For more information, click here.

Covering more than 160 countries, Chambers Global ranks the leading law firms and lawyers worldwide. Researchers conduct thousands of interviews with lawyers and clients. The qualities on which rankings are based include legal ability, professional conduct, client service, commercial awareness, diligence, and commitment to the client. The rankings and commentary are independent and objective and inclusion in the guide is based solely on research.

Cramer Completes Launch of FoleyHoag.com

Fri, 16 Nov 2007 11:11:30 EDT

The original version of this release is available here: http://www.crameronline.com/news/10302007.html

Cramer, a digital marketing and event solutions agency, announced today that the company has completed the reintroduction of Foley Hoag’s web site, www.foleyhoag.com. The new site supplements Foley Hoag’s recently launched identity and advertising campaign, featuring the tagline “Driving Business Advantage.” The cross-media campaign expands the firm’s brand by highlighting Foley Hoag’s expertise in a number of key legal practice areas including dispute resolution and intellectual property, as well as depth in the life sciences and technology industries.

Foley Hoag Names Three New Partners

Tue, 03 Nov 2009 14:48:11 EDT

Foley Hoag LLP is pleased to announce three lawyers were recently promoted to Partner.

Foley Hoag Lawyers Included in Massachusetts Super Lawyers 2006

Mon, 06 Apr 2009 10:43:42 EDT

Forty-three lawyers at Foley Hoag LLP were recently named to the Massachusetts Super Lawyers 2006 list. In addition, three partners - Seth Jaffe, Michael Keating, and Nicholas Theodorou - were included in the "Top 100" list. Lisa Wood, also a Foley Hoag partner, appears on the "Top 50 Women" list.

Douglas A. Zingale Joins Foley Hoag's Corporate Practice

Fri, 25 Jan 2008 10:10:29 EDT

Douglas A. Zingale, a well-known corporate lawyer and former analyst at Bain Consulting, joined the Boston office of Foley Hoag LLP as a partner practicing in the corporate, M&A, and private equity practices.

Foley Hoag Selected as one of 2008 Top 100 Law Firms for Diversity

Tue, 03 Nov 2009 14:48:15 EDT

Multicultural Law addresses diversity in the legal profession by encompassing power, leadership, and integrity. Multicultural Law is a breath of fresh air for the legal community. Our readers are accomplished lawyers in need of advice, information, and motivation that Multicultural Law provides.

Multicultural Law is in its third year and has a circulation of over 40,000 professionals in the legal community. Distribution includes a variety of legal organizations, such as the National Bar Association, National Asian Pacific American Bar Association, and the National Hispanic Bar Association. Multicultural Law is mailed to every fortune 500 and 1000 General Counsel Office and ABA Accredited Law School Career Office.

An alphabetical listing of The Top 100 Law Firms for Diversity is available at www.multiculturallaw.com.

Legal 500 Recognizes Foley Hoag’s Venture Capital, Emerging Companies, and M&A Practices

Wed, 26 Sep 2007 16:48:54 EDT

The Legal 500 has recognized Foley Hoag's Venture Capital, Emerging Companies, and M&A practices in its recently-launched US Volume I: Corporate and Finance. Partners William R. Kolb and Peter M. Rosenblum were listed in both practice areas. Robert L. Birnbaum and Jeffrey L. Quillen were also listed in the category of Venture Capital/Emerging Companies.

Live @ BIO 2008: Innovation, Commercialization, and Protecting Assets

Tue, 03 Nov 2009 14:48:14 EDT

Foley Hoag LLP released a snapshot of key legal, business, and regulatory issues facing the life sciences industry at the BIO 2008 conference in San Diego. Partners serving a variety of areas, from patent prosecution and strategy to corporate/finance, FDA/regulatory and litigation offer emerging and established companies in the life sciences industry with a roadmap of how to navigate some of the pressing issues facing this highly competitive sector.

Foley Hoag Selected as one of 2007 Top 100 Law Firms for Diversity

Wed, 26 Sep 2007 16:48:52 EDT

Foley Hoag LLP has been selected as one of Multicultural Law’s 2007 Top 100 Law Firms for Diversity.

Foley Hoag Joins American Lawyer's Select Group of Top 50 A-List Firms

Tue, 03 Nov 2009 14:48:13 EDT

The American Lawyer named Foley Hoag LLP to its annual “A-List” of the country’s 50 elite law firms that are "best at balancing a thriving business with their obligations to the profession." Inclusion in the A-List is based not only on economic success but also on success in furthering diversity, pro bono work, and associate satisfaction.

Foley Hoag LLP Ranks Among Nation’s Best In 2005

Fri, 21 Sep 2007 10:59:15 EDT

As in prior years, The Chambers USA Guide (2005 edition) ranks Foley Hoag LLP and its attorneys as outstanding leaders in a variety of practice areas. Ratings were based on the market view of US firms and their attorneys, determined by interviews with clients and attorneys across the United States.

Foley Hoag Launches New Microsite for Law Students as 2009 On-campus Interviews Commence

Wed, 08 Oct 2008 16:31:58 EDT

As a law student looking to start your career, take a few moments to check out our network and learn more about us. We promise not to make too many claims, or repeat the buzzwords you'll see on every other law firm Web site. When you visit with us, whether here or in person at your school, you will hear the passion in the voices of our people and see what it feels like to walk down our hallways as a member of our Summer Program. We look forward to the dialogue.

Visit foleyhoag.com/summer now.

Foley Hoag's M&A, Venture Capital and Antitrust Practices Honored by the Legal 500 2009 U.S. Guide

Thu, 29 Oct 2009 13:30:50 EDT

The Legal 500 2009 U.S. guide has recognized Foley Hoag’s M&A, Venture Capital and Antitrust groups as leading practices in the northeast.

Foley Hoag Congratulates Benjamin Franklin Bancorp on Recent Sale to Independent Bank Corp.

Wed, 01 Jul 2009 13:41:59 EDT

Foley Hoag congratulates our client Benjamin Franklin Bancorp, Inc. on its recent sale to Independent Bank Corp. (Nasdaq: INDB), parent of Rockland, Massachusetts-based Rockland Trust Company

Cynthia Lewiton Jackson, Former Global Director of Career Development at Bain & Company, Joins Foley Hoag

Tue, 27 Jan 2009 09:34:23 EDT

Cynthia Lewiton Jackson, former Global Director of Career Development at Bain & Company, has joined the law firm Foley Hoag LLP as its first Director of Professional Development. In this role, Ms. Jackson will be responsible for developing and implementing a firmwide career development program for its lawyers and staff.

Foley Hoag Government Strategies Practice Gears up for 2009 Activity

Thu, 29 Oct 2009 13:30:49 EDT

Anticipating the rollout of the nearly $800 billion Stimulus Package making its way through Congress, several practices at Foley Hoag LLP have formed an interdisciplinary team to assist clients seeking advice on securing funding for capital projects and growth initiatives. Those practices include Energy Technology & Renewables, Environment, Government Strategies, Infrastructure & Privatization and Life Sciences practices.

Massachusetts Governor Deval Patrick has traveled to Washington recently, lobbying for federal funding for areas such as transportation and infrastructure, life sciences initiatives and clean technology/environmental initiatives. All areas are expected to be active in 2009 and will provide much of the region’s growth and activity.

Chambers USA 2008 Ranks Foley Hoag in Leading Practice Areas

Tue, 03 Nov 2009 14:48:11 EDT

Chambers and Partners, a leading U.K.-based research and publishing company, has again included Foley Hoag and its individual lawyers in its popular Chambers USA: The Client’s Guide. In the 2008 guide, Foley Hoag is represented in the areas of Antitrust, Banking & Finance (Corporate & Regulatory and Massachusetts), Bankrupcty/Restructuring, Corporate/M&A, Environment, Hedge & Mutual Funds, Intellectual Property, Labor & Employment, Litigation and Private Equity: Buyouts & Venture Capital.

Foley Hoag Names New Partners

Thu, 29 Oct 2009 13:30:48 EDT

Foley Hoag LLP is pleased to announce four promotions to Partner, effective January 1.

Foley Hoag Adds Noted International Investment and Trade Lawyer Mélida Hodgson to Washington, D.C. Office

Tue, 29 Jul 2008 17:41:35 EDT

Foley Hoag LLP announced that international investment and trade lawyer and arbitrator Mélida N. Hodgson has joined the Washington, D.C. office as counsel, adding to the firm’s international arbitration and alternative dispute resolution practice. Ms. Hodgson was formerly counsel in the Washington, D.C office of Miller & Chevalier Chartered.

Lawyers in Foley Hoag's Video Games and Interactive Media and M&A Practices Congratulate Game Developer 38 Studios LLC for Purchase of Big Huge Games

Mon, 05 Apr 2010 12:31:10 EDT

Lawyers from the Video Games and Interactive Media and M&A practices of Foley Hoag LLP congratulate our client, Maynard-based 38 Studios LLC, a game development company founded by former Major League Baseball All-Star pitcher Curt Schilling, for its recent purchase of substantially all of the assets of Big Huge Games, Inc., a subsidiary of game publisher THQ Inc.

Working Mother and Flex-Time Lawyers Recognize Foley Hoag

Tue, 03 Nov 2009 14:48:17 EDT

Working Mother magazine, a leading source of information for career-oriented mothers, and Flex-Time Lawyers LLC, a national consulting firm advising attorneys and legal employers on work/life balance, have included Foley Hoag LLP in the prestigious list of the 50 “Best Law Firms for Women.”

Terms and Trends in University Patent License Agreements Released by Foley Hoag

Wed, 26 Sep 2007 16:48:54 EDT

Foley Hoag LLP today announced at BIO 2007 preliminary results of its survey, Terms and Trends in Patent License Agreements with Universities and Other Research Institutions. As a service to the life sciences industry, Foley Hoag surveyed biotechnology companies, universities and other research institutions to identify trends and gauge the "market" for specific terms in license agreements.

Foley Hoag Adds Five Partners to Strengthen its Premier Investment Management, Business, and Intellectual Property Practices

Wed, 12 Sep 2007 21:01:50 EDT

As a client-driven firm, Foley Hoag focuses closely on our clients’ needs and international, national, and regional business trends and, as such, is committed to strategic expansion by strengthening our key practice areas. Therefore, we are delighted to announce the appointment of five new partners, Jeffrey Collins, Sarah Cooleybeck, Michael Dowd, Malcolm Henderson, and Kevin Oliver, to enhance our premier Investment Management, Business, and Intellectual Property practices,” said Michele Whitham, Co-Managing Partner of Foley Hoag LLP.

Foley Hoag LLP Attorneys Designated as "Leaders in their Field" by Chambers USA

Sat, 25 Aug 2007 11:21:08 EDT

As in prior years, The Chambers USA Guide (2005 edition) ranks Foley Hoag LLP attorneys as "Leaders in their Field" in a variety of practice areas. Ratings were based on the market view of US firms and their attorneys, determined by interviews with clients and attorneys across the United States.

Foley Hoag's M&A, Venture Capital Practices Lauded by Legal 500

Tue, 03 Nov 2009 14:48:16 EDT

In its recently-launched 2008 U.S. guide, Legal 500 has recognized Foley Hoag’s M&A practice in the areas of Venture Capital/Emerging Companies and also as a top general M&A firm in the northeast. Partners Arlene Bender, Bill Kolb, Nicola Lemay and Peter Rosenblum are cited for particular strengths in their practices including IT, life sciences, and renewable energy.

Human Rights Campaign Releases Corporate Equality Index, Names Foley Hoag Among Top Firms for Second Consecutive Year

Fri, 13 Mar 2009 12:36:22 EDT

The Human Rights Campaign Foundation, the educational arm of the Human Rights Campaign, released its 2008 Corporate Equality Index ranking Foley Hoag LLP among the nation’s top employers for the gay, lesbian, bisexual and transgender employees, consumers and investors.

Foley Hoag LLP Represents Inverness in Acquisition of Cholestech Corp.

Wed, 26 Sep 2007 16:48:54 EDT

Foley Hoag LLP recently represented Inverness Medical Innovations Inc. in its widely-reported acquisition of healthcare diagnostic tools provider Cholestech Corp. Inverness Medical Innovations, Inc. is a major global developer, manufacturer and marketer of advanced, pioneering consumer and professional medical diagnostic products.

Now’s the Time:
Foley Hoag Forms Economic Crisis Team

Fri, 13 Mar 2009 17:33:55 EDT

Stepping up on behalf of clients buffeted by the ongoing financial crisis, law firm Foley Hoag has formed an Economic Crisis Team, comprised of lawyers from multiple practices focused on helping companies cope with the fast-changing landscape – from internal investigations and enforcement proceedings, to increased regulatory compliance, securities and other types of litigation, bankruptcies and restructurings, as well as emergency financing and deal-making.

Chambers 2009 Ranks Foley Hoag in 13 Leading Practice Areas

Thu, 29 Oct 2009 13:30:47 EDT

In its annual directory, Chambers USA: The Client’s Guide, Chambers and Partners, a leading U.K.-based research and publishing company, has again ranked Foley Hoag’s leading practice areas in Massachusetts.

Foley Hoag LLP Receives Rankings, Including Leading Environmental Firm in Massachusetts for Second Year

Sat, 25 Aug 2007 11:21:08 EDT

The Chambers USA Guide (2004-2005 edition) ranks Foley Hoag LLP tops in Massachusetts in a variety of practice and attorney categories. Ratings were based on the market view of US firms and their attorneys, determined by interviews with clients and attorneys across the United States. Chambers declared Foley Hoag the leader in Massachusetts' Environmental practice and worthy of mention in Banking & Finance, Bankruptcy, Corporate/M&A, Employment, Intellectual Property, Litigation, and Private Equity.

Foley Hoag Congratulates Rising Stars

Wed, 26 Sep 2007 16:48:53 EDT

Foley Hoag congratulates 29 lawyers in the firm who were recently named to the 2007 list of Massachusetts Super Lawyers: Rising Stars. Rising Stars are lawyers in practice up to ten years and/or under 40 years of age. The group is nominated by the current roster of Massachusetts Super Lawyers and then voted on by the publishers of Law & Politics.

House Passes Bill Taxing Carried Interest Income as Ordinary Income

Thu, 10 Dec 2009 10:32:13 EDT

Late yesterday afternoon, the U.S. House of Representatives passed legislation that would tax carried interest income (sometimes called “performance allocations” or “incentive allocations”) at ordinary-income rates beginning in 2010. The legislation (H.R. 4213, the “Tax Extenders Act of 2009”) also provides that carried interest income will be subject to self-employment taxes, regardless of certain exceptions previously available.

We will monitor the bill's progress in the Senate and Conference Committee and provide more detail as the bill moves closer to enactment.

Hatch-Waxman Safe Harbor Inapplicable to Research Tools

Wed, 06 Aug 2008 16:02:27 EDT

In a decision that will have far reaching implications for drug and medical device development, the Court of Appeals for the Federal Circuit held yesterday that the Hatch-Waxman safe harbor of 35 U.S.C. § 271(e)(1) is inapplicable to patented research tools that are not themselves subject to the FDA review process. While the decision is good news for the providers of research tools such as drug screening assays, it will make drug and medical device development in the United States costlier and more risky.

EEC Perspectives - March 2009

Mon, 02 Nov 2009 12:07:56 EDT

Included in this Issue:

The End of Doom and Gloom by Dave Broadwin
The Numbers by David Pierson
Selected New England Series “A” Round Transactions: Fourth Quarter 2008
Selected New England Series “B” and Later Round Transactions: Fourth Quarter 2008
Terms of Selected New England Series A Rounds 2008
Terms of Selected New England Series B and Later Rounds
The Activity Level Summary
New England Series A and First Round Transactions by Industry
New England Series B and Later Round Transactions by Industry
National Series A and First Round Transactions by Industry
National Series B and Later Round Transactions by Industry
Size of New England 2008 Series A and First Round Transactions by Industry
Size of New England 2008 Series B and Later Round Transactions by Industry

Trade Secrets: A Guidebook for Technical and Business Professionals Involved in Legally Protecting Products, Technologies and Services

Mon, 02 Nov 2009 12:08:34 EDT

Trade secrets can be a valuable component of an intellectual property (IP) portfolio, whether as a complement to patents or as an alternative. Companies benefit from an IP portfolio that matches the unique benefits of trade secrets and patents to the types of information they seek to protect. Trade secret protection can be available immediately, without going through a government agent, whereas a patent is available only after an application to and approval by the government. And unlike patents, trade secrets provide IP protection of potentially infinite duration. Trade secret protection is also available for a broad array of information for which patents are not available.

Final Reminder – Mandatory Electronic Form D Filing Requirement Takes Effect on March 16, 2009

Thu, 05 Mar 2009 15:22:21 EDT

Beginning on March 16, 2009 all federal Form D filings must be made electronically using the SEC’s online filing system (“EDGAR”). In order to comply with this requirement, any issuer effecting a private placement of securities in reliance upon Regulation D will need to obtain EDGAR access codes. Current EDGAR filers can use their previously assigned EDGAR filing codes to complete Form D filings.

Turmoil in Credit Markets Causes Inversion of Key Bank Lending Rates

Mon, 04 May 2009 11:18:51 EDT

Borrowers Need to Monitor Whether to Elect Prime Rate rather than LIBOR under Credit Facilities

U.S. Companies that borrow under bank credit facilities that provide for the borrower to elect payment of interest at either a LIBOR-based rate (sometimes called a "Eurodollar" loan) or a Prime Rate-based rate (sometimes called a "Base Rate" loan) need to be aware of a significant development resulting from the recent turmoil in the world’s credit markets...

Corporate Datasheet

Mon, 02 Nov 2009 12:07:51 EDT

As a corporate decision maker, you are responsible for enhancing profitability, improving your organization’s effectiveness and achieving ongoing business success. Our goal is to develop a relationship with your organization, so we can become a partner in your efforts. As part of our relationship, we provide counsel on ongoing business matters, as well as for extraordinary issues that unexpectedly arise. We strive to apply our experience and legal skills in a way that adds maximum value to your enterprise.

We began our business practice working exclusively with U.S.-based companies but, over decades of serving our clients’ needs, we’ve grown along with them. Today, our clients reflect the increasing importance and influence of globalization; and our work often requires a global perspective and understanding of multinational issues.

SEC Proposes Plain English Narrative Disclosure Amendment to Part 2 of Form ADV

Fri, 17 Oct 2008 13:53:34 EDT

On February 13, 2008, the Securities and Exchange Commission (“SEC” or the “Commission”) proposed rule amendments requiring investment advisers to prepare and deliver to clients and prospective clients a narrative brochure written in plain English. The brochure would be made available to the general public through the SEC sponsored Investment Adviser Public Disclosure website. The SEC is proposing amendments to Part 2 of the Form ADV and related rules under the Investment Advisers Act of 1940.

The Foley Hoag Foundation 2007 Annual Report

Fri, 17 Jul 2009 15:59:36 EDT

Established in December 1980 by the partners of law firm Foley Hoag, The Foley Hoag Foundation is a private foundation that seeks to combat racism, especially among youth, in the City of Boston. The Foundation awards grants to organizations working to improve the racial climate in Boston by addressing issues of diversity and racism. Grantee organizations achieve their goals through a variety of means, including arts and cultural activities, youth leadership and recreational programs. Other grantees provide advocacy assistance, enabling individuals to confront racism through legal or political action. Some grantee organizations work to prepare young children to live in the reality of a multicultural society, others engage teens, and a few target a primarily adult constituency.

The Foley Hoag Foundation was the first—and remains the only— foundation to focus exclusively on the improvement of race relations in Boston. The trustees are fortunate to have the unqualified endorsement of Foley Hoag, which has provided an enormous amount of financial, administrative and moral support.

Follow-on Biologics and Patent Reform

Mon, 02 Nov 2009 12:08:24 EDT

According to a study by PricewaterhouseCoopers and the National Venture Capital Association, venture capital (VC) investing hit a five-year high in 2006, with $25.5 billion invested. Notably, the Life Sciences sector, which includes biotechnology and medical devices, accounted for 28% of VC money invested, the largest investment sector in 2006.

As Life Sciences venture capital investing has risen, the biotechnology industry has become increasingly dependent on such funding. This is particularly true for start-up companies that cannot rely on revenue from marketed biologics to fund their research and development pipeline. To cover the nearly $1 billion capital investment required to bring a biologic drug to market (from discovery through clinical trials and FDA approval), early-stage companies rely on VC investing. Investing in emerging companies, however, is risky for a venture capitalist: only 1 in 10 drugs discovered actually makes it to market, and despite the more than $50 billion spent on biotech drugs in 2006, the great majority of early-stage companies never reach the point of net profitability.

EEC Perspectives - January 2009

Mon, 02 Nov 2009 12:07:54 EDT

Included in this Issue:

A Market Perspective by Carl Stjernfeldt
Selected New England “Series A” Round Transactions - Third Quarter 2008
Commentary from John Hancock
Terms of Selected New England "Series A" Rounds 2008
Commentary from Alex Aber
The Activity Level Summary: New England "Series A" and First Round Transactions by Industry
National "Series A" and First Round Transactions by Industry
Size of New England 2008 Year to Date "Series A" and First Round Transactions by Industry
Commentary from Dave Broadwin

IRS Extends Deadline for Annual Information Report on Foreign Financial Accounts

Thu, 25 Jun 2009 18:05:07 EDT

As a follow up to our June 18, 2009 Foley Adviser, we note that the Internal Revenue Service (the “IRS”) has announced an extension to the previously announced deadline for the Treasury Form TD F 90-22.1 (Report of Foreign Bank and Financial Accounts, commonly known as an “FBAR”) from June 30, 2009 to September 23, 2009 (without penalty) for filers who have paid all taxes and reported all income for 2008.

EEC Perspectives - February 2009

Mon, 02 Nov 2009 12:07:55 EDT

Included in this Issue:

A Market Perspective – Justin J. Perreault, General Partner, Commonwealth Capital Ventures
Selected New England “Series B” and Later Round Transactions
Commentary from David Pierson
Terms of New England Series B and Later Rounds
Commentary from Bruce Kinn
The Activity Level Summary - New England Series B and Later Round Transactions by Industry
Size of New England 2008 Year to Date Series B and Later Round Transactions by Industry
Commentary from Amanda Vendig

EEC Perspectives - October 2008

Mon, 20 Jul 2009 11:15:04 EDT

Included in this Issue:

A Market Perspective
Selected New England "Series A" Round Transactions
Commentary from Bruce Kinn
Terms of Selected New England Series A Rounds 2008
Commentary from Mark Haddad
The Activity Level Summary: New England Series A and First Round Transactions by Industry
Size of New England 2008 Year to Date Series A and First Round Transactions by Industry
Commentary from Paul Sweeney

Economic Crisis Team Datasheet

Mon, 02 Nov 2009 12:07:52 EDT

Foley Hoag LLP’s interdisciplinary team counsels and protects the interests of its clients facing new realities, challenges and risks framed by today’s tumultuous economic and market conditions. By maintaining an active and engaged dialogue with our clients during this period of economic distress, our lawyers are better able to adapt to the changing legal needs of clients affected in the short term. More importantly, our immersion in their businesses and industries enables our lawyers to provide sound, strategic counsel to protect our clients’ interests in the longer term. The Economic Crisis Team delivers forward-thinking advice, focusing on long-standing core, integrated strengths of the firm.

Topics include:

Financial investigations, enforcement proceedings and litigation
Federal and state securities regulation
Deal-making, corporate finance and investment restructuring
Bankruptcy, corporate reorganization and financial disputes

Q&A Series: When Your Public Company Must Restate Its Financial Statements

Mon, 02 Nov 2009 12:07:47 EDT

Excerpt:

Q: In the course of doing this year's audit, our independent auditor found a problem with our previously issued financial statements. What do we do now?

A: You need to know more. You do not have to restate your financial statements unless they are materially wrong, although bear in mind that the Securities and Exchange Commission (SEC) has said that materiality can be “qualitative” as well as “quantitative.” See Staff Accounting Bulletin No. 99.

Work through the potential issues and determine what, if anything, needs to be restated. Be sure that your independent auditor considers possible accounting alternatives to a restatement, like a cumulative catch-up. Also, you need to understand why the problems occurred; evidence of fraud, for example, will surely call for additional action. Once you have reason to believe that there is a material error, you should shut down trading in the company's securities by insiders. You may also have to suspend outstanding shelf registration statements, if there are any.

Q&A Series: Public Companies in Bankruptcy

Mon, 04 May 2009 11:18:51 EDT

Excerpt:

Q: My company just filed a Chapter 11 bankruptcy reorganization proceeding. Our financial statements are a mess. We need to save every penny. Is the company excused from filing 10–Qs, 10–Ks and 8–Ks while we're in bankruptcy?

A: Unfortunately, no. Being in bankruptcy does not excuse you from making regular SEC filings.

Annual Information Report on Foreign Financial Accounts Now Includes Investments in Offshore Hedge Funds, Private Equity Funds and Mutual Funds

Tue, 07 Jul 2009 12:59:01 EDT

June 30, 2009 Deadline

Every U.S. person with a financial interest in, or signature or other authority over, any financial account outside the U.S. must file an annual report on Treasury Form TD F 90-22.1 (Report of Foreign Bank and Financial Accounts, commonly known as an “FBAR”) if the aggregate value of all such accounts exceeds 10,000 USD at any time during the calendar year. The FBAR for 2008 must be received by Treasury by June 30, 2009.

An Introduction to Antidilution Provisions (Part 2)

Mon, 02 Nov 2009 14:33:37 EDT

PART 1 of this article detailed the anatomy of a standard antidilution provision for a venture capital investment in a privately held company. Part 2 of this article considers a variety of antidilution provisions—including some unusual ones, used under a variety of other circumstances and conditions—and recommends some changes to current practices. These include provisions for convertible securities issued by large public companies with well-established markets, provisions for below-market issuances, provisions for instruments issued by small public companies, floating rate instruments, stock options issued to employees and others, warrants, and fixed percentage provisions.

2009 Updates to Delaware General Corporation Law - Part 2: Elimination of "Empty Voting"

Mon, 02 Nov 2009 12:07:49 EDT

By an amendment effective August 1, 2009 to section 213(a) of its General Corporation Law, Delaware has provided a way for corporate boards to avoid a problem sometimes referred to as “empty voting.” The purpose of the change is to better align shareholders’ voting rights with their actual economic interests.

