Experience

Representation of SaaS Company

Advised cloud-based SaaS company in connection with various master services agreements, statements of work, information security agreements and business associate agreements with its insurance company customers.

Defense Counsel for Mobile Advertising Platform Developer and Directors in Delaware Chancery Court

Served as defense counsel for a mobile advertising platform developer and its former directors in a Delaware Chancery Court action alleging breach of fiduciary duty and disclosure violations arising out of an M&A transaction.

Representation in Sale of Consulting, Tech Company Assets

Assisted in the representation of a client in the sale of its consulting and technology company assets.

$35 Million Proprietary Software Purchase for Gaming Software Client

Represented a leading international provider of gaming software in the purchase of proprietary software valued at $35 million, including the negotiation of complex non-compete clauses and source code escrow.

Counsel to Global Payment Technology Company

Served as corporate counsel to a cloud-based payments technology platform in its global expansion.

Asset Sale for Software Developer

Represented a software development company in its sale of assets to a national health care services company in the provider health care and risk management solutions market.

Multimillion-Dollar Venture Capital Investment into Gaming Technology Company

Advised an investor on a multimillion-dollar venture capital investment into a mobile sports gaming company.

$32 Million Merger Acquisition of Health Care Tech and Services Provider

Represented health care company in $32 million merger acquisition of health care technology and services provider, following the client’s prior convertible debt investment in the target company.

Acted for Leading Computer Games Software Companies in Protection, Enforcement of Brands

Advised on and registered trade marks related to one of the best-selling video game franchises of all time, including numerous sub-series and spin-off games, media titles and game characters, as well as enforcing such rights through EU customs applications to secure the destruction of numerous shipments of infringing goods – both straight counterfeits and unauthorized third party products.

Advised Clients on Computer-implemented Inventions

Assisted multiple clients in obtaining patents for computer-implemented inventions, which have traditionally posed difficulties in prosecution before the European Patent Office.

Advised Menswear Retailer in SMS Program Launch, Compliance

Advised a major American menswear retailer in launch a transactional SMS program allowing them to communicate via text message with customers who have opted-in. Armstrong Teasdale navigated a strict regulatory environment by identifying regulatory requirements for SMS programs, evaluating internal business processes to streamline compliance, and drafting the requisite consent language. The program required significant cross-collaboration to meet the expected deadlines.

Created Governance Documents for National Institute of Corrections

Drafted governance documents and intergovernmental agreements relating to criminal justice information sharing among local justice and community health stakeholders adopted by the National Institute of Corrections in its revision of the Guidelines for Developing a Criminal Justice Coordinating Committee.

$200 Million Sale of U.S. Media Company

Advised on the up to $200 million sale of a U.S. privately held media company to a FTSE 250 company.

Advised on Equity Fundraising for Samarkand Group Plc

Advised AQSE-quoted Samarkand Group Plc, a cross-border e-commerce technology, services and consumer brand group, on a new fundraising by way of an open offer of new ordinary shares. Samarkand is listed on the APEX segment of the Aquis Stock Exchange Growth Market. The fundraising was successful, with the new ordinary shares admitted to trading on 26 September 2022.

Joan Yu (Partner and head of U.K. Capital Markets) led the transaction, assisted by Solicitor Cameron Sutton (qualified in Western Australia) and Trainee Solicitor Sebastian Clark.

Competition Law Issues Related to Acquisition

Advising a major industrial conglomerate in relation to the competition law issues in relation to its acquisition of technology and its licensing strategy.

Multimillion-Dollar Recovery for Startup Software Developer in Arbitration

Obtained multimillion-dollar recovery plus attorneys’ fees and costs for startup software developer in AAA arbitration against reseller for breaching the parties’ licensing agreement.

Defense of Buyer in Earn-Out Dispute

Defended buyer in earn-out dispute under a stock purchase agreement to acquire a technology company.

Emergency TRO Motion for Lender

Defended a secured lender’s emergency motion for temporary restraining order to freeze assets of a computer software company.

Secured Dismissal in Infringement Action for Insurance Client

Secured dismissal of breach of software license and copyright infringement action brought against insurance industry client.

Technology Licensing Dispute

Represented a mobile software company in a software licensing dispute. Secured a complete victory for the company at arbitration.

Represented Insight Enterprises in Amdaris Acquisition

Represented Insight Enterprises, a Fortune 500 Solutions Integrator, in its acquisition of software development and digital services specialist Amdaris. The acquisition adds Amdaris’ software development, application support, managed services and consultancy services to Insight’s broad solutions portfolio and IT supply chain capabilities.

Multiple Telecom Acquisitions

Assisted telecommunications company in multiple acquisitions. Company was able to expand its national reach through such acquisitions.

Sale of Cybersecurity Learning Platform

Advised the client, a leading cybersecurity training platform, in its sale to an audit, cybersecurity and information technology training company, which is backed by a private equity firm. The consideration included both cash and rollover equity in the acquiring entity’s parent.

$7.5 Million Series A Fundraising for Leading U.K Technology Company

Advised a leading U.K.-headquartered health and wellbeing software company in a $7.5 million venture capital-led fundraising.

Beat Force Majeure Claims and Secured $3 Million in Damages in Pandemic-Driven Dispute

Represented WideOpenWest, a cable TV, internet and phone provider, before a panel of arbitrators on dueling breach of contract claims after WideOpenWest terminated its agreement with ad partner Viamedia in the midst of the COVID-19 pandemic. In the arbitration, Viamedia contended that the pandemic, as a force majeure event, excused its failure to pay WideOpenWest. The panel found Viamedia liable for breach of contract and awarded WideOpenWest nearly $3 million in damages, plus attorneys’ fees and costs.

Advised on Admission to Trading, £17 Million Fundraising

Advised Samarkand Group PLC, a cross-border e-commerce technology and retail group, on the admission of its ordinary shares to trading on the APEX segment of the Aquis Stock Exchange Growth Market in the U.K. The significantly oversubscribed fundraising was scaled up from its original £10 million target to accommodate demand from institutional and qualified investors. The final amount raised was £17 million (before expenses) at an issue price of 115 pence per share. The net proceeds will be used primarily for the expansion of Samarkand’s business development activities and to progress the Nomad platform, its proprietary software platform.

Defense Verdict for Wireless Carrier

Obtained a defense verdict in a bench trial for a major wireless telecommunications carrier after a landlord sought to evict the wireless carrier from its premises and force the removal of a tower.

Represented Medical Technology Company in IPO

Supported a medical technology company in completing its Initial Public Offering and trading on the Nasdaq.

Bankruptcy Counsel for Fortune 10 Tech Retailer

Represented a Fortune 10 American technology retailer in bankruptcy. Advised and assisted the client on many issues, including rejection, assignment and assumption of executory contracts, intellectual property license and privacy issues.

Acquisition of Online Apparel Ecommerce Business, Related IP Assets

Represented an investment firm client in the acquisition at auction of an online specialty retailer’s ecommerce business and related intellectual property assets, including trademarks and domain names, as well as merchandise and other assets. Transaction included negotiating asset purchase agreement, participating in bankruptcy negotiations, review of IP contracts, negotiating of loan document, conducting diligence of IP, as well as transition agreement for continued operation of ecommerce websites and onboarding of IP portfolio.