Joe is co-chair of the firm’s Emerging Companies practice. He has executed hundreds of key financings, mergers and acquisitions, and initial public offering transactions for companies and investors at every stage of the business life cycle. He represents startup and publicly held companies in a wide range of industries, including technology, life sciences, and...
consumer, as well as venture capital funds, private equity funds, and investment banks in seed and venture financings, mergers and acquisitions, IPOs, and other public offerings. He has led hundreds of venture and strategic financing transactions, scores of merger, acquisition, and disposition transactions, and dozens of IPOs and follow-on public offerings.
Joe also serves as outside general counsel for numerous companies, assisting them with everything from day-to-day business transactions to multinational strategic alliance transactions, including technology and distribution partnerships and joint ventures. He focuses on representing clients involved in high-growth sectors and has experience with a vast number of industries, including adtech, aerospace/space, AI, biotech, blockchain, cleantech, consumer, crypto, defense, digital health, direct-to-consumer, e-commerce, enterprise software, energy, fintech/financial services, insurtech, internet of things, life sciences, medical device, mobile, semiconductor, software, and telecommunications.
Experience
The 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
- Hoonify—Seed round: Represented Hoonify in $4.025 million of seed preferred rounds led by New Frontier Capital. Hoonify puts National Laboratory-level supercomputing power into the hands of everyday users with TurboOS, an all-in-one high performance computing software platform.
- Microshare—Seed, Series A & later financings: Represented Microshare in a $18.1M million Series A financing, a $15 million loan & warrant financing by Avenue Capital Sustainable Solutions Fund, a strategic investment by Semtech Corporation (SMTC: NASDAQ), a seed round financing led by Kerlink SA (ALKLA: EPA), and a seed round led by Motley Fool Ventures. Microshare deploys its EverSmart suite of smart building solutions at scale around the world to companies like GlaxoSmithKline, Aramark and Rent-A-Center in order to bring safety, wellness, cost savings, and sustainability data to its clients' real estate assets.
- Cresilon—Seed, Series A and later financings: Represented Cresilon in $45 million of preferred stock and warrant financings with Paulson Investment Company acting as placement agent. Previously closed $13.6 million in preferred stock, convertible note and warrant, and convertible note financings on behalf of Cresilon. Brooklyn-based Cresilon provides a hemostatic solution that supports the natural clotting process to address applications requiring rapid hemorrhage control, such as surgery, trauma, military, and veterinary, among others
- Marqii—Seed and Series A rounds: Represented Marqii in a $4.5 million A round led by CEAS Investments, including a strategic investment by GTM Fund and participation from Hatcher VC and Maccabee Ventures, and $4.2 million of seed preferred financings led by Highgate Ventures, Acronym Ventures and CEAS. Austin-based Marqii helps hospitality operators create unforgettable customer experiences with its one-stop digital operations platform. It automates and manages menus, reviews, listings, and local SEO for more than 10,000 restaurants.
- Wastelinq—Series C round: Represented Wastelinq in a $20 million C round led by Freestone Partners. Houston-based Wastelinq provides enterprise web-based software applications for waste brokers, TSDFs, consultants and other waste management service companies to help them streamline their business and service structure.
- Tech-Enabled Blockchain Services Co.—Series A round: Represented a tech-enabled blockchain services company in a $100 million A round led by Commonwealth Asset Management, Pantera Capital and SoftBank Vision Fund.
- Paragon Space Development Corporation—Acquisition: Represented Paragon Space Development Corporation, a leading provider of environmental controls for human space programs and other extreme environments, in its acquisition of Final Frontier Design, which develops and manufactures next generation space suits for the space industry.
- Hivecell—Series A round: Represented Hivecell in its $8 million A round led by Knott Partners, Everett James and Disruptive Ventures. NY-based Hivecell provides a service platform for deploying and managing complex distributed computing and AI at the edge.
- The Good Face Project—Seed round: Represented The Good Face Project in a $5.65 million seed preferred round led by VMG Partners with participation from Chanel, Redo Ventures and Spark Growth Ventures. San Diego-based Good Face Project powers clean beauty brands with ingredient research, product development, go-to-market and growth strategies.
- RentRedi—Series A round: Represented RentRedi in a $12 million A round led by K5 Private Investors, L.P., a Manhattan beach private equity fund with participation from RiverPark Ventures III, L.P. and Tribeca Early Stage Partners, L.P. NY-based Rentredi provides rental property management software that helps landlords collect rent, screen tenants, manage maintenance.
- Acronym Venture Capital—Seed round: Represented Acronym Venture Capital, a late seed/Series A focused venture capital fund, as the lead investor in a $2 million seed preferred financing of Ingest AI Corp, with participation from SOSV IV LLC, Branded Hospitality Venture Fund II LLC, Revelry Venture Partners, and others.
- SafeKeep—Acquisition: Represented SafeKeep, Inc., which provides an enterprise platform using AI to speed and improve subrogation management across auto, property, workers’ compensation, and other insurance lines of business, in its sale to CCC Intelligent Solutions, Inc. (CCCS: NYSE), a provider of a SaaS platform for the property/casualty insurance industry.
- Alleyoop — Seed & note rounds: Closed an $8 million series seed round for Alleyoop led by Trail Mix Ventures, SwiftArc Ventures, Trail Mix Ventures and Wavemaker Partners, and subsequent note rounds. LA-based Alleyoop is a beauty and personal-care brand, specializing in multi-functional, efficient beauty and body products cleverly designed to simplify self-care routines on the go.
- iPill—Seed round: Represented iPill in its $5 million seed round. L.A.-based iPill is an opioid pill dispenser designed to regulate pill distribution according to a patient’s prescription.
- Deep Channel—Seed round: Represented Deep Channel, in its $5 million seed preferred round. Brooklyn-based Deep Channel provides tools for big data professionals.
- Relay Platform—Seed round: Represented Relay Platform in a $5 million seed preferred round led by Drive Capital, with participation from Highline Beta, NFP Ventures and others. Toronto, Ontario-based Relay provides a SaaS solution that helps brokers and underwriters place large insurance and reinsurance business better and faster across P&C lines.
- API Fortress—Merger: Represented API Fortress in its merger with Sauce Labs Inc. in exchange for stock and cash. NYC-based API Fortress’s platform allows companies to fully automate the testing of their application programming interfaces (APIs) to catch problems before customers or partners do. Sauce Labs is the leading provider of continuous cloud-based testing solutions for mobile and web applications.
- Adway—Seed rounds: Represented Adway in $6 million of seed preferred rounds led by Upfront Ventures. L.A.-based Adway has developed an on-car advertisement platform using digital projection that connects drivers and brands to create powerful, flexible, and targeted media campaigns.
- Safe Health Systems—Seed & note rounds: Represented Safe Health Systems, Inc. (SHS) in a $6 million seed preferred round led by the Mayo Clinic, and subsequent convertible note rounds. L.A.-based Safe Health’s Connected Care Diagnostics Platform empowers its partners with innovative experiences that enable decentralized care models, reduce costs, increase accessibility, and improve patient outcomes.
- Breonics—Note Round: Represented Breonics in a $2 million convertible note round led by Fischli Venture Partners. NY-based Breonics’ EMS technology enables the continued function of organs and tissues outside the human body from within minutes of death to a window of several hours postmortem.
- MedicaSafe—Series B2 Round: Represented MedicaSafe in a series B2 preferred stock and warrant round. MedicaSafe specializes in creating technology to manage high-risk medications.
- Quake Capital—Venture fund formation and investments: Represented Quake Capital in raising separate venture funds and assisted these funds in making, monitoring, and disposing of their investments. Quake Capital is an agnostic early-stage venture capital fund with a growth accelerator located in Austin, Berlin, New York City, Los Angeles, and Seattle.
- MedStartr Ventures—Fund formation and investments: Represented MedStartr Ventures in raising two venture funds and assisted these funds in making, monitoring, and disposing of their investments. NY-based MedStartr Ventures invests in early-stage private companies in the healthcare sector selected by a community of healthcare stakeholders (patients, doctors, partners, institutional leaders, and investors) at corporate-sponsored pitch events, on the MedStartr crowdfunding site, and otherwise.
- Encell Technology—Series C & Note Rounds, Spin Out of Division, International Commercial Deals: Closed over $45 million in convertible note and Series C preferred rounds led by Capricorn Investment Group, the disposition of a software division, and international commercial agreements on behalf of Florida-based Encell, which provides fused iron batteries and microgrid and grid edge energy storage solutions.
- Ticketsocket—Financings, International Joint Ventures, Commercial Deals: Represented Ticketsocket in revenue-based borrowings, joint ventures in Korea, Mexico, and the Nordic countries, numerous commercial agreements, and a seed-preferred round led by Stephens Boxpoint on behalf of Ticketsocket, which provides white label ticketing, registration, and related services for many name-brand events.
- Emerald Cactus Ventures—Stock-for-cash acquisition: Completed the sale of Emerald Cactus Ventures to Avast Software s.r.o. in a stock-for-cash transaction. Represented Seattle-based ECV is a developer and marketer of Tenta, a private and encrypted mobile browser with built-in VPN, decentralized DNS capabilities (e.g., to access blockchain protocols), ad blocker, video downloader, encrypted media vault, and other advanced security and privacy features.
- Top Flight Technologies—A & Note Rounds: Represented Top Flight in its A round led by Translink Capital, ff Venture Capital and Scrum Ventures, and subsequent convertible note financings led by Hyundai Motor Company and others. Boston-based Top Flight was a lead provider of hybrid energy power systems that extend flight times and allow heavier payloads for commercial Unmanned Aerial Vehicles, enabling disruptive and new business solutions for customers in aerospace, transportation, and agriculture.
Additional Mergers and Acquisitions
- Represented RTI Surgical (RTIX) in its acquisition of Tutogen, Inc. (TTG) for approximately $263 million in stock.
- Represented Impella Cardiosystems AG in its acquisition by ABIOMED (ABMD) for $70 million in cash.
- Represented Monster Worldwide (MWW) in the sale of its global Yellow Pages division to Audax Group for $80 million in cash.
- Represented eSpotting, Inc. in its acquisition by Findwhat.com, Inc. (FWHT) for $275 million in stock.
- Represented Sterling Investment Partners, Falconhead and Wexford leading private equity funds in over $475 million of acquisitions and dispositions.
- Represented Universal Health Services (UHS) in over $150 million of hospital and healthcare center acquisitions.
- Represented Criterion Capital Group in its acquisition of Bebo, Inc. from AOL, Inc. (AOL).
- Represented H Power in its merger with Plug Power for $45.4 million in stock.
- Represented the Baan Company (BAANF) in the U.S. and Europe in its acquisition for €762 million in cash by Invensys PLC.
Additional Venture and Strategic Financings
- Data Gran in $3.5 million of preferred stock financings by Quake Capital and others.
- Protecht in $5 million of venture debt and convertible note financings by Western Technology Investment, Connected VC, Stevens Boxpoint and others.
- Vestorly in a $8.5 million preferred stock financing by Richmond Global Ventures, Sigma Prime Ventures, Gaspar Ventures and others.
- Infinio in its $13.6 million preferred stock financing by Highland, Bessemer, Lightspeed and others.
Events/Speaking Engagements
- How to Sell Your InsurTech Startup, InsurTech Slopes 2023 - Speaker (January 31, 2023)
- Nelson Mullins Attorney Joe Daniels to Speak at Founder House Miami event - Speaker (November 18, 2022)
- Structuring Your Startup for Financing & Exit, Founder’s Institute NY - Speaker (March 3, 2022)
- Preparing for Acquisition or IPO, InsurTech Investor/Founder - Speaker (February 18, 2022)
- Structuring Your Startup for Financing & Exit, Founder’s Institute Texas - Speaker (December 7, 2021)
- Structuring Your Startup for Financing & Exit, Founder’s Institute Boston - Speaker (November 4, 2021)
- Structuring Your Startup for Financing and Exit, PismoVentures - Speaker (October 11, 2021)
- Negotiating and Structuring Angel Investments, Princeton Alumni Angels - Speaker (September 14, 2021)
- Pitch Perfect: Summer Edition, LvlUp Ventures - Speaker (May 24, 2021)
- Emerging Tech Trends Investment Panel, LvlUp Ventures - Speaker (May 13, 2021)
- Crypto & Blockchain Venture Fair, KiwiTech - Speaker (May 6, 2021)
- Prepping for Scale Part II, TiE Boston ScaleUp - Speaker (April 29, 2021)
- Pitch Perfect Flash Round, LvlUp Ventures - Speaker (April 29, 2021)
- Startup 101: 3 Hour Special Legal & Fundraising Bootcamp, Orange County Startup Council - Speaker (January 21, 2021)
- Structuring from Formation to Financing, Founders Institute Austin - Speaker (November 17, 2020)
- U.S. Expansion Strategy: Legal Framework, VentureOut - Speaker (November 12, 2020)
- Structuring Your Startup for Financing, Orange County Startup Council - Speaker (November 11, 2020)
- Raising Series A, Later Stage and Strategic Financing, InsurTechNY - Speaker (October 29, 2020)
- Pitch Perfect Virtual Pitch Competition, LvlUp Ventures - Speaker (October 29, 2020)
- Investor Panel: Angel Investing in the 20s, LvlUp Ventures - Speaker (October 21, 2020)
- Stories from the Trenches, VentureOut - Speaker (October 16, 2020)
- VC Panel: Successful Pivots During the Pandemic, KiwiTech - Speaker and Moderator (September 30, 2020)
- Structuring from Formation to Financing, Mediatech Ventures - Speaker (September 3, 2020)
- KiwiTech Venture Fair – Raising Seed and Later Round Financing, KiwiTech - Speaker (August 26, 2020)
- Structuring and Raising Series Seed, A, B C Financings and Exits, TiE Boston ScaleUp Accelerator - Speaker (March 18, 2020)
- NYC FinTech.Connect, NYC FinTech.Connect - Speaker (March 3, 2020)
- TiE NY Angel, TiE NY Angels - Speaker (February 20, 2020)
- Boston VC and Angel Investor Conference, FundingPost - Speaker (October 23, 2019)
- Customer Engagement and the Future Distribution Channel, InsureTech NY - Speaker (October 22, 2019)
- Startup Strategy: A Legal Crash Course, Startup Boston Week - Speaker (September 18, 2019)
- Startup Boston Dealflow Mixer, Startup Boston Week - Speaker (September 17, 2019)
- Blockhack: Most Informative Signals & Separating Signal From Noise - Speaker (May 14, 2019)
- Opening Remarks, Scott Kupor, CEO of Andreessen Horowitz (a16z) on Venture Capital & Finding the Next Big Thing, Harvard Business School Club of New York - Speaker (May 5, 2019)
- VC and Angel Investor Conference, Los Angeles, FundingPost - Speaker (March 28, 2019)
- VC and Angel Investor Conference, Orange County, FundingPost - Speaker (March 27, 2019)
- VC and Angel Investor Conference, San Diego, FundingPost - Speaker (March 26, 2019)
- 5th Annual FundingPost VC/Angel and Entrepreneur Cocktail Party and Dinner, FundingPost - SXSW - Speaker (March 10, 2019)
- Venture Law, VentureOut and the German American Chamber of Commerce - Speaker (March 6, 2019)
- Expansion Panel: Seed to Growth, VentureOut New Media - Speaker (February 26, 2019)
- 25th Annual Venture Capital Private Equity Conference, Harvard Business School - Speaker (January 26, 2019)
- West Coast Challenge, Best in Class Startup Event, Quake Capital - Speaker (January 12, 2019)
Education
-
University of Southern California Gould School of Law,
JD
(1996)
- Southern California Interdisciplinary Law Journal, Southern California Law Review, Managing Articles Editor
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University of California, Berkeley,
BA
(1992)
Admissions
Practice Areas
Industries