Life Sciences Brochure

Mon, 02 Nov 2009 14:34:16 EDT

Organizations succeeding in today’s global life sciences marketplacework hard to develop and introduce new products andtechnologies. Competitive, regulatory and litigation challengescan arise at any point and Foley Hoag lawyers are ready to guidecompanies in overcoming these obstacles. From initial conceptionto commercial viability, from market success to expansion, weprovide our clients with strategic and practical legal advice.

We are former scientists, engineers, researchers, physicians, andpolitical advisors. We bring a diversity and depth of knowledgeto clients ranging from manufacturers of medical devices andbiotech or pharmaceutical products to leading research institutionsand major industry advocacy organizations. We can help youfocus on your priorities including:

Protection and Enforcement of Intellectual Property
Corporate Finance and Partnering Arrangements
Regulatory and Government Strategies
Product Liability Defense

International Litigation and Arbitration Practice Summary

Tue, 01 Sep 2009 10:32:38 EDT

Engagements Include:

Litigation and Arbitration between Sovereign States
Arbitration between Sovereign States and Investors
International Commercial Arbitration
Litigation before the United States Courts

IRS Issues Moratorium on Certain Annual Information Reports on Foreign Financial Accounts (FBARs)

Mon, 10 Aug 2009 14:47:32 EDT

On Friday August 7, the IRS further extended the deadline to file Treasury Form TD F 90-22.1 (Report of Foreign Bank and Financial Accounts, commonly known as an “FBAR”) for (i) persons who have only signature authority over a foreign financial account, but no financial interest in the account; and (ii) persons who have financial interests in “commingled funds,” including offshore hedge funds, private equity funds and mutual funds. The extended deadline is June 30, 2010, and applies to FBARs for 2008 and earlier years. The extension does not apply to persons who have financial interests in traditional financial accounts such as bank and brokerage accounts.

The IRS made the announcement in Notice 2009-62 [.pdf]. The IRS also announced that it is studying these questions and has solicited comments from interested parties, with a view to issuing regulations clarifying the requirements.

Bankruptcy Court Sets September 22, 2009 as Deadline to File Proofs of Claims Against Lehman Brothers

Wed, 12 Aug 2009 10:11:01 EDT

On July 2, 2009 the United States Bankruptcy Court for the Southern District of New York issued an order establishing September 22, 2009 as the deadline for filing proofs of claims against Lehman Brothers Holdings Inc. or any of its debtor affiliates (the “Order”). The Order provides that any holder of a claim against the Debtors who fails to file a proof of claim before the September 22, 2009 deadline will be forever barred from asserting such claim thereafter. The Order also establishes certain procedures that must be followed when filing proofs of claims, and sets forth additional requirements for claims based on either a derivative contract or an obligation that was guaranteed by one of the Debtors.

EEC Perspectives - December 2008

Mon, 20 Jul 2009 11:15:05 EDT

Included in this Issue:

A Market Perspective by Vinit Nijhawan
Selected New England “Series B” and Later Round Transactions
Commentary from David Pierson
Terms of Selected New England Series B and Later Rounds
Commentary from Amanda Vendig
The Activity Level Summary: New England Series B and Later Round Transactions by Industry
National Series B and Later Round Transactions by Industry
Size of New England 2008 Year to Date Series B and Later Round Transactions by Industry
Commentary from Jerry O’Connor

EEC Perspectives - May 2008

Mon, 20 Jul 2009 11:15:00 EDT

Included in this Issue:

A Market Perspective: Axel Bichara on the State of the Technology Industry
Technology innovation has been accelerating during the last centuries and will continue to do so. Innovation helps drive entrepreneurship and new business opportunities. That’s good news for entrepreneurs and early-stage investors in the US where the state of innovation andentrepreneurship continue to be exceptional. There are plenty of excellent startup opportunities. The funding environment for start-ups will remain strong, with an abundance of capital from both VC and private investors. (continues...)
New England First Round Transactions

Massachusetts Life Sciences Initiative Signed into Law

Thu, 07 Jan 2010 10:40:46 EDT

On June 16, 2008, Massachusetts Governor Deval Patrick signed into law legislation (.pdf) that provides a total of $1 billion over the next ten years to support the development of the life sciences industry in Massachusetts. The legislation, commonly known as the Life Sciences Initiative (LSI), is designed to stimulate research, development, manufacturing, and commercialization in the life sciences sector and, ultimately, to increase employment and associated tax revenues. To achieve these goals, the LSI significantly expands the activities of the recently created Massachusetts Life Sciences Center (LSC) by dramatically increasing the funding available for capital expenditures, grant programs and other incentives. The LSI also establishes an aggressive set of tax incentives that include a broad array of refundable and other types of tax credits.

The Benefits of Patent Marking – And of Getting It Right

Fri, 04 Apr 2008 10:07:04 EDT

While marking products to indicate that they are patented is necessary to maximize your patent rights, a recent case highlights the importance of marking the products accurately.

Opportunities for the Life Sciences Industry: American Recovery and Reinvestment Act to Deliver $150 Billion for Healthcare

Thu, 11 Mar 2010 08:47:12 EDT

President Obama signed H.R. 1, the American Recovery and Reinvestment Act of 2009 (Recovery Act) into law on February 17, 2009. The bill represents the largest investment in public works since the Great Depression.

The Recovery Act allocates more than $150 billion to health related programs, and makes significant down payments on medical research, comparative effectiveness initiatives, and health information technology. The chart below describes the major health provisions in the Recovery Act.

EEC Perspectives - July 2008

Mon, 20 Jul 2009 11:15:00 EDT

Included in this Issue:

A Market Perspective: Foster Hinshaw on 'B' Rounds - Opportunity in 'Gloom and Doom'
In 2002, during the valley of the tech bubble burst, one of the most respected VC’s in the tech community said to me, "It’s all about survival, survival, survival – I don’t know if we will ever recover". Notwithstanding, the resiliency of our tech community proved its intrinsic value to the economy and there were some nice IPO’s and exits from companies that were incubating during the bubble years (including FAST, EqualLogic and Netezza). Today the news is similar: (a) zero IPOs in Q2 2008; (b) the financial sector is in a major, albeit predictably cyclical, reset; and worse (c) another 1970’s style energy crisis is on us. (continues...)
Selected New England "Series B" and Later Round Transactions
Terms of New England Series B and Later Rounds
The Activity Level Summary

Attorney Recommendation: Writing and Negotiating Term Sheets with a View toward Success

Mon, 02 Nov 2009 12:08:35 EDT

This article was originally published in the ACEF Newsletter.

A good term sheet sets up the business for success. While we do include a variety of terms that may be useful at various times, everyone needs to recognize that the principal reason for a term sheet is to outline the participants’ understanding, not necessarily to set up a plan to enforce in court every right at every time.

When it comes time to negotiate terms, I encourage angel investors and entrepreneurs to keep these points in mind:

How is everyone going to make money from the deal?
How do you want to do the next round of financing because there will almost certainly be another round?
What is your exit strategy?

Success and prosperity is a good theme; there are ways to draft the documents along those lines.

For purposes of this discussion, I will exclude valuation as a separate topic, recognizing its extreme importance and complexity and that it is more a business than legal issue.

NASDAQ Implements 3-Month Suspension of Minimum Bid Price and Minimum Market Value of Publicly Held Shares Requirements

Mon, 04 May 2009 11:18:52 EDT

In light of the turmoil currently affecting the world securities markets, on Thursday, October 16, 2008, NASDAQ announced that it has temporarily suspended enforcement of its rules requiring listed companies to maintain a minimum bid price of $1.00 and a specified minimum market value of publicly held shares. The suspension applies to shares of common stock, as well as other securities, including preferred stock, American Depository Receipts and limited partnership interests... (continues)

An Introduction to Antidilution Provisions (Part 1)

Mon, 02 Nov 2009 14:33:36 EDT

During the investment bubble of the late ‘90s when it seemed as if all investments always went up, issuers, investors, bankers, and attorneys did not spend a lot of time worrying about those long sections in the middle of the preferred stock or convertible note terms that govern the soporific topic of antidilution. Clients did not read them because they are too boring (after all, the lawyers read them), partners at law firms asked associates at law firms to read them (after all, it is good for the associates to work through the issues), and associates skimmed them (after all, they must be correct since they came from the last deal and someone else reviewed them then). All it takes is one down round to send everyone scurrying to read them. With the bursting of the bubble came more than one down round.

Doing Business in Massachusetts

Wed, 17 Mar 2010 16:34:47 EDT

This guide is intended to provide foreign businesspeople with an introduction to the basic kinds of laws and regulations that affect the conduct of business in the United States, and particularly in the Commonwealth of Massachusetts. The level of detail is varied, reflecting the nature of the legal areas discussed. For example, environmental law and taxation are subjects of detailed and technical regulation, while labor relations are governed as much by custom and practice as by direct regulation.

EEC Perspectives - May 2009

Mon, 02 Nov 2009 12:07:57 EDT

Included in this Issue:

Get Your Pole Vaults Out - Mark Haddad
The Numbers - Amanda Vendig
Selected New England Series A Round Transactions: First Quarter 2009
Selected New England Series B and Later Round Transactions: First Quarter 2009
Terms of Selected New England Series A Rounds 2009
Terms of Selected New England Series B and Later Rounds
The Activity Level Summary

New England Series A and First Round Transactions by Industry
New England Series B and Later Round Transactions by Industry
National Series A and First Round Transactions by Industry
National Series B and Later Round Transactions by Industry

Size of New England 2009 Series A and First Round Transactions by Industry
Size of New England 2009 Series B and Later Round Transactions by Industry

Litigios y Arbitrajes Internacionales

Tue, 01 Sep 2009 10:33:02 EDT

Litigios y Arbitrajes entre Estados Soberanos
Arbitrajes entre Estados
Soberanos e Inversionistas
Arbitrajes Internacionales Comerciales
Litigios ante las Cortes de los Estados Unidos

Bankruptcy Court Establishes Procedure for Assignment of Lehman Derivative Contracts; Counterparties Could Lose Right to Terminate

Thu, 22 Jan 2009 12:18:43 EDT

The Judge overseeing the bankruptcy proceeding of Lehman Brothers Holdings, Inc. and its affiliates (collectively "Lehman Brothers") recently approved Lehman Brothers’ proposed procedure for settlement or assignment of derivative contracts that Lehman Brothers entered into prior to filing for bankruptcy. (Order available at Lehman-Docket.com, Docket # 2257.) Under the procedure, Lehman Brothers will be permitted to terminate or assign all outstanding derivative contracts without obtaining express approval from its counterparties and without seeking individual approval from the court. Counterparties to existing derivative contracts with Lehman Brothers face the possible imminent loss of both the right to terminate the contracts and the right to expressly consent to assignment of the contracts.

Technology Datasheet

Mon, 02 Nov 2009 12:08:33 EDT

Maintaining a leadership position in competitive, dynamic industries like software and technology is always challenging. At Foley Hoag, our lawyers are dedicated to helping you meet this challenge. Our goal is to become an essential partner to our clients in the software and technology industries. We understand your business, and we’ve been involved in many important industry milestones. For example, we assisted our clients in the:

Initial public offering of Cullinet Software, which became the first software company listed on the New York Stock Exchange
Merger of Powersoft with Sybase, which was the largest merger in the software industry
Merger of PRI Automation and Brooks Automation, creating the largest automation company in the semiconductor industry
Acquisition of the defense and intelligence group of American Management Systems by CACI International, creating the largest publicly traded company devoted to providing information technology services to the United States Government

Food and Drug Datasheet

Thu, 16 Jul 2009 16:47:08 EDT

Foley Hoag’s Food and Drug Practice provides regulatory and legislative advice to leading biotechnology, pharmaceutical, medical device, and health care companies regulated by the Food and Drug Administration (FDA). Lawyers at Foley Hoag understand the critical regulations and policies affecting product development schedules, regulatory compliance, and timely product approvals. In representing clients, our lawyers work with senior agency managers, congressional staff, and Members of Congress to shape agency interpretations, clarify regulatory guidance, challenge adverse decisions, develop effective compliance plans, and enact legislation into law.

2009 Updates to Delaware General Corporation Law - Part 3: Improved Shareholder Access to Proxy Materials – Now, What Will the SEC Do?

Mon, 02 Nov 2009 12:07:49 EDT

Delaware has added two new sections to the General Corporation Law, effective August 1, 2009. While the legislature appears to be concerned about improving shareholder access to proxy materials, the effect of these changes may not be clear for a while.

Treasury Secretary Geithner Calls for Hedge Fund Registration and Regulatory Oversight of Credit Default Swaps Market

Fri, 27 Mar 2009 16:30:21 EDT

On March 26, 2009 Treasury Secretary Timothy Geithner testified (.pdf) before the House Financial Services Committee (the “Committee”) outlining a “comprehensive framework for regulatory reform” of the U.S. financial system. Geithner's testimony focused on four key areas, including reducing systemic risk.

Emerging Enterprise Center Brochure

Wed, 19 Dec 2007 12:20:24 EDT

For years, Foley Hoag has served the entrepreneurial and venture communities in Greater Boston and beyond. Our depth of experience allows us to handle the broad range of issues these organizations face with efficiency and skill. The Emerging Enterprise Center at Foley Hoag is the next logical step in our partnership with emerging markets, reinforcing our committment to providing strategic legal advice and business insight.

Failure to Obtain Opinion of Counsel May Be Evidence of Intent to Induce Infringement

Thu, 25 Sep 2008 16:14:00 EDT

Yesterday, in Broadcom Corp. v. Qualcomm Inc. (Nos. 2008-1199, -1271, -1272), the Federal Circuit held that an accused infringer’s failure to obtain an opinion of counsel may be considered as evidence to support a determination that it actively induced infringement by a third party. Specifically, the Court ruled that the presence or absence of an opinion is relevant to whether an accused infringer “‘knew or should have known’ that its actions would cause another to directly infringe.”

Q&A Series: Dealmaking, Corporate Finance

Mon, 04 May 2009 11:18:51 EDT

Excerpt:

Q: Has the situation on Wall Street made the current climate untenable for companies seeking funding?

A: No. While the threshold may be higher and funding sources more difficult to identify, they are still available. It depends on the company, its industry, its business model, its overall health and its operations. Creative companies will look for ways to raise capital in unconventional ways, or to make existing resources stretch longer than originally planned. But it is definitely an investor friendly environment, in which the lenders and venture capitalists who have money to put to work can be more selective and more demanding about the prices and other terms they can extract from issuers.

Chambers USA 2007 Massachusetts Rankings: Corporate/M&A

Wed, 28 Nov 2007 13:20:00 EDT

A digital reprint is avalable for download (.pdf).

Hedge Fund Transparency Act of 2009

Fri, 13 Feb 2009 16:08:47 EDT

As noted in our January 30 Foley Adviser, Senators Chuck Grassley, R-Iowa and Carl Levin, D-Michigan introduced the Hedge Fund Transparency Act of 2009 (the “2009 Bill”) on January 29, 2009. The 2009 Bill (S. 344), has been referred to the Senate Committee on Banking, Housing and Urban Affairs.

The 2009 bill is not the first hedge fund related bill filed by Senator Grassley. In 2007, Senator Grassley introduced the Hedge Fund Registration Act of 2007 (S. 1402) which, if adopted, would have amended Section 203(b)(3) of the Investment Advisers Act of 1940, as amended (the “Advisers Act”) to require many investment advisers currently exempt from registration under the Advisers Act to register with the Securities and Exchange Commission (the “SEC”). The 2009 Bill takes a different approach to the regulation of hedge funds by proposing amendments to the Investment Company Act of 1940, as amended (the “1940 Act”), which amendments would require any private investment fund (including hedge funds, venture capital funds and private equity funds) with $50 million or more under management to register with the SEC. The 2009 Bill also would require such funds to submit an annual information statement with the SEC. In addition, the 2009 Bill would require the adoption of anti-money laundering programs.

House Financial Services Committee Approves The Private Fund Investment Advisers Registration Act

Wed, 02 Dec 2009 14:56:02 EDT

On October 27, 2009, the U.S. House of Representatives Financial Services Committee (the “Committee”) voted 67-1 to approve the Private Fund Investment Advisers Registration Act (the “Bill”), sponsored by Representative Paul E. Kanjorski (D-PA). The Bill would require advisers to private funds (which would include advisers to hedge funds and private equity funds as defined by the SEC, but not advisers to venture capital funds) to register as investment advisers with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended.

Organization of a Private Investment Fund

Mon, 02 Nov 2009 14:34:17 EDT

Private investment funds do not follow any fixed structural or organizational pattern. Their structure varies according to the business purposes and requirements of their participants.

The primary defining characteristic of private investment funds located in the United States is their tax treatment: the funds are structured so that no tax is payable at the fund level. The funds are “pass through entities”, and all items of income, deduction, gain and credit are recognized by the holders of fund equity directly in accordance with the formula set forth in the fund documents. The fund, itself, is ordinarily a limited partnership or limited liability company organized solely for this purpose.

2009 Updates to Delaware General Corporation Law - Part 1: Enhanced Protection for Directors

Mon, 02 Nov 2009 12:07:49 EDT

Effective August 1, 2009, Delaware has amended section 145(f) of the Delaware General Corporation Law to address the problem created by the Delaware Chancery Court’s recent decision in Schoon v. Troy Corp., 948 A.2d 1157 (Del. Ch. 2008).

Hedge Funds Join “the CEO’s Brother-in-Law” as the Target of Insider Trading Cases

Wed, 02 Dec 2009 14:56:05 EDT

Insider trading cases often have focused on “the CEO’s brother-in-law” or similarly situated individuals who used a tidbit passed along at Thanksgiving dinner to make a quick and easy personal profit. Today, hedge funds have joined “the CEO’s brother-in-law” as the target of insider trading cases. In the hedge fund context, charges are being based on a hedge fund employee’s collection of information as part of the employee’s job in trading the hedge fund’s assets, unlike the classic cases based upon receipt of an isolated “tip” outside of the work setting that will be used to generate profit for an individual.

Securities Regulators Focus on People Churning the Rumor Mill

Mon, 04 May 2009 11:18:52 EDT

The Securities and Exchange Commission (“SEC”), Financial Industry Regulatory Authority (“FINRA”) and New York Stock Exchange Regulation, Inc. (“NYSE Regulation”) have taken unprecedented steps in response to the concern that the stock collapse of Bear Stearns and Lehman Brothers resulted from the spread of false and misleading rumors, and that the rumors may have been linked to “naked” short selling.

Intellectual Property Brochure

Mon, 02 Nov 2009 12:08:24 EDT

To succeed in today’s technology-driven world, every companymust maximize the strategic value of its intellectual property.At Foley Hoag, we use our technical expertise and deepexperience to enhance the power of your technology globally.Claims to exclusive ownership of a process, design or productraise complex issues. In today’s global marketplace, conflictshave increased—making intellectual property managementa top priority for successful companies. We will help you:

Implement a strategy to protect and expand your intellectual property assets
Proactively protect your assets to keep your success on track
Evaluate the validity of conflicting claims, and if necessary, take action to defeat those claims
Resolve conflicts through commercial agreements

We can help you manage your current intellectual property assetsand build value for your new technologies or other inventions.Our intellectual property lawyers have earned a reputation forcreatively handling the full range of intellectual property, includingpatent, trademark, copyright, trade secrets, due diligence, andlitigation throughout the United States and internationally for largeand small businesses, universities, individuals, venture capitalfirms and institutional investors.

The President Proposes Broad Reform of The Financial Regulatory System

Fri, 19 Jun 2009 10:13:38 EDT

On June 17, 2009, President Barack Obama released a series of proposed initiatives entitled Financial Regulatory Reform: A New Foundation (the “White Paper”) [.pdf], which, if implemented, would effect sweeping reforms to the U.S. financial regulatory system. Certain individual proposals of particular importance to investment advisers and the alternative investment community are summarized below.

Stimulus Law Has At Least $250 Million Available For Technology Companies Developing Innovative, Sustainable Adoption of Broadband Services

Thu, 11 Mar 2010 08:45:52 EDT

The American Recovery and Reinvestment Act of 2009 has allocated approximately three quarters of a trillion dollars across a variety of industries and for a variety of purposes, some of which are well publicized and well known. Included in this stimulus package is $4.7 billion for the Broadband Technology Opportunities Program (“BTOP”), which is to be managed and distributed by the National Telecommunications and Information Administration (“NTIA”) of the US Department of Commerce. These funds will be dispersed in three application tranches, with the first phase scheduled to be launched in May 2009. All monies must be disbursed no later than September 30, 2010, and projects must be capable of being implemented within two years after BTOP funding is awarded.

What Corporate America Needs to Know About Unclaimed Property

Fri, 21 Sep 2007 10:59:37 EDT

Accounting personnel who work “in the trenches” of a company’s day-to-day financial operations often grapple with such questions as: “How should I treat uncashed vendor checks and payroll checks?” “Can such amounts be taken into income?” “Must they be reported and paid to a state and, if so, which state is entitled to the unclaimed funds?” The answers lie in the state statutes known as the unclaimed property laws. These statutes governing the disposition of unclaimed property are also sometimes referred to as "escheat laws," a term harkening back to the rule in feudal England that land "escheats" to the Crown when the tenant dies without heirs.

EEC Perspectives - September 2008

Mon, 20 Jul 2009 11:15:03 EDT

Included in this Issue:

A Market Perspective
Ham Lord, Managing Director, Launchpad Ventures

Angel financing is more than just seed round financing for future venture capital deals. In fact, angels fund 10 to 20 times more companies than venture firms do on an annual basis. This is because many angel deals will never need the type of large financing ($10M+) that is typical of most venture deals.
Structuring a Seed Stage Investment
David A. Broadwin, Partner, Foley Hoag LLP

Many of the entrepreneurs who walk through our doors at the EEC are at the seed/angel stage and are looking for those kinds of investments as well as advice around how to structure the investments so as to (a) fund the early needs of the business and (b) not create barriers to a larger investment later in the life of the business.

Association of Corporate Counsel (ACC) 2007 Annual Meeting

Wed, 10 Oct 2007 14:39:31 EDT

Foley Hoag is a proud Gold Sponsor of the ACC's 2007 Annual Meeting. Visit our booth #415 on the exhibition floor, and attend sessions featuring Foley Hoag lawyers:

Session 005: Using Plaintiff's Lawyers for High-Stakes Litigation, on Monday, October 29 from 9:00-10:30 a.m. Michael Keating from Foley Hoag will join a panel including Michael Avenatti, Plantiff Lawyer, Eagan, O'Malley & Avenatti; Clint B. Davis, General Counsel, Endocare, Inc.; Jodie Kelley, Vice President and Deputy General Counsel, Fannie Mae; and Michael V. Ward, General Counsel of Kensington Computer Products, ACCO Brands Corporation.
Session 709: Expanding Your Influence: Not Your Father's (or Mother's) GC Role, on Tuesday, October 30 from 4:30-6:00 p.m. This program will be moderated by Foley Hoag Co-Managing Partner Michele Whitham, with panelists including Ellen Chiniara, General Counsel at Inverness Medical Innovations, Inc.; Catherine McEvilly, Assistant General Counsel, Honda North America Inc.; and David McEvoy, Vice President and General Counsel at ATG.

Foley Hoag will also host the ACC's Northeast Chapter at a dinner on Monday, October 29 at NoMI Restaurant, overlooking Chicago's "Miracle Mile" and its famed Water Tower.

Building the Smart Grid: Barriers and Opportunities

Wed, 04 Nov 2009 13:47:50 EDT

A recent DOE report concluded that by 2025, Smart Grid technologies could cut U.S. electricity consumption by 10%-15%, cut peak power demands by 25%, and cut greenhouse gas emissions by 20%. And based on a report from Lux research, the Smart Grid market is expected to reach $65 billion in 2013. The technology section – which includes smart metering hardware and software and networking technologies - is expected to reach $4.7 billion. Join us for an interactive session with leading experts to understand what Smart Grid technologies are, what roles these technology utilities companies play in making the power grid smarter and how with the current downturn in the economy, these companies are growing and gaining attention.

ENET: Exit Strategies - Cashing Out

Wed, 04 Nov 2009 13:48:00 EDT

This is a meeting that no entrepreneur can afford to miss. The exit strategy is one of the essential elements of a successful business.

Investors need to get their money back with a significant return. Someday you need to exit your company. Your strategy must consider these long-term plans. They will have a major impact on how you operate your company. Exits through an IPO or by handing the business over to your children have very different implications.

Moderator: Robert Weisman, The Boston Globe

Panel:

William Kolb , Co-Managing Partner, Foley Hoag LLP
Andres Rodriguez, Serial Entrepreneur, Nasuni
Giri Sekhar, Managing Partner of FA Technology Ventures
Daniel A. Guglielmo, J.D., Private Wealth Planner, Trust Design

The Capital Network: Negotiation and Valuation

Fri, 30 Oct 2009 10:39:30 EDT

If you're an entrepreneur, you want to set and keep your valuation as high as possible. If you're an investor, you need a realistic valuation tied to metrics and outcomes. How do entrepreneurs and investors ever arrive at common ground? (Painfully...perhaps...) Come to this lively program to get your head out of your own situation and put it to work on a real world scenario that will test your ability and acumen. The program features an entrepreneur who has recently raised equity financing and who will use his experience as a case study in an interactive format to get you to collaborate to set his valuation and defend it. This program has challenged (and amused) even the most experienced. Come and add your voice to the mix, meet other professionals, and most important, get the inside perspective you need on setting valuation.

Medical Development Group

Fri, 21 Sep 2007 10:59:30 EDT

Relatively few medical device companies are able to drive rapid adoption of their products. One of the reasons is that a truly successful launch requires a significant amount of planning and coordination among many different groups from development to regulatory to reimbursement to sales, marketing and supply chain, etc.

WEST: Cross-Functional Teams

Wed, 04 Nov 2009 13:48:22 EDT

Teams play an increasingly important role in business. Cross-functional teams in particular can help improve the creativity and capacity of the company by involving members from diverse parts of the organization. However building, managing, and becoming effective members of teams presents an array of challenges. This panel discussion will address the characteristics of effective team leaders and members, factors that can derail a team, the rationale for forming cross-functional teams, and the value of participating in cross-functional teams for individuals and the organization.

