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This summer the SEC finalized the rules implementing changes to the Investment Advisers Act of 1940, which had been issued in proposed form near the end of 2010 following passage of The Dodd-Frank Wall Street Reform and Consumer Protection Act (Pub.L. 111 – 203, H.R. 4173).

The new rules went into effect July 21, 2011 and will require many more investment fund managers to register, unless they qualify for one of the new, relatively narrow exemptions. In addition, even exempt fund managers will become subject to various reporting requirements and SEC inspections. Details regarding these rules have been covered in a series of posts in our blog The Venture Alley:

• Venture capital fund exemption (and grandfather rules for existing VC funds)
• Private fund advisers exemption (having less than $150 million in AUM)
• Foreign private adviser exemption
• Family office exemption
• Reporting requirements of exempt fund managers and related rules
• Preparing for SEC examinations


By Nancy Kawano and Merrili Escue

Most startup businesses are faced with the challenge of making the most efficient use of every dollar of their financing. As a result, creative cost-cutting measures are essential to maintain available working capital.

For the unwary employer, however, cutting the wrong corners can be financially disastrous and may crush the life out of a new venture with enormous penalties, possible double damages, expensive litigation and potential individual liability for officers and directors.

Read more here.


DLA Piper ranks first globally among corporate law firms for the number of private equity and venture capital deals negotiated and closed in 2010, according to the latest data from Dow Jones Private Equity Analyst. DLA Piper topped the list with a total of 976 deals, including 435 private equity deals and 541 venture capital deals.

And DLA Piper ranked #1 in global M&A deal volume for 2010, according to mergermarket. In 2010 alone, we handled nearly 500 transactions worldwide, valued at more than US$90 billion.

Learn more here and here.



DLA Piper lawyer Victoria Lee looks at the benefits and concerