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Over the years, Sonnenschein attorneys have handled many hundreds of venture technology transactions. Set forth below is a sampling of transactions in the technology space which attorneys currently at Sonnenschein have played a significant role:
Select Venture Capital Transactions
- Represented Pequot Ventures, a technology venture firm, in connection with its purchase of $3 Million of Series A Preferred Stock of Clickable Inc., a provider of online advertising solutions.
- Represented NewSpring Capital, a family of targeted private equity funds, in its $7.3 Million initial financing of EKR Therapeutics, Inc., a specialty pharmaceutical company.
- Represented Orthocon, Inc., a specialty pharmaceutical and medical device company, in its sale of Series A Preferred Stock to Canaan Partners, a global venture capital firm, and BB Biotech Ventures, a healthcare-dedicated venture capital fund.
- Represented Pequot Ventures, a technology venture firm, in connection with its purchase of $2.6 Million of Series A Preferred Stock of LinkExperts Inc., a provider of vertical organic search marketing solutions.
- Represented Spire Capital, a private equity firm, in its investment in Certiport, Inc., a provider of software training and certification services.
- Represented OANDA Corporation, a provider of currency localization and information services, in an equity financing led by New Enterprise Associates, a global venture capital firm.
- Represented Pivot Inc., provider of coMillionunications networks for institutional investors, in its sale of Series B Preferred Stock to Draper Fisher Jurvetson Gotham Partners, a venture capital firm.
- Represented Canaan Partners, a global venture capital firm, in connection with its purchase of Series B Preferred Stock of Motionbox, Inc., a video sharing and editing site.
- Represented Draper Fisher Jurvetson Gotham Partners, Milestone Ventures and High Peaks Ventures, each a venture capital firm, in connection with their purchase of Series A Preferred Stock of Worktopia, Inc., a web-based meeting room marketing and reservation system.
- Represented Gametrust, Inc., developer of online video games, in its $9 Million sale of Series B Preferred Stock.
- $6 Million equity financing by Tacit Networks, an enterprise class WAN-based storage consolidator, to RRE Ventures, Canaan Partners and SAS Investors.
- Management buyout and concurrent $7 Million equity financing by Cross Atlantic Capital Partners, NJTC Venture Fund and Megunticook Fund of Management Dynamics Inc., a leader in tariff and contract management systems for the ocean transportation industry.
- $6 Million investment by Rho Ventures and Sevin Rosen in a leading provider of service delivery platforms.
- $10 Million venture capital financing by Draper Fisher Jurvetson in a leading security assessment service corporation.
- Strategic investment by Ericsson Venture Partners in a leading provider of wireless network infrastructure products.
- $20 Million financing in a major provider of e-Business professional services by Baker Capital with Salomon Smith Barney as financial advisor.
- $10 Million preferred stock financing of a leading wireless corporation by Hudson Venture Partners and others.
- Venture capital financing of a leading online card member self-service solutions developer with Edison Venture Fund, PA Early Stage, Knickerbocker Capital and NJTC Venture Fund; concurrent bank financing by Silicon Valley Bank.
- Representation of the investors, led by Sprout Group, in the start-up financing of NeuroSource, Inc., MatureWell, Inc., Physician Solutions, Inc. and Genus Aesthetic Medical and Dental Group, Inc.
- Representation of the investors, led by Frontenac Company, in the later-stage financing of Champion Healthcare Corporation, and in Champion's subsequent merger with and into AmeriHealth, Inc., and the merger of AmeriHealth, Inc. with Paracelsus Healthcare Corporation.
- Representation of the investors, led by Batterson, Johnson & Wang, in the start-up, early-stage and mezzanine-stage financing of Linkscorp, Inc.
- Representation of the investors, led by Kinship Partners, in the early-stage financing of Intelledge Corporation.
- Representation of the investors, led by Allstate Insurance Company, in the early, mezzanine-stage and later-stage financing of Allscrips Pharmaceuticals, Inc. and the early-stage financing of Cold-Jet, Inc.
- Representation of the investors, led by Allstate Insurance Company and Kinship Partners, in the mezzanine-stage and later-stage financing of PetCare Plus, Inc. and representation of PetCare Plus, Inc. in its merger with Petco Animal Supplies, Inc.
- Representation of Allstate Insurance Company in the later-stage financing of Opinion Research Corporation.
- Representation of investors led by Allstate Insurance Company in the private placement of preferred stock by FCWC Holdings, Inc.
- Representation of Northbrook Holdings, Inc. in its private placement of a newly created series of preferred stock to certain institutional investors.
Select Mergers and Acquisitions Transactions
- Represented Zarlink Semiconductor Inc., designer and manufacturer of semiconductors, in its $135 Million acquisition of Legerity Holdings, Inc., a leading developer and supplier of voice ICs (integrated circuits).
- Represented Gametrust, Inc., developer of online video games, in connection with its sale to RealNetworks, Inc., a provider of digital entertainment services.
- Represented MDY Group International Inc., provider of enterprise records management software and services, in its $25 Million sale to Computer Associates, a computer service firm that also offers a combination of products and consulting services.
- $380 Million sale of SpineCore, Inc., a medical device company in the spine arthroplasty market backed by Warburg Pincus and The Vertical Group, to Stryker Corporation, a leader in the worldwide orthopedic market and one of the world's largest medical device companies.
- $400 Million sale of a leader in high performance software for network storage systems with Credit Suisse First Boston as financial advisor.
- $150 Million sale of Internet Photonics, Inc., a provider of carrier-grade optical ethernet transport and switching solutions, to CIENA Corporation, a global provider of intelligent network and service solutions.
- Merger of Teldata Control Inc. with Broadmargin, Inc., the top teleCoMillionunications expense management firms, to form Control Point Solutions, Inc.
- $1.2 billion sale of Silicon Spice, Inc., a developer of semiconductor technology, software and development tools for high-density voice, fax and data packet transport over wide area networks (WANs), to Broadcom Corporation, a leading provider of highly integrated semiconductor solutions.
- $470 Million sale of a major amplifier manufacturer with Morgan Stanley as financial advisor.
- $200 Million sale of Network ICE Corporation, a leading developer of desktop intrusion protection technology and security management systems, to Internet Security Systems, a premier security research, products and services company serving the Global 500 and world governments.
- Representation of Jacuzzi Brands, the leading global manufacturer and distributor of branded bath and plumbing products, in the separate sales of its water systems and pool equipment businesses.
- Representation of PPM America, an indirect subsidiary of Prudential plc, and the manager of in excess of $68 billion of assets, in the acquisition financing of LePage's, Inc.
- $30 Million (Euros) sale of Emagic Soft-und Hardware GmbH, a German company that develops hardware and software solutions for computer aided music production, to Apple Computer.
Select Commercialization and Technology Transfer Transactions
- Spin-out from Lucent Technologies and concurrent $50 Million investment by Pequot Capital in a major amplifier manufacturer.
- Spin-out by Sarnoff Corporation of a medical products development company with milestone investment by Versant Ventures and Pequot Capital.
- Spin-out of a mobile broadband technology company with venture capital investment by Bessemer and Charles River Partners.
- Spin-out from Bell Labs of a company specializing in the design, development and manufacture of radio frequency chip scale modules for the mobile market and subsequently backed by Sierra Ventures, 3i, and New Venture Partners.
- Spin-out from Bell Labs of internet security company and subsequent venture investments by Draper Fisher Jurvetson and other investors.
- Spin-out from The Dow Chemical Company, a global leader in science and technology providing innovative chemical, plastic and agricultural products to more than 180 countries, of an analytical testing and consulting company.
- Spin-out from Lucent Technologies and concurrent $5 Million investment by Thomas Weisel Capital Partners and others in a video networking company.
Select Other Technology Transactions
- Represented the Fox Affiliate Board of Governors (which represents over 160 independently owned Fox affiliate stations) in negotiating a website services agreement with Fox Interactive Media (FIM). FIM will develop and host a “MyFox” branded website for each affiliate station, to which Fox Corporation and the affiliates will each contribute content.
- Represented AOL in connection with the restructuring of a DSL transport services agreement with AT&T.
- Represented B2B technology provider Muze Inc. in negotiating a development, license and marketing agreement with IGN, a Fox subsidiary that specializes in videogames and entertainment. Under the Agreement, the parties will jointly develop videogame information databases and market them to clients worldwide.
- Represented identity authentication system IdenTrust in negotiating two professional services agreements with Citibank whereby IdenTrust will develop and operate secure, hosted digital identity authentication services for Citibank and its customers.
- Represented leading Internet portal AOL LLC in the creation of a new, multi-tiered online radio service co-branded with XM Satellite Radio.
- Represented business-to-business video publishing service Vidavee in establishing key reseller relationships, allowing it to access the growing video blogging market.
- Represented Revolution Health in negotiating a strategic alliance with Drugstore.com to power the Revolution Health Store.
- Represented B2B technology provider Muze, Inc. in licensing its music, video, games, and books product information databases to American Express to enhance the shopping experience on American Express’ shopping sites.
- Represented AOL LLC in developing a unique partnership with the World Series of Poker to capture the huge popularity of poker through specially developed online games and tournaments and tie-ins with offline opportunities.
- Represented a US-based Internet company in outsourcing the back-end advertising services for the initial launch of an overseas Internet portal.
- Developed a suite of agreements to enable technology licensing, inventory purchase, and advertising sales on behalf of a newly created advertising network.
- Supported the launch of a cutting-edge online advertising exchange by developing its publisher participation agreement.
- Advised a Fortune 50 Company, in connection with its $300 Million contract with AT&T and its negotiations of a continuation of the terms of that agreement with multiple successor spin-off entities.
- Represented a national wireless carrier in negotiating (1) A $36 Million Master Carrier Agreement and Data Services Agreement with AT&T; (2) A Facilities Usage Agreement, TelecoMillionunication Services Agreement (international long distance and international 800 traffic) and Digital Services Agreement with MCI CoMillionunications; (3) An LMDS Wireless Reserve Capacity Services Agreement with an LMDS service provider to provide redundant wireless backhaul capabilities to cell sites; and (4) A wholesale long distance services agreement with a Bell Operating Company. Worked onsite with client legal and carrier management personnel during merger review period.
- Represented a national wireless carrier in negotiating a $90 Million, 3 year renewal of its long distance wholesale carrier services agreement with Sprint, shortly after mandatory detariffing of interstate long distance services was implemented by the FCC.
- Represented New York City DoITT in connection with the negotiation of a wireless public safety network agreement.
- Represented Riverside County, CA in connection with the negotiation of a wireless public safety network agreement.
- Represented one of the largest lodging franchisors (with over 6,300 franchised hotels on 6 continents), property management service companies, and vacation exchange networks in connection with the negotiation of 2 separate transactions: (1) an outsourcing of network monitoring and management services and (2) an outsourcing of international customer reservations and services platform.
- Represented Vonage in connection with an outsourcing of network and call routing functionality.
- Represented AOL in connection with an outsourcing of turn-key IP telephony platform.

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