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Turning 125: Nelson Mullins Celebrating 125 Years of Legal Service in 2022
In January 1897, attorney P.H. Nelson left his position as solicitor of the Fifth Judicial Circuit to set up a private law practice in Columbia, S.C. The State newspaper contained a short but prescient news item on Jan. 26 about the endeavor, which noted that "the new firm should meet with great success."
And they were right. Today, Nelson Mullins Riley & Scarborough LLP offers legal services in 15 states and the District of Columbia from 31 offices with 930+ attorneys, policy advisors, and professionals. It is the 71st largest law firm in the nation based on 2021 gross revenues, according to The American Lawyer’s Am Law 100, a legal news organization that tracks law firm growth.
Throughout 2022, Nelson Mullins will be sharing seminal events from its history that highlight its growth from a one-man firm in 1897 to where we are today. Click here to learn more.
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July 6, 2022
Partner Virginia "Ginger" Rolfes will be a panelist for a CLE on July 6 titled "Real Estate Finance: Structuring Earnout, Release Parcel, and Partial Prepayment/Defeasance Provisions." The CLE will discuss holdbacks and earnout provisions under which mortgage proceeds are retained by the lender but made available to the borrower upon satisfaction of certain conditions. The panel will also analyze provisions that allow for the release of a parcel post-closing, including the subdivision, easement rights, and entity issues to address. In addition, the panel will discuss the prepayment and partial defeasance options with either scenario.
Real Estate Finance: Structuring Earnout, Release Parcel, and Partial Prepayment/Defeasance Provisions Hosted by: Strafford
Jackson Hwu
Partner
21st Floor
Miami, FL 33131
Jackson co-chairs the firm’s Latin America practice and is a partner in the Emerging Companies and Venture Capital practice based in Miami. He advises high potential start-up and emerging growth companies primarily from Brazil, Latin America, and Florida in corporate structuring, VC financing rounds, acquisitions, board matters, and exits. As outside general counsel to many Brazilian...
Jackson co-chairs the firm’s Latin America practice and is a partner in the Emerging Companies and Venture Capital practice based in Miami. He advises high potential start-up and emerging growth companies primarily from Brazil, Latin America, and Florida in corporate structuring, VC financing rounds, acquisitions, board matters, and exits. As outside general counsel to many Brazilian and LatAm emerging companies, Jackson counsels such clients on all legal aspects of their operations, including corporate, tax, data privacy, IP licensing and protection, industry regulations, commercial contracts and partnerships, employment and labor, executive compensation, and litigation. Jackson also advises international companies establishing their operations in the U.S. market. A native Brazilian, Jackson combines his broad international experience at major global New York and Chicago based firms and legal departments both in Brazil and in the U.S. to provide practical advice to his clients.
As part of his Family Office and Private Wealth practice, Jackson counsels international clients on family office structuring and regulatory aspects, fund formation matters, investments, U.S. immigration strategy, and tax and estate planning. He also represents fund managers, sponsors, and investment groups in establishing venture capital funds (onshore and offshore), real estate private funds, and club deal investment vehicles.
Jackson is a member of the Diversity & Inclusion Committee and the Technology Committee of Nelson Mullins, a Board member of the Florida Venture Forum, and a member of the Brazil Florida Business Council.
and LatAm emerging companies, Jackson counsels such clients on all legal aspects of their operations, including corporate, tax, data privacy, IP licensing and protection, industry regulations, commercial contracts and partnerships, employment and labor, executive compensation, and litigation. Jackson also advises international companies establishing their operations in the U.S. market. A native Brazilian, Jackson combines his broad international experience at major global New York and Chicago based firms and legal departments both in Brazil and in the U.S. to provide practical advice to his clients.
As part of his Family Office and Private Wealth practice, Jackson counsels international clients on family office structuring and regulatory aspects, fund formation matters, investments, U.S. immigration strategy, and tax and estate planning. He also represents fund managers, sponsors, and investment groups in establishing venture capital funds (onshore and offshore), real estate private funds, and club deal investment vehicles.
Jackson is a member of the Diversity & Inclusion Committee and the Technology Committee of Nelson Mullins, a Board member of the Florida Venture Forum, and a member of the Brazil Florida Business Council.
Experience
Representative Matters
- Represented Brazilian AI–enabled used car auction platform since inception on formation, multiple debt and equity financing rounds raising more than US$30 million in the aggregate and in corporate reorganization (flip) to a Delaware holding.
- Represented Brazilian logistics technology company in corporate reorganization (flip) to a Delaware holding and in debt and equity financing rounds raising more than US$13 million.
- Deal counsel to a U.S. venture fund in portfolio investments in U.S., LatAm and European tech companies in more than 30 investments including lead investments in logistics tech, fitness tech and fintech companies.
- Represented late–stage global cloud-based e–commerce platform in acquisition of a strategic U.S. e–commerce platform in New York/New Jersey.
- Advised property technology startup in cross border sale of control to strategic PropTech late stage company.
- Counseled IoT company in reorganization to Cayman holding and Debentures & Warrants financing round.
- Counseled California–based fund manager in establishing an offshore VC fund and a Delaware blockchain and digital currency VC fund.
- Advised more than 50 Brazil/LatAm founders and startups in formation, corporate reorganization (flip) to Delaware, UK or Cayman and VC rounds.
Previous Professional Experience
- Partner, Miami office of global law firm
- Co–Founder, boutique law firm in Miami focused on venture capital and middle–market corporate and securities transactions
- Deputy General Counsel, Dufry AG, a public Swiss travel retail company with global operations
- Transaction Counsel, Guggenheim Partners, Chicago–based financial services firm
- Corporate Associate, Chicago and New York AmLaw20 law firms
- Capital Markets Counsel, Unibanco (now Banco Itaú-Unibanco) in São Paulo, Brazil
Languages
- English
- Portuguese
- French
- Spanish
- Italian
Education
- Northwestern University Pritzker School of Law, JD
- Northwestern University Pritzker School of Law, LLM
- Northwestern University, Kellogg School of Management, CBA, Business Administration and Management
- Universidade de Sao Paulo (Largo Sao Francisco), LLB, Law
Admissions
- Florida
- New York
Representative Matters
- Represented Brazilian AI–enabled used car auction platform since inception on formation, multiple debt and equity financing rounds raising more than US$30 million in the aggregate and in corporate reorganization (flip) to a Delaware holding.
- Represented Brazilian logistics technology company in corporate reorganization (flip) to a Delaware holding and in debt and equity financing rounds raising more than US$13 million.
- Deal counsel to a U.S. venture fund in portfolio investments in U.S., LatAm and European tech companies in more than 30 investments including lead investments in logistics tech, fitness tech and fintech companies.
- Represented late–stage global cloud-based e–commerce platform in acquisition of a strategic U.S. e–commerce platform in New York/New Jersey.
- Advised property technology startup in cross border sale of control to strategic PropTech late stage company.
- Counseled IoT company in reorganization to Cayman holding and Debentures & Warrants financing round.
- Counseled California–based fund manager in establishing an offshore VC fund and a Delaware blockchain and digital currency VC fund.
- Advised more than 50 Brazil/LatAm founders and startups in formation, corporate reorganization (flip) to Delaware, UK or Cayman and VC rounds.
Previous Professional Experience
- Partner, Miami office of global law firm
- Co–Founder, boutique law firm in Miami focused on venture capital and middle–market corporate and securities transactions
- Deputy General Counsel, Dufry AG, a public Swiss travel retail company with global operations
- Transaction Counsel, Guggenheim Partners, Chicago–based financial services firm
- Corporate Associate, Chicago and New York AmLaw20 law firms
- Capital Markets Counsel, Unibanco (now Banco Itaú-Unibanco) in São Paulo, Brazil
Languages
- English
- Portuguese
- French
- Spanish
- Italian
Media
Recognitions
- Latin America's “Top 100 Lawyers,” Latinvex (2021)
Jackson co-chairs the firm’s Latin America practice and is a partner in the Emerging Companies and Venture Capital practice based in Miami. He advises high potential start-up and emerging growth companies primarily from Brazil, Latin America, and Florida in corporate structuring, VC financing rounds, acquisitions, board matters, and exits. As outside general counsel to many Brazilian... and LatAm emerging companies, Jackson counsels such clients on all legal aspects of their operations, including corporate, tax, data privacy, IP licensing and protection, industry regulations, commercial contracts and partnerships, employment and labor, executive compensation, and litigation. Jackson also advises international companies establishing their operations in the U.S. market. A native Brazilian, Jackson combines his broad international experience at major global New York and Chicago based firms and legal departments both in Brazil and in the U.S. to provide practical advice to his clients.
As part of his Family Office and Private Wealth practice, Jackson counsels international clients on family office structuring and regulatory aspects, fund formation matters, investments, U.S. immigration strategy, and tax and estate planning. He also represents fund managers, sponsors, and investment groups in establishing venture capital funds (onshore and offshore), real estate private funds, and club deal investment vehicles.
Jackson is a member of the Diversity & Inclusion Committee and the Technology Committee of Nelson Mullins, a Board member of the Florida Venture Forum, and a member of the Brazil Florida Business Council.
Experience
Following is a selected sampling of matters and is provided for informational purposes only. Past success does not indicate the likelihood of success in any future matter.Representative Matters
- Represented Brazilian AI–enabled used car auction platform since inception on formation, multiple debt and equity financing rounds raising more than US$30 million in the aggregate and in corporate reorganization (flip) to a Delaware holding.
- Represented Brazilian logistics technology company in corporate reorganization (flip) to a Delaware holding and in debt and equity financing rounds raising more than US$13 million.
- Deal counsel to a U.S. venture fund in portfolio investments in U.S., LatAm and European tech companies in more than 30 investments including lead investments in logistics tech, fitness tech and fintech companies.
- Represented late–stage global cloud-based e–commerce platform in acquisition of a strategic U.S. e–commerce platform in New York/New Jersey.
- Advised property technology startup in cross border sale of control to strategic PropTech late stage company.
- Counseled IoT company in reorganization to Cayman holding and Debentures & Warrants financing round.
- Counseled California–based fund manager in establishing an offshore VC fund and a Delaware blockchain and digital currency VC fund.
- Advised more than 50 Brazil/LatAm founders and startups in formation, corporate reorganization (flip) to Delaware, UK or Cayman and VC rounds.
Previous Professional Experience
- Partner, Miami office of global law firm
- Co–Founder, boutique law firm in Miami focused on venture capital and middle–market corporate and securities transactions
- Deputy General Counsel, Dufry AG, a public Swiss travel retail company with global operations
- Transaction Counsel, Guggenheim Partners, Chicago–based financial services firm
- Corporate Associate, Chicago and New York AmLaw20 law firms
- Capital Markets Counsel, Unibanco (now Banco Itaú-Unibanco) in São Paulo, Brazil
Languages
- English
- Portuguese
- French
- Spanish
- Italian
Education
- Northwestern University Pritzker School of Law, JD
- Northwestern University Pritzker School of Law, LLM
- Northwestern University, Kellogg School of Management, CBA, Business Administration and Management
- Universidade de Sao Paulo (Largo Sao Francisco), LLB, Law
Admissions
- Florida
- New York
Practice Areas
- Latin America's “Top 100 Lawyers,” Latinvex (2021)
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