Below is a select list of past projects related to company formation and governance, capitalization, mergers and acquisitions, outside general counsel services, and litigation so that you can better understand Robert’s legal experience and the services he provides. 

Company Formation & Governance

Represented hundreds of multi-owner companies in their formations by providing structural and deal guidance, facilitating discussions via founder questionnaires, and drafting Certificates of Formation/Incorporation, Operating Agreements, Bylaws, Shareholders Agreements, Voting Agreements, Transfer Agreements, Buy-Sell Agreements, Organizational Resolutions, meeting minutes and other written consents, Membership Interest Purchase Agreements, Stock Purchase Agreements, Restricted Stock Purchase Agreements, and Advisor Agreements. Some example clients include: 

  • beverage companies;

  • bar, restaurant, and hospitality companies;

  • art galleries;

  • fashion labels and clothing companies;

  • record labels;

  • film and television production companies;

  • gaming companies;

  • other entertainment companies;

  • online retailers;

  • sports complex, teams, and coaching companies;

  • adventure park companies;

  • construction and construction materials companies;

  • design and build companies;

  • non-profit makerspaces;

  • HVAC, plumbing, and transport companies;

  • moving companies;

  • garage door companies;

  • fiber optic companies;

  • engineering companies;

  • luxury real estate companies;

  • real estate development companies;

  • energy project development companies;

  • solar companies;

  • technology companies and start-ups;

  • IT companies;

  • consulting companies;

  • research companies;

  • management companies;

  • advertising and marketing companies;

  • franchise companies;

  • hedge funds, private equity funds, special purpose vehicles, and related management companies;

  • holding companies;

  • health and well-being companies;

  • behavioral therapy companies;

  • medical education provider companies; and 

  • matchmaking companies.

Capitalization

Represented companies in their capitalization matters by providing structural and deal guidance, drafting and negotiating Private Placement Memorandums, Offering Booklets, Subscription Agreements, Investor Questionnaires, Covered Person Questionnaires, Membership Interest Purchase Agreements, Stock Purchase Agreements, Preferred Stock Purchase Agreements, Convertible Notes, Convertible Note Purchase Agreements, SAFEs, Promissory Notes, Security Agreements, and applicable governance documents (e.g., Amended and Restated Certificates of Incorporation, Operating Agreements, Bylaws, Shareholders Agreements, Voting Agreements, Transfer Agreements, Buy-Sell Agreements, etc.), tracking investors and managing documents, and preparing and filing applicable regulatory filings. Some example client capital raises include:

  • $50 million secured convertible security raise for an energy company;

  • $50 million equity raise for a hedge fund;

  • $15 million equity raise for a digital asset fund;

  • $7.5 million equity raise for a private equity fund;

  • $6 million equity raise, $1.1 million equity raise, and $1.5 million equity raise for an energy technology company;

  • $6 million equity raise and $200,000 convertible security raise for an adventure park;

  • $4 million equity raise, $1.5 million equity raise, and $1.1 million convertible security raise for an agriculture company;

  • $4 million equity raise for a real estate fund;

  • $3.5 million equity raise for a restaurant;

  • $3.5 million equity raise for an energy project company;

  • $3 million equity raise for an SPV making two private equity-type investments;

  • $2.35 million equity raise for a restaurant;

  • $1.75 million equity raise for a brewery;

  • $1.7 million equity raise for an SPV making a private equity-type investment;

  • $1.5 million rights offering for an energy company;

  • $1.25 million convertible security raise for a medical device company;

  • $1 million convertible security raise, $750,000 convertible security raise, $500,000 convertible security raise for food and beverage company;

  • $850,000 equity and convertible security raise for music technology company;

  • $600,000 equity and convertible security raise for beverage company; and

  • a liquidity process, a double-sided, “sealed-bid” auction to existing stockholders, facilitated by Nasdaq Private Market.

Mergers & Acquisitions

Represented clients in asset and stock sales and purchases by providing structural and deal guidance and drafting and negotiating Letters of Intent, Asset Purchase Agreements, Stock Purchase Agreements, Disclosure Schedules, Bills of Sale, Assignment and Assumptions, Transition Services Agreements, Promissory Notes, Advisor Agreements, Leases, resolutions and written consents, and other applicable agreements. Some example client deals include:

  • represented seller in $30 million stock sale of its mortgage business;

  • represented seller in $8.75 million asset sale of its pet products business;

  • represented seller in $7 million asset sale of its data and analytic systems consulting services business;

  • represented seller in $6 million stock and asset sale of its technology business;

  • represented seller in $5.6 million stock sale of its electrical business;

  • represented seller in $5.5 million asset sale of its beverage equipment sales, service and repair business;

  • represented seller in $5.3 million asset sale of its engineering, inspections, and surveying business;

  • represented seller in $4 million stock sale of its technology business;

  • represented seller in $3.6 million asset sale of its educational and artificial intelligence services business;

  • represented seller in $3.25 million asset sale of its personal care products business;

  • represented seller in $2 million stock sale of its consulting business;

  • represented seller in $1.85 million asset sale of its restaurant;

  • represented seller in $1.85 million asset sale of its staffing business;

  • represented seller in $1.5 million asset sale of its lead generation business;

  • represented seller in $1.5 million asset sale of its aftermarket parts and automotive services business;

  • represented seller in $750,000 asset sale of its commercial and residential pest control services business;

  • represented seller in $500,000 asset sale of its refinishing services business;

  • represented seller in $500,000 asset sale of its online clothing shop and brand;

  • represented buyer in $2.7 million asset purchase of an event venue rental business;

  • represented buyer in $2.5 million stock purchase of a digital marketing business;

  • represented buyer in $1.2 million asset purchase of a home and commercial audio and visual business;

  • represented buyer in $700,000 asset purchase of a cosmetics business;

  • represented buyer in stock purchase of solar company; and

  • represented buyer in asset purchase of 10 hotel franchise system.

Litigation

  • Participated in multiple trials for copyright infringement that resulted in seven figure judgments for the clients against major clothing retailers and their suppliers;

  • Participated in arbitration that resulted in seven figure settlement for a client in breach of contract dispute against a prominent energy company;

  • Secured numerous five- and six-figure settlements for clients as a result of my litigation efforts (i.e., preparing and prosecuting demand letters, complaints, discovery responses, requests, and motions, dispositive and other motions, trial documents, and general correspondence with opposing counsel, participating in client meetings, mediations, hearings, and depositions, and/or some combination thereof) against:

    • a high-end real estate brokerage for unauthorized use of a client’s photographs;

    • a prominent real estate platform in breach of contract dispute;

    • a prominent art gallery in a dispute related to a work that was damaged in the gallery’s care;

    • a major clothing retailer for unauthorized use of a client’s textile designs;

    • a high-end design firm for unauthorized use of a client’s photographs;

    • a high-end furnishing company for unauthorized use of a client’s photographs;

    • a prominent online real estate platform for unauthorized use of a client’s photographs;

    • a prominent online media outlet for unauthorized use of a client’s photographs;

    • a prominent accounting firm for unauthorized use of a client’s photographs;

    • a prominent home builder for unauthorized use of a client’s photographs;

    • a luxury windows and doors company for unauthorized use of a client’s photographs;

    • a large automotive dealership for unauthorized use of a client’s jingle; and

    • a Grammy-nominated band in joint authorship dispute.

  • Successfully engaged in contested motion practice:

    • prevailed at summary judgment and established copyright infringement liability against major clothing retailer and its supplier of garments that used infringing textile designs;

    • prevailed in opposition of a Motion for Summary Judgment and ultimately secured a favorable settlement against a high-end interior design company;

    • prevailed on Motion to Remand in business ownership dispute;

    • prevailed on Motion for Contempt and Sanctions in business ownership dispute;

    • prevailed in opposition of Motion to Compel Arbitration in business ownership dispute;

    • prevailed in opposition of Motion to Stay Litigation pending interlocutory appeal and on the interlocutory appeal in business ownership dispute; and

    • prevailed in opposition of Motion to Strike Expert in business ownership dispute.