This event is sponsored by Foley Hoag LLP

What's New in Selected Fields - Neuroscience and Neurotechnology

Fri, 30 Oct 2009 10:39:18 EDT

Advances in neuroscience are revolutionizing our understanding of the human brain. The national economic burden from neurological disorders in the US alone is estimated at $500 billion. However, new research and new products are yielding a vastly improved understanding of brain disease and injuries, human cognition and behavior, creating an unprecedented ability to treat and heal those in need.

Medical Development Group: Emerging Technologies for Pulmonary/Sleep Medicine

Wed, 04 Nov 2009 13:48:11 EDT

The fields of pulmonary and sleep medicine offer substantial opportunities for the development of innovative technologies: large and growing patient populations, significant unmet need, unresolved technical issues in the delivery of care, clinical assessment and/or patient monitoring. There is enormous business potential awaiting enterprises that commercialize effective emphysema therapies, new bronchodilators and advanced drug delivery systems, and/or more effective approaches to the diagnosis and treatment of sleep apnea.

Our expert panel will combine specific operational and business development experience with a comprehensive perspective on the clinical, product development needs and business issues in these exciting clinical areas.

MIT Enterprise Forum Innovation Series: The Future of Biotech

Wed, 04 Nov 2009 13:48:12 EDT

Keynote Speaker: G. Steven Burrill, Chief Executive Officer, Burrill & Company

Moderator: Janice T. Bourque, Senior Vice President and Group Head, Life Sciences, Comerica Bank

Stem Cell Panel:

Chad Cowan, Ph.D., Harvard University Department of Stem Cell and Regenerative Biology and Massachusetts General Hospital
Richard A. Insel, M.D., Executive Vice President, Research, Juvenile Diabetes Research Foundation
Celia M. Witten, M.D., Ph.D., Director, Office of Cellular, Tissue, and Gene Therapy, Center for Biologics Evaluation and Research Food and Drug Administration

T3 - Profitable International Expansion

Fri, 30 Oct 2009 10:39:26 EDT

The “If You Build It, They Will Come” theory does not apply to setting up a profitable international distribution model. Technology companies seeking to reach new markets face extraordinary operational complexity when deploying distribution channels in multiple countries. The goal is to establish an integrated, global operations footprint that balances highly efficient supply networks and uses effective communication and evaluation techniques to drive both growth and profitability.

Thinking Big About Boston's Solar Energy Future

Thu, 27 Dec 2007 16:30:09 EDT

Solar energy is about to become big business in Massachusetts. The Commonwealth has committed to a target of 250 megawatts of solar energy by 2017 and on December 14, 2007, announced a $68 million package of new solar incentives. National Grid has rolled out a unique set of solar water heating incentives. NSTAR has announced an initiative to increase the role of solar power in partnership with Evergreen Solar.

The City of Boston is well-positioned to support these new initiatives as a Solar America City, one of thirteen selected by the U.S. Department of Energy. This workshop will explore how state, utility, and municipal programs can work together to create a robust solar energy market in Boston and the region.

Agenda

9:00 a.m. Introduction and Welcome
Brad Swing, Director of Energy Policy, City of Boston

9:10 a.m. Creating a Citywide Solar Strategy for Boston
Wilson Rickerson, Coordinator, Solar Boston Initiative

9:40 a.m. Solar Water Heating in Boston: Challenges and Opportunities
Tina Halfpenny, Commercial and Industrial Programs, National Grid

10:00 a.m. Photovoltaics from the Utility Perspective
Patrick McDonnell, Manager of Products and Services, NSTAR

10:20 a.m. Commonwealth Solar: New Incentives for Solar in Massachusetts
Jon Abe, Project Manager, Massachusetts Technology Collaborative

10:40 a.m. Discussion

The Counter-Revolution in Patent Law

Fri, 30 Oct 2009 10:39:32 EDT

For the past 25 years, Congress and the courts have strengthened the rights of patent holders. But now there are widespread concerns that the law has gone too far in protecting those rights to the detriment of economic growth and innovation in the United States. As a result, the pendulum is starting to swing back. In its last three terms, the U.S. Supreme Court has issued rulings that cut back on the rights of patent holders and even the Court of Appeals for the Federal Circuit—once the champion of patent rights—has begun changing direction. Congress is working on legislation that would bring profound changes to patent law. This program will look at how patent law got to where it is today, how that pendulum is swinging back and what the ramifications will be for lawyers who concentrate on patent law as well as lawyers who advise businesses generally.

Foley Hoag's Don Ware will be a member of the faculty for this program.

Tech Talk Tuesday {T3} - Selecting an Equity Investor

Wed, 04 Nov 2009 13:48:16 EDT

With credit markets distressed and equity hard to come by, it seems counterintuitive that entrepreneurs have a choice of equity investors to target for funds. However, capital is still being invested and successful companies are able to raise new rounds, albeit at lower valuations and with longer due diligence processes.

A prudent entrepreneur will consider all equity options seeking to maximize the long term growth and value of the company. Each equity investor will describe best practices on how to do so.

ACC Annual Meeting 2009

Thu, 01 Oct 2009 14:30:27 EDT

Foley Hoag is a proud Blue Sponsor of the ACC's 2009 Annual Meeting. Visit Booth #509 on the exhibition floor and attend sessions featuring Foley Hoag lawyers.

Session 809 - SEC Update on Wednesday, October 21st from 9:00 a.m. - 10:30 a.m. Foley Hoag Partner Peter Rosenblum will be participating in this session, which is part of the Updates Track.
Session 310 - How to Thrive When You Cross State Lines or Go Worldwide: Multi-jurisdictional Nonprofit Operations 101 on Wednesday, October 21st from 11:00 a.m. - 12:30 p.m. Foley Hoag Partner Dean Richlin will be participating in this session, which is part of the Ethics Track.

Mass High Tech's 8th Annual BioForum

Mon, 11 Jan 2010 13:18:18 EDT

“Partnerships have become the No. 1 topic of discussion for big pharma and small biotechs alike. Never have the stakes been bigger. MHT’s BioForum panel of platform technology entrepreneurs and experts will explore the dangers of jumping into a partnership too early, strategies for due diligence in potential partners and strategy distinctions between longer-term operational partnerships vs. onetime product alliances.”

Foley Hoag Partner Jeff Quillen will be participation in this dicussion.

Skidmore Business Network presents Richard Laxer, '83 ~ President and CEO, GE Capital Solutions

Fri, 30 Oct 2009 10:39:25 EDT

Our evening event will include a dynamic presentation from Rich Laxer, class of 1983, and the opportunity to network with fellow Skidmore alumni and friends & family of alumni. Rich is a 22-year GE veteran who was recently named President and CEO of GE Capital Solutions, one of the company's largest financial services businesses, with leasing, financing and asset management operations in 30 countries and assets of more than $92 billion. Prior to his current role, Laxer led GE Corporate Financial Services London-based European businesses, responsible for factoring and transaction activities, including leveraged finance, corporate restructurings and distressed/secondary debt investments. Laxer was in Tokyo from 2001 to 2003 running GE's Asia Pacific Real Estate activities. Prior to that, he established and headed-up GE Real Estates Fund Capital Group in New York. Rich, who joined General Electric via its Financial Management Program, holds a B.S. in Business from Skidmore College.

Solar in Boston / Solar in America: Boston’s Solar Energy Future and the Obama Administration

Wed, 04 Nov 2009 13:48:17 EDT

Foley Hoag is proud to sponsor this landmark event.

In January 2008, Solar Boston hosted its first stakeholder meeting to ask what Boston could do to “think big” about solar development and address barriers to local solar expansion. Now in its second and final year of funded support, Solar Boston aims to ensure that the City has responded to stakeholder concerns and laid the groundwork for a robust solar energy market. In this half-day workshop, representatives from state government, federal government, and the utilities will join Solar Boston staff to discuss progress to date and the outlook for future market growth given the financial and political environment in 2009.

Foley Hoag Partner Peter Rosenblum will lead the morning discussion on Solar Project Structure and Finance.

TiE

Tue, 04 Dec 2007 15:26:42 EDT

The TIE Institute, in Collaboration with the Special Interest Groups, will be launching a series of seminars of broad interest to TIE members, titled "Opportunities for Entrepreneurs". Our goal is to give TIE members exposure to technology developments in Massachusetts that create opportunities for entrepreneurs, with the expectation that interactions between leading-edge scientists and engineers on the one hand and entrepreneurs on the other will create new businesses, which is TIE's over-arching goal.

MIT Robotics

Fri, 25 Jan 2008 10:10:28 EDT

Robots are starting to have a significant impact on how goods are produced, homes are cleaned, war is waged and people are healed. There are over 130 companies in New England that are producing robots or are key suppliers to robotics companies. Our program will explore the advancing robot invasion across all of those sectors.

Our keynote address will be delivered by Rod Brooks, Founder and current CTO of iRobot and long-time Director of the MIT Computer Science and Artificial Intelligence laboratory. Rod will be joined by a panel of senior executives from five New England robotics companies.

ACC Annual Update of Critical Developments

Thu, 04 Oct 2007 17:02:37 EDT

The kids' lunchboxes are packed, and their knapsacks full of new supplies. It's time to turn your attention to making sure you're on top of all of the latest developments that affect how you do business. 2007 has been a busy year: Groundbreaking decisions in the litigation arena, continuing regulatory and disclosure guidelines, evolving immigration concerns, and revolutionary developments in the area of patent reform. In-house counsel must continue to be vigilant in making sure that their companies' business practices stay ahead of the curve. So sharpen your pencils and join Foley Hoag and a panel of in-house experts who will review these developments and arm you with the knowledge you need to succeed in 2008 and beyond.

Turning it Around: Restructuring, Refinancing, Recapitalizing and Other Responses to the Economic Crisis

Wed, 04 Nov 2009 13:48:21 EDT

Corporate defaults have trended sharply upward, creating crises for some and opportunities for others. As a business owner or investor you will likely need to know how to avoid, exploit or manage insolvency or bankruptcy situations in your own business, or in that of your customers, suppliers or competitors

AIPPI's 41st World Intellectual Property Congress

Mon, 08 Sep 2008 09:09:23 EDT

AIPPI is a French acronym for the International Association for the Protection of Intellectual Property. The organization is over 100 years old, dating back to the Treaty of Paris, and holds an international congress every other year. The congress is the largest meeting of general intellectual property attorneys in the world. The Boston meeting will be AIPPI's 41st Congress and the first one in the United States since 1975. We expect over 2,000 participants from around the world, plus another 1,000 or more accompanying persons. The attendees will include both outside intellectual property counsel and corporate intellectual property counsel from companies such as Microsoft, Rohm & Haas, Yahoo!, General Electric, SAP, and Sun Microsystems.

Life Sciences Presentation: A Call to Arms - Data Standards in Collaborative Research

Fri, 30 Oct 2009 10:39:16 EDT

Dr. Martin Leach, Executive Director, Basic Research and Biomarker IT, Merck Research Laboratories

Arguing that the rate of development and adoption of research data standards has been unsatisfactory, Martin challenges the life sciences community in general - and the biopharma community in particular - to leverage lessons learnt in the clinical realm. He aims to extend recent successes in the adoption of data standards in areas like gene expression analysis into other critical areas, such as pharmacology and translational medicine.

Critical Deal Terms

Fri, 30 Oct 2009 10:39:31 EDT

This limited seat luncheon provides an in-depth examination of critical angel and venture capital financing terms that directly influence valuation, capital structure, Board composition and corporate control. Leading venture capital attorneys will explain terms dealing with anti-dilution protection, liquidation preference, drag-along rights and negative covenants. Working lunch programs are hosted by TCN's professional service sponsors to provide tactical level information designed to accelerate the fundraising process.

UCONN Sustainable Energy Symposium

Tue, 18 Mar 2008 11:54:56 EDT

The UCONN Biofuel Consortium is hosting the Sustainable Energy Symposium on March 31 & April 1. Keynote speakers include U.S. Representatives Rosa DeLauro and Joseph Courtney speaking about the Federal Initiatives in Sustainable Energy; there will also be workshops on a variety of topics, including Biofuels, Solar Energy, Fuel Cells, Public Policy, and Investment Opportunities.

7th Annual BioForum

Thu, 15 Jan 2009 10:15:38 EDT

Join Mass High Tech for our 7th annual BioForum, Outlook on Biotech: Survival Strategies. Each year, our Bio Forum highlights key industry trends through lively and insightful discussion by the region's top life sciences thought leaders. Now more than ever, you won't want to miss this opportunity to learn best practices, share insights and network with your peers.

Foley Hoag Partner Jeff Quillen will moderate the discussion.

Mobile Advertising - Industry Revenue Enhancer or Distraction?

Fri, 30 Oct 2009 10:39:21 EDT

We have been hearing a lot of buzz over the last few years about mobile advertising adding significant revenue to the wireless industry across the value chain. However, mobile advertising is still an insignificant percentage of the mobile revenues and the advertising spend. What does that mean for the future of mobile advertising? Will it indeed significantly add to both the top and bottom lines or will it just be another revenue sliver? What must the industry and the players do to have this market sector grow?

The CFO Roundtable Forum

Fri, 21 Sep 2007 10:59:19 EDT

Foley Hoag LLP will provide an overview of the legal concepts CFOs must understand. This 4-hour session will incorporate relevant areas of the law including corporate, intellectual property, litigation and employment.

Recognizing and Defusing Time-Bombs

Wed, 04 Nov 2009 13:47:47 EDT

With today's economic realities, deals that were not possible before are now on the table. Regardless of whether the motivation is a quick exit, a desperation move, or bargain hunting—and whether you are a buyer or a seller—there are certain situations in any M&A deal that have the potential to blow up in your face. Understanding how these time-bombs come about, recognizing them early in the process, and learning how to defuse them are key to successfully crossing the evolving M&A minefield.

MassNetComms: The Cleantech Mandate

Wed, 04 Nov 2009 13:48:12 EDT

As energy costs fluctuate wildly and the federal and state governments stand poised to impose clean energy requirements, businesses increasingly see energy efficiency investments as indispensable to short-term savings and long-term growth. Leading companies worldwide are making these initiatives a C-level priority and aggressively focusing investment for fast deployment.

Entrepreneurship Boot Camp

Fri, 25 Jan 2008 10:10:28 EDT

In today's highly competitive marketplace, successfully starting and growing your emerging business can be extremely challenging, sometimes frustrating and only sometimes rewarding. The purpose of our Entrepreneurship Boot Camps is very simple. We're in the business to dramatically improve the odds of you and your business becoming successful.

Derby Management has for 16 years been the leading business management coaching firm in New England focused on the angel, venture capital and private equity markets. With a number of the leading venture firms and over 500 emerging companies as customers, the coaches of Derby Management have directly impacted the success rates of their companies in a wide variety of markets and at equally diverse levels of growth.

T3 - Overcoming The Odds: Successful Transactions During Turbulent Times

Fri, 30 Oct 2009 10:39:29 EDT

So you are ready to sell your privately held business. As if the issues raised by the current credit crisis were not enough, you will also have to grapple with the ever present complex web of governance issues that arise in these types of transactions:

differences among major stockholders and/or members of the Board of Directors regarding proper direction and strategy for the business
divergent views among different constituencies about value
differing stockholder needs for liquidity and views about exit timing
different perceptions generally between active and passive stockholders

Join us on October 28 when Cronus Partners will host a panel discussion regarding these topics, including a case study of a recently completed transaction that presented these issues.

Speakers:
Alan Canzano, Managing Director, Cronus Partners LLC
Michael Blanco, Chief Executive Officer, Resolute Partners, LLC
Reggie Babcock, Managing Director, Endeavour Advisors, LLC
Craig Hoffman, President, Bill Blass

CFO Roundtable Forum: Mergers & Acquisitions - Execution for Strategic Advantage

Wed, 04 Nov 2009 13:47:52 EDT

NOTE: Attendance is limited to financial executives.

This panel will discuss the legal, strategic and operational issues faced by executives in the world of mergers and acquisitions. The audience will hear the perspectives of a CFO who led the sale process for their company, a CFO who led the acquisition strategy of his company, an executive from the leading provider of on-line data rooms to discuss how due diligence has been accelerated by technology, and a partner of a law firm which is very active in advising corporate M&A transactions. This program will offer two CPE credits.

Foley Hoag's John Hancock will participate in the panel discussion.

When is Your Business Right for Venture Capital Funding?

Tue, 09 Sep 2008 11:12:29 EDT

Entrepreneurs with great ideas assume that investors will want a piece of the action and will fund their company. Our speaker, Margaret Lawrence, will address the issues that help an investor determine if a company is appropriate for institutional investment, and discuss when in a company's lifecycle it should try to obtain Venture Capital or Angel funding.

Everything You Always Wanted To Know About Consulting But Were Afraid To Ask

Fri, 30 Oct 2009 10:39:14 EDT

The IEEE Consultants Network will have a panel discussion consisting of consultants who will share their experiences and tips on how best to consult. Topics that maybe covered could be:

Specialization vs generalization
On site vs Off site
Your tools vs Clients tools
Proposals
Record keeping
Corp, Sole prop, partnership
1099, Corp to Corp, W2
Consulting, contracting, and employees
Pitfalls and traps to avoid

Back to School: ACC's Annual Update of Critical Developments

Fri, 30 Oct 2009 10:38:55 EDT

The kids' lunchboxes are packed, and their knapsacks full of new supplies. It's time to turn your attention to making sure you're on top of all of the latest developments. 2008 has been a busy year: Ongoing developments in the corporate and securities areas, continuing statutory and other changes on the labor and employment front, and case law in the intellectual property realm that should affect how you do business. In-house counsel must continue to be vigilant in making sure that their companies' business practices stay ahead of the curve. So sharpen your pencils and join Foley Hoag who will review these developments and arm you with the knowledge you need to succeed in 2009 and beyond.

The Entrepreneurial Finish Line: Successful Exit Strategies

Thu, 06 May 2010 10:44:15 EDT

Many things are required to make a successful venture-backed technology company: a strong, yet flexible management team, a large market opportunity, a must-have product, adequate financing, a viable business plan and top-quality professional advisors, to name a few. But these ingredients by themselves are not enough to ensure success. A company also needs a well-conceived exit strategy, tailored to its particular circumstances.

4th Annual Clean Energy Investment Forum

Wed, 04 Nov 2009 13:47:46 EDT

Experienced clean energy investors from major venture capital and investment banking firms are convening in Waltham to share their insights on the current clean energy investment climate, and I hope you can come. The current economic climate has put a damper on all forms of investment, including clean energy. Given that clean energy is one of the cornerstones of our nation's recently enacted economic stimulus bill, clean energy should be a rising star in the investment community. Come find out what's hot in clean energy investing these days, gain insights on VC's current investment strategies, who might still be raising investment funds, and find out how to position your company to stand out and tap into private equity and investment resources today.

Securities Fraud 2009: Madoff, Trials, and the SEC's View on Enforcement

Tue, 27 Jan 2009 10:07:45 EDT

The Boston Bar Association and The Criminal Law Section is offering a CLE program on Securities Fraud 2009: Madoff, Trials, and the SEC's View on Enforcement on Tuesday, February 10, 2009 from 4:00 -7:00 p.m.

Foley Hoag's Michele Adelman will moderate the presententation on “Spotlight on Hedge Funds - From Madoff to Short Selling.”

Medical Development Group: What VCs want and how they get it: Assessing, Reducing and Managing Investment Risk

Wed, 04 Nov 2009 13:48:11 EDT

This is a program for optimists! Despite the gloomy headlines and uncertain economic outlook, this may actually be a good time for entrepreneurs to start new companies and raise venture capital. Recent VC transaction statistics show that the financing market for early-stage start-ups remains surprisingly robust. VCs continue to seek out promising new technologies which target large markets and address unmet clinical needs. The trick is knowing what matters most to your potential investors and addressing these issues early in the company formation process. Our experienced panel will offer their views on the current environment for venture capital financing and how best to address the needs of these investors.

Shining the Light on You: Catching the Interest and Capturing Investment Dollars in Today's Turbulent Markets for Small and Microcap Companies

Fri, 30 Oct 2009 10:39:06 EDT

You're invited to attend a session designed by investment bankers, communications professionals, investors and legal professionals who work day in and day out with small and microcap companies that will teach you effective strategies to better navigate the investment markets and secure both the interest and financial support you need to achieve your business goals.

Mass Society of CPAs: Restricted Stock & Trends In Equity Compensation

Fri, 21 Sep 2007 10:59:31 EDT

Bruce Brumberg, co-founder and editor-in-chief of www.myStockOptions.com. With dramatic changes in equity compensation, Bruce will discuss the growing shift away from companies granting only stock options to granting other types of equity including; restricted stock, restricted stock units (RSUs), performance shares, and SARs.

Northeastern’s EntreTech Forum: Physical and Cyber Terrorism

Fri, 30 Oct 2009 10:39:24 EDT

The recent unprecedented expansion in the breadth and depth of human interaction has invalidated old paradigms of how humans interact with one another. A critical side-effect of this increased interaction and openness is a new set of fears regarding those who would exploit vulnerabilities linked to those interactions. In particular, governments and corporations have attempted to define and address particular threats stemming from terrorist actions, and are on the hook by their constituencies to come up with solutions for this menace.

Expansion to China

Wed, 04 Nov 2009 13:48:02 EDT

Join us for a morning of networking and lively panel discussion. We will explore the pros and cons for outsourcing and doing business in China. You'll learn from multinational and start-up firms about technology and outsourcing, business entry and growth in China. This event is exclusively sponsored by Ningbo National High-Tech Industrial Development Zone.

Moderator: Douglas Banks, Editor, Mass High Tech

Panelist:

Charlie Jing, China President, Ceva Group
Mark Hodges, Chief Customer Officer, PTC
Christa R. Bleyleben

Investing in Clean Energy and Climate Change - A Private Equity Panel

Mon, 17 Mar 2008 15:47:09 EDT

This program brings together some of the leading private equity investors in clean energy and climate change.

A panel, to be moderated by Mark Barnett, Co-Chair of Foley Hoag's Energy Technology and Renewables Practice, who will help us understand the various investments being pursued by leading private equity investors in clean energy and climate change.

This panel will involve Jeff Miller, Partner with the Tremont Group, Jeff Possick, Principal with Mission Point Capital Partners, and George Sorenson, Chairman of FE Clean Energy Group.

This private equity panel will explore things like the importance of legislation, the role of carbon mitigation in fostering clean energy development in emerging markets, and structuring exit strategies for investments.

Cleantech Power Wars - Who wins in the end and where does academia fit?

Wed, 04 Nov 2009 13:47:55 EDT

Enormous amounts of financial, entrepreneurial and technological resources have been invested in clean technology enterprises in the past century, with mixed success. With $100/barrel oil, a greener future seemed at hand. At $40/barrel oil, how has the future changed for our panelists? To what extent is Cleantech a solution to a pressing problem, or a solution being applied to what no longer is a problem?

Women Entrepreneurs in Science and Technology (WEST)

Thu, 10 Jan 2008 16:36:11 EDT

You are invited to the annual WEST holiday party to be held at the British Consulate in Cambridge on January 17th.

The WEST celebration will provide excellent opportunities for:

Getting to know the WEST community
Enjoying delicious food
Being entertained and informed

This event is designed for men and women who want to learn more about WEST, network with colleagues, have fun, and celebrate women, entrepreneurship, science and technology.

Entertainment includes stand-up comedy by Sumedha Bahri who is a patent attorney at Hamilton, Brook, Smith & Reynolds by day, and an aspiring and talented humorist at night. There will also be formal and informal networking opportunities.

Negotiating Alliances: An Interactive Discussion and Training Session

Fri, 30 Oct 2009 10:39:29 EDT

From the contracting or original agreement stage of an alliance, to the decisions and discussions that are part of day-to-day management of an alliance, success is highly dependent upon effective negotiation, collaboration, and joint problem solving.

In this session, author Danny Ertel will present key themes from his new book, THE POINT OF THE DEAL - HOW TO NEGOTIATE WHEN YES IS NOT ENOUGH, Harvard Business School Press 2007.

Developments in Shareholder Activism

Mon, 12 May 2008 17:33:13 EDT

Open and sometimes nasty confrontations between public companies and their shareholders are increasing. A complex set of factors — voracious hedge funds, volatile markets, advances in communications and media and regulatory and judicial developments — are fueling a proliferation of proxy contests and shareholder interactions. Join our panel of expert advisors discussing developments in shareholder activism to learn about the latest strategies and tactics for potential opportunists and prospective targets.

Funding Sources and Funding Processes of Various Stage Entrepreneurial

Fri, 30 Oct 2009 10:39:04 EDT

Early Stage Companies can often be financed through various strategic alliances with vendors, customers, distributors, OEMs, VARs, universities, technology partners, or third parties with complementary products and services. This can be a great way to help build early technology and help an early stage company get through certain development milestones that can increase the likelihood of equity financing. However, these relationships do not always have the anticipated outcome that each party expects, with the priorities, rights, and responsibilities of the parties sometimes becoming confused or altered.

CFO Roundtable Forum

Fri, 30 Oct 2009 10:39:03 EDT

Program begins at 8:00 a.m.

Panelists:
Kenneth Bement, Project Manager, Financial Accounting Standards Board
Jeff Mead, Managing Partner, CCR Group
Ed Tiffany, Chief Financial Officer, CambridgeSoft

Receive an update on FASB Revenue Recognition Project, auditors and CFOs perspectives on revenue recognition challenges and opportunities plus a roundtable discussion on three real-life revenue recognition challenges – strategic and financial reporting challenges faced by these CFOs. This program will offer 3 CPE credits.

T3: Demystifying Term Sheets and Pre-money Valuations

Fri, 30 Oct 2009 10:39:28 EDT

As any savvy entrepreneur knows, the process of securing venture capital requires a good business plan, a strong management team and a large market. Armed with these key ingredients, an entrepreneur needs to negotiate a financing that positions the company for success. Knowledge of the intricacies of term sheets and their impact on future fundraising, founder dilution, management options and shareholder returns are critical elements of a successful funding round.

TCN: Funding Expedition™ Mixer

Tue, 30 Sep 2008 09:26:00 EDT

Are you an entrepreneur wanting to learn more about navigating New England’s business and funding landscape? Are you an investor seeking to mentor and become even more integrated in New England’s entrepreneurial community? Save this date to bring your ideas to a (free) networking event with entrepreneurial experts!

Deciphering the Funding Value-Chain: How Seed Capital Scroungers Become Bankers' Best Friends

Fri, 30 Oct 2009 10:39:08 EDT

For our May 20^th event, the EntreTech Forum takes a break from its industry-specific theme and refocuses on the issue of how new ventures of all types are funded, starting from their embryonic stages in academic research labs to fully-realized commercialization. In particular, the EntreTech Forum’s panelists will help the audience understand the funding value-chain from the perspective of the funding sources themselves. Panelists have been brought together from seed-level government grants and angel funding through venture capital sources all the way to mature investment banking and commercial banking applications. This forum event will break new ground in bringing together representatives of each funding source all at once. For all of those individuals interested in understanding the inputs, outputs, incentives, and issues from the standpoint of venture funding sources, this is a must-attend event.

Acquiring Customers

Thu, 19 Nov 2009 16:01:41 EDT

You have been working so hard on your idea to make sure it works right every time, or makes sense to the investors and your own team, but now you need to take it to the broader market. Looking for investors takes a lot of time and energy, hiring the right people to fill in the empty spots in your process does too, and now sales and marketing will be a priority ongoing and forever.

2008 Venture Capital Funding Outlook

Tue, 13 Nov 2007 10:06:31 EDT

A panel of distinguished venture capitalists will discuss the current market for venture capital funding and the outlook for 2008. Discussion will include:

Keys to obtaining funding; from first round to follow on rounds
Top 10 ways not to get funded; what you don’t want to do
Update on current trends in Terms, Conditions and Valuations
Strategy and the market for company exits

Panelists will include:

Ahmet Ozlap, Partner at Atlas Venture
Paul Ciriello, Managing Partner at Fairhaven Capital Ventures

Get an insider’s view into the current Boston Venture Capital Marketplace. Arm yourself with the latest information you need to raise money, including an understanding of what makes your company an attractive investment. This event will surely provide financial executives with the information they need to better understand how to raise money and what it takes to attract growth capital.

There will be extensive question and answer periods during the presentation with adjournment by 7:30PM.

Members of the Massachusetts Society of CPA’s are eligible to earn one hour of CPE for attending.

Ahmet Ozalp is a Partner in the technology group at Atlas Venture. He joined the firm in 2003, and focuses on investment opportunities in cable, broadband, digital media, convergence, consumer electronics, and wireless markets.

Paul Ciriello is a Managing Partner at Fairhaven Capital Partners, LLC. He was a Managing Director and Founding Group Head at TD Capital Ventures. Mr. Ciriello joined the firm in 2000 and has over 18 years of technology, business management, and venture capital experience.

Arranged by:
MA CPA Society High Technology Group; hightechcpa@yahoo.com
Geoffrey Kent and Rachel Hodis Co-Chairpersons

Massachusetts CPA Society's High Technology Group Presents:

Mon, 15 Oct 2007 15:02:30 EDT

David Gray, Managing Director at Canaccord Adams, and David Lavallee, Managing Director and Co-Founder of Revolution Partners will participate in a panel discussion on the M&A market for technology companies. Is your company planning an exit? Is the timing right? How likely is it that your company is a good candidate for acquisition? These and other issues involving the M&A market will be presented.

T3: Increasing Value Between Venture Financings to Insure an “Up” Round

Fri, 30 Oct 2009 10:39:26 EDT

Seasoned entrepreneurs know that the planning for the next round starts the day you close your last round. While entrepreneurs can’t control the economy and the effects it may have on valuation, you can insure that you manage to milestones and build enterprise value. This panel of experienced entrepreneurs and investors will provide insight and guidance on key strategies that can help insure you increase your valuation each round and avoid unnecessary dilution.

Moderator: Carl Stjernfeldt, General Partner, Castile Ventures

Panelists include:

Ted Morgan, CEO and Founder, Skyhook Wireless
Jonathan Seelig, Managing Director, Globespan Capital Partners
Jon Carson, CEO, cMarket

MITX: Maximize Your Professional Impact - Create and Deliver Your Personal Elevator Pitch

Mon, 02 Jun 2008 13:31:05 EDT

When you meet a new business contact, do you immediately attract and sustain interest and curiosity? Can you describe what you do in less than 10 seconds? What do you say when you finally get that key prospect on the phone for the first time? For many, the first few moments of an introduction are often the most critical in determining success.

To MBA or Not To MBA: Pros and Cons of Obtaining a Business Degree

Tue, 29 Apr 2008 09:40:44 EDT

Many in science and technology wonder whether or not they need an MBA to start a business, or how a business degree might advance their careers. This panel discussion features four successful scientists and engineers in business who either got MBAs, or succeeded without them, discussing the pros and cons of their choices.

MassTLC Healthcare/IT Summit: Is the Consumer the Next Big HealthCare IT Buyer? Opportunities & Obstacles

Mon, 09 Jun 2008 16:39:33 EDT

During the past 18 months, we've seen significant investment in patient-centric healthcare technology solutions from major IT vendors such as Microsoft (HealthVault), Google (Google Health), IBM (Center for HealthCare Management), Intel (Digital Health Group), and Apple (iPhone as healthcare platform -- Kleiner Perkins is investing $100M into companies developing new applications for the iPhone).

ENET: Exit Strategies - Cashing In

Fri, 30 Oct 2009 10:39:08 EDT

Creating a business so that it will become well positioned to be acquired is a smart plan and a very well-regarded business model that is highly attractive to investors. Mergers and acquisitions are the dominant path to liquidity for most companies. Being able to plan for this exit requires market and business insight and a path for technical accomplishment that will be compelling to leading commercial partners as acquirers. Tonight our speakers will talk about what companies have done early on to "position" for their exit and how they appealed to the right buyer. They will emphasize the preparation, structuring, and negotiations and how to make the best possible deal.

CFO RoundTable - Mergers & Acquisition Transactions

Tue, 18 Dec 2007 16:19:04 EDT

Panelists:

Bill Kolb, Partner, Foley Hoag LLP
Peter Alternative, Partner, Head of the Software Practice, Mirus Capital
Olga Conley, CFO

Moderator: Ed Carter

Panelists will answer a series of prepared questions on topics including:

Values/sectors trends
Structures
Public v. private company targets
Valuation methods
Due Diligence
Deal breakdown points
Integrations
And additional questions on topics of interest

ENET: Raising Money from Angels in Difficult times

Fri, 30 Oct 2009 10:39:25 EDT

Angel investing fills that gap between friends and family funding and venture capital. According to the UNH Center for venture research, total angel investment in 2007 was $26 billion, with more than 57,000 entrepreneurs receiving funding. Recent banking industry turmoil has led to rethinking of investment strategies. Our panel will comment on what has changed for those seeking capital from angels.

TCN - Growth and Exits

Fri, 30 Oct 2009 10:39:27 EDT

Always start with an exit in mind. Hear a founder's perspective and an investor's perspective on critical factors in creating a successful company and planning for a valuable exit event.

This interactive discussion will also address the legal logistics, timetables, regulatory challenges and pitfalls to avoid as you approach your exit. You'll learn a spectrum of options to help you navigate through your path to success.

Live Webcast: An Interview with the Head of Enforcement for the PCAOB

Fri, 28 Mar 2008 13:17:49 EDT

The Public Company Accounting Oversight Board was created by the Sarbanes-Oxley Act to oversee the auditors of public companies in order to protect investors and further the public interest in the preparation of informative, fair, and independent audit reports. To date, the PCAOB has reported the resolution of 16 disciplinary proceedings, ranging in seriousness from the recently reported $1 million fine imposed on a Big 4 firm, to numerous revocations of registrations for smaller firms, and orders baring particular individuals from being an associated person with a registered public accounting firm, to censures of certain firms and individuals.

MassNetComms: Mobile World Congress 2009 Roundtable Review Breakfast

Wed, 04 Nov 2009 13:48:10 EDT

GSMA Mobile World Congress (3GSM) in Barcelona is the biggest wireless tradeshow in the world. Those who go every year know that it is impossible to see everything and learn everything during the 3 days in Barcelona. This roundtable event offers those who attended the opportunity to share what they learned, what they saw, and their opinions of the overall trends. Members who didn't attend the show get chance to learn from those who did, and those who went also get the chance to fill out their notes with things they might have missed.

The format of this meeting will be a lively interactive roundtable discussion all in the spirit of networking, communication, and collaboration in our industry.

2009 M&A Outlook

Wed, 04 Nov 2009 13:47:36 EDT

A panel of distinguished investment bankers will discuss the current market for M&A, share some recent statistics and offer their outlook for 2009.

Foley Hoag Partner Bill Kolb will moderate the discussion.

Angel & Venture Term Sheets

Wed, 11 Nov 2009 15:27:36 EDT

As an entrepreneur, negotiating an Angel or Venture Capital term sheet can be a daunting task. This interactive roundtable discussion led by venture capitalists, angels, entrepreneurs and attorneys explains the critical common business and legal terms used in these term sheets. The roundtable also discusses common practices and pitfalls surrounding the use of term sheets and the current market terms for early stage angel and venture investments. Some sample term sheets will be reviewed and explained.

ABCs of Investment Adviser Regulation 2008

Wed, 09 Apr 2008 16:22:41 EDT

Peter Rosenblum, partner at Foley Hoag, will present the section on Marketing at 11:30 a.m. along with Ellen Metzger, Senior Managing Director and General Counsel, MacKay Shields LLC, New York, NY.

2009 Venture Capital Funding Outlook

Wed, 04 Nov 2009 13:47:39 EDT

Foley Hoag Partner Dave Broadwin moderates a panel of distinguished venture capitalists will discuss the current market for venture capital funding and the outlook for 2009.
Discussion will include:

1. Keys to obtaining funding; from first round to follow on rounds
2. Top 10 ways not to get funded; what you don’t want to do
3. Where the money is going, areas of focus for venture investments
4. Update on current trends in Terms, Conditions and Valuations
5. Strategy and the market for company exits

The Capital Network: Term Sheets

Fri, 30 Oct 2009 10:39:29 EDT

Negotiating an investor term sheet can be a daunting task. This interactive roundtable discussion led by an expert venture capital attorney and Boston’s most active angel investor will explain the common business and legal terms used in Angel and Venture Capital term sheets. The roundtable will also discuss common practices and pitfalls surrounding the use of term sheets and the current market terms for early stage angel and venture investments. Some sample term sheets from 2007 will also be reviewed.

The CFO Roundtable Forum

Fri, 21 Sep 2007 10:59:19 EDT

Our next meeting will be held on Friday, September 14, when the topic will be FIN 48, "Accounting for Uncertainty in Income Taxes."

TCN - Strategic Alliances

Fri, 30 Oct 2009 10:39:31 EDT

Evolution or Revolution of Content Delivery Networks (CDNs)

Thu, 13 Aug 2009 14:40:42 EDT

Internet usage and particularly Multi-media content consumption continues to grows at exceptionally high rates. Content Delivery Networks (CDNs) were launched several years ago to move content closer to the edge of the networks to provide the consumer with a better internet experience. Now we have an explosion of video material traversing the networks and mobile internet usage is ramping up with better browsers and faster networks. So what does this all mean for CDNs providers and their content partners. Does the changing consumption patterns provide opportunities for new architectures and maybe new players? Are yesterday’s business models good enough for tomorrow’s markets?

Moderator: David Aronoff – General Partner, Flybridge Capital Partners

Panelist: Cheng Wu, Chairman and Co-Founder, Azuki Systems

Valuation of Hard-To-Value Securities and Portfolios - Mitigating Operational Risk Associated with the Valuation Process

Tue, 18 Mar 2008 16:18:10 EDT

Peter Rosenblum , partner at Foley Hoag LLP, will present from 4:00 – 5:00 on “Facts and myths about FAS 157 – what did really change concerning valuation requirements?”

Patient, Heal Thyself: How to Succeed with Online Consumer Health Sites

Fri, 30 Oct 2009 10:39:18 EDT

With consumer-directed care, patients are being asked to play a greater role in their health care. Moreover, those with chronic diseases often get better counsel from other sufferers than they do from physicians. This talk will cover the most effective ways to design and evaluate online health communities.

Changes in the health care system and the pervasiveness of the Internet have led to an increased use of the Internet by health care consumers. 80% of people in the US who use the Internet are using it for health searches.

Medical Development Group -- Getting Your Money Out

Fri, 30 Oct 2009 10:39:19 EDT

Program details coming soon...

Drug Information Association (DIA) 44th Annual Meeting

Wed, 04 Jun 2008 14:02:16 EDT

This session consists of three presentations on advanced device regulatory topics from the Masters of Science degree program in regulatory affairs and health policy at Massachusetts College of Pharmacy and Health Sciences: • Comparison of approval processes for drugs and implantable devices for the same indication. Are the risks and agency standards the same? •. The current standards used by FDA in 510(k) clearances and the impact of court decisions on the agency's thinking, and what can be expected from the GAO 510(k) study mandated by the Sept. 2007 amendments to the Food, Drug and Cosmetic Act. • The barriers to spontaneous reporting of device events and the impact on manufacturer reporting and patient safety issues.

Global Banking - Considerations When Expanding Your Presence into Other Countries

Fri, 30 Oct 2009 10:39:31 EDT

Trading internationally presents businesses with great opportunity, and a wide range of challenges. The business of collecting the proceeds of your sales, and paying overseas suppliers, in a number of different countries and currencies can be a complicated and costly experience. Timely advice on how to set this up, and the best methods for protecting your cash is essential.

Lloyds TSB is one of the largest banks in Europe. It is the only Aaa rated bank in the UK, and was recently recognized as one of the 10 safest banks in the world. In business for over 240 years, it has extensive experience of dealing with the international business needs of companies across the globe.

Nair & Co’s business is helping USA Headquartered companies set up and support their foreign offices, providing international registration, tax, accounting, compliance, HR and payroll services. With offices worldwide they currently support more than 200 client companies in over 40 countries, with high volumes in India, China, Japan and Europe.

TCN - Founder Equity Issues

Fri, 30 Oct 2009 10:39:28 EDT

This limited seat members-only luncheon provides attendees invaluable information on addressing Founder equity issues to avoid the pitfalls that can reduce the value of the enterprise to the Founders and harm a company's ability to attract investment capital. Working lunch programs are hosted by TCN's professional service sponsors to provide tactical level information designed to accelerate the fundraising process.

Raising Money from VC's and Private Equity - The Capital Continuum

Wed, 04 Nov 2009 13:48:14 EDT

What are the capital market conditions like now for raising money? Our panelists from venture capital, private equity and entrepreneurs will talk about the current funding environment, the deals getting done and why, where the trends are going, and what the entrepreneur needs to do to get it right for funding success at the outset and for sustainable growth.

As start-up and early stage companies mature and scaling business expand, the need for capital continues to grow. Achieving company sales growth was always an imperative and constant challenge whether positioned within credible business plans or in actual performance. With current economic conditions there cannot be any ‘glitch’ in this execution and that requires smooth transitions from one round of capital to another.

This “Capital Continuum” will be addressed by our panel providing their perspectives, expectations and preferences on; investment criteria and expected reward-success, strength of management teams and milestone accomplishments, market penetration and business traction, product sales and revenue growth, profits and exit.

Boston Women in Finance Distinguished Speaker Series: Microfinancing

Wed, 19 Mar 2008 16:05:11 EDT

Boston Women in Finance is delighted to host an evening presentation with keynote speaker Deborah Drake, Vice President, Investment Policy and Analysis at ACCION International, as part of our Distinguished Speaker Series. Ms. Drake will be speaking on 'Helping Millions Help Themselves: How Microfinance Connects Finance and Banking to Alleviate Poverty.'

Lessons Learned in 2007: A Recap of Stock Option Reporting Updates

Fri, 30 Oct 2009 10:39:16 EDT

Now that 2007 is over, there's a short window for financial executives to look back on what we learned from regulators and practitioners in 2007 about stock option reporting and expensing and determine how that will effect your year-end audit and your future stock option practices. In this 45-minute online webinar, industry experts will recap the five most important stock option topics from this past year and explain the best way to stay in compliance and implement best practices for year-end reporting.

Topics:

1. Trickle down effect of SOX Forces Internal Controls Reporting on Smaller Public and Private Companies

2. IRS and SEC Bring Sighs of Relief with Extended Deadlines and Postponements for SAB 107, Section 409A, and Section 6039

3. IRS and SEC Continue to Focus on Stock Option Backdating

4. Black-Scholes Formula Proves Clear Winner in Stock Option Valuation Debate

5. Companies Continue to Struggle with Black-Scholes Variables

Expert panel on stock option expensing and corporate governance:

Scott M. Goodwin, CPA and Partner, Wolf & Company, P.C.
John D. Hancock, Attorney, Foley Hoag LLP
Gary D. Levine, President and CEO, Two Step Software, Inc.

NECINA Wireless Special Interest Group (SIG) Seminar

Fri, 30 Oct 2009 10:39:23 EDT

Topics: Wireless Sensor Network: Promises and Challenges and Navigating Mobile Ecosystem

Professor Yannis Paschalidis, Co-Director, Center for Information and System Engineering, Boston University

Meng Cao, Solutions Architect and Practice Manager, Lionbridge Technologies

ACC Annual Meeting '08

Fri, 05 Sep 2008 17:05:49 EDT

Foley Hoag is a proud Gold Sponsor of the ACC's 2008 Annual Meeting. Visit our booth on the exhibition floor, and attend sessions featuring Foley Hoag lawyers.

Session 113: In-house Counsel as Circus Ringmaster, on Monday, October 20 from 11:00 a.m.-12:30 p.m. Michael Keating from Foley Hoag will join this panel in the Global/International Legal Affairs program track.
Session 202: The Tricks & Traps of Corporate Intrapreneurship & Entrepreneurial Investment: Getting the Most Out of a New Business, on Monday, October 20 from 2:30-4:00 p.m. This program will be moderated by Foley Hoag Partner Peter Rosenblum and will be presented as part of the Small Law Department track.

Stay tuned to this page for more information on what Foley Hoag has planned for ACC's 2008 Annual Meeting.

Economic Bailout: Options & Legal Perspectives

Thu, 22 Jan 2009 12:54:07 EDT

From LegalTalkNetwork.com - Published November 20, 2008

Bailout or bankruptcy for the U.S. automakers to the tune of 25-Billion? Law. com blogger and co-host Bob Ambrogiwelcomes experts Professor Eugene F. Fama, the Robert R. McCormick Distinguished Service Professor of Finance at the University of Chicago Booth School of Business, Attorney Andrew Z. Schwartz, head of the Bankruptcy and Restructuring Group at Foley Hoag LLP and Attorney Lisa C. Wood, Partner and Co-Chair of Securities and Corporate Disputes Practice at Foley Hoag LLP to discuss the economic and legal options and consequences.

Download Podcast (.mp3)

Inverness Medical Innovations, Inc.

Tue, 18 Dec 2007 16:19:04 EDT

Foley Hoag LLP is representing Inverness Medical Innovations, Inc. (AMEX: IMA) in connection with US aspects of its recently announced proposal to acquire BBI Holdings Plc (AIM: BBI). The principal attorney working on this transaction is John Hancock, with assistance from Joel Needleman and Dan Clevenger on corporate matters and Richard Schaul-Yoder on tax matters.

Campbell Bewley, Inc.

Fri, 21 Sep 2007 16:07:08 EDT

Our lawyers assisted Campbell Bewley, Inc., the U.S. holding company of Campbell Bewley Ltd. of Ireland and owner of Rebecca's cafes, in its acquisition of Cucina Holdings, Inc. and its wholly owned subsidiaries, Java City, Inc. and Carvali Coffees, Inc. This acquisition significantly expanded Campbell Bewley's U.S. operations in the retail-coffee and corporate-catering areas.

Progress Software Corporation

Fri, 21 Sep 2007 10:59:30 EDT

Our lawyers acted as counsel to Progress Software Corporation, a leading supplier of business-application management software, in its $88 million acquisition of DataDirect Technologies Limited, a privately held company and provider of technology connecting databases and software. The acquisition enables Progress to widen its customer base to deliver the company's technologies to businesses worldwide.

CACI International Inc.

Thu, 11 Jun 2009 09:16:47 EDT

We advised CACI International Inc. in its negotiation of an agreement to purchase American Management System, Incorporated’s Defense and Intelligence Group for $415 million. The agreement’s signing occurred in tandem with CGI Group Inc.’s announcement of a tender offer for all of the outstanding shares of AMS for $19.40. With this acquisition, CACI became one of the largest information-technology service providers serving the Department of Defense, intelligence and homeland security markets.

Foley Hoag - Mergers and Acquisitions

Mergers and Acquisitions

Mergers and Acquisitions

Mergers and Acquisitions

Mergers and Acquisitions

Mergers and Acquisitions

Mergers and Acquisitions

Foley Hoag Represents Inverness Medical Innovations in Transaction with Epocal, Inc.

Foley Hoag Congratulates its Rising Stars

Chambers 2007 Ranks Foley Hoag in Leading Practice Areas

Jayne P. Bultena Joins Foley Hoag as a Partner in the Government Strategies Practice

On the Agenda: Law and the Environment, Financing Growth, and Non-Competes—Foley Hoag Launches Three New Blogs

Hot Topics, Legal Insight and Industry Trends: Foley Hoag Newsroom Enhanced with Video Launches at BIO 2009

Foley Hoag Launches Second Annual "Terms and Trends in Patent License Agreements" Survey

Best Lawyers in America Names 27 Foley Hoag Lawyers to 2010 Guide

Foley Hoag's Young Lawyers 'Rising' To The Top

Foley Hoag Launches New Identity and Integrated Marketing Campaign

Foley Hoag Lawyers in Chambers USA 2010

Chambers Global 2008 Releases Rankings

Cramer Completes Launch of FoleyHoag.com

Foley Hoag Names Three New Partners

Foley Hoag Lawyers Included in Massachusetts Super Lawyers 2006

Douglas A. Zingale Joins Foley Hoag's Corporate Practice

Foley Hoag Selected as one of 2008 Top 100 Law Firms for Diversity

Legal 500 Recognizes Foley Hoag’s Venture Capital, Emerging Companies, and M&A Practices

Live @ BIO 2008: Innovation, Commercialization, and Protecting Assets

Foley Hoag Selected as one of 2007 Top 100 Law Firms for Diversity

Foley Hoag Joins American Lawyer's Select Group of Top 50 A-List Firms

Foley Hoag LLP Ranks Among Nation’s Best In 2005

Foley Hoag Launches New Microsite for Law Students as 2009 On-campus Interviews Commence

Foley Hoag's M&A, Venture Capital and Antitrust Practices Honored by the Legal 500 2009 U.S. Guide

Foley Hoag Congratulates Benjamin Franklin Bancorp on Recent Sale to Independent Bank Corp.

Cynthia Lewiton Jackson, Former Global Director of Career Development at Bain & Company, Joins Foley Hoag

Foley Hoag Government Strategies Practice Gears up for 2009 Activity

Chambers USA 2008 Ranks Foley Hoag in Leading Practice Areas

Foley Hoag Names New Partners

Foley Hoag Adds Noted International Investment and Trade Lawyer Mélida Hodgson to Washington, D.C. Office

Lawyers in Foley Hoag's Video Games and Interactive Media and M&A Practices Congratulate Game Developer 38 Studios LLC for Purchase of Big Huge Games

Working Mother and Flex-Time Lawyers Recognize Foley Hoag

Terms and Trends in University Patent License Agreements Released by Foley Hoag

Foley Hoag Adds Five Partners to Strengthen its Premier Investment Management, Business, and Intellectual Property Practices

Foley Hoag LLP Attorneys Designated as "Leaders in their Field" by Chambers USA

Foley Hoag's M&A, Venture Capital Practices Lauded by Legal 500

Human Rights Campaign Releases Corporate Equality Index, Names Foley Hoag Among Top Firms for Second Consecutive Year

Foley Hoag LLP Represents Inverness in Acquisition of Cholestech Corp.

Now’s the Time:Foley Hoag Forms Economic Crisis Team

Chambers 2009 Ranks Foley Hoag in 13 Leading Practice Areas

Foley Hoag LLP Receives Rankings, Including Leading Environmental Firm in Massachusetts for Second Year

Foley Hoag Congratulates Rising Stars

House Passes Bill Taxing Carried Interest Income as Ordinary Income

Hatch-Waxman Safe Harbor Inapplicable to Research Tools

EEC Perspectives - March 2009

Trade Secrets: A Guidebook for Technical and Business Professionals Involved in Legally Protecting Products, Technologies and Services

Final Reminder – Mandatory Electronic Form D Filing Requirement Takes Effect on March 16, 2009

Turmoil in Credit Markets Causes Inversion of Key Bank Lending Rates

Corporate Datasheet

SEC Proposes Plain English Narrative Disclosure Amendment to Part 2 of Form ADV

The Foley Hoag Foundation 2007 Annual Report

Follow-on Biologics and Patent Reform

EEC Perspectives - January 2009

IRS Extends Deadline for Annual Information Report on Foreign Financial Accounts

EEC Perspectives - February 2009

EEC Perspectives - October 2008

Economic Crisis Team Datasheet

Q&A Series: When Your Public Company Must Restate Its Financial Statements

Q&A Series: Public Companies in Bankruptcy

Annual Information Report on Foreign Financial Accounts Now Includes Investments in Offshore Hedge Funds, Private Equity Funds and Mutual Funds

An Introduction to Antidilution Provisions (Part 2)

2009 Updates to Delaware General Corporation Law - Part 2: Elimination of "Empty Voting"

Life Sciences Brochure

International Litigation and Arbitration Practice Summary

IRS Issues Moratorium on Certain Annual Information Reports on Foreign Financial Accounts (FBARs)

Bankruptcy Court Sets September 22, 2009 as Deadline to File Proofs of Claims Against Lehman Brothers

EEC Perspectives - December 2008

EEC Perspectives - May 2008

Massachusetts Life Sciences Initiative Signed into Law

The Benefits of Patent Marking – And of Getting It Right

Opportunities for the Life Sciences Industry: American Recovery and Reinvestment Act to Deliver $150 Billion for Healthcare

EEC Perspectives - July 2008

Attorney Recommendation: Writing and Negotiating Term Sheets with a View toward Success

Now’s the Time:
Foley Hoag Forms Economic Crisis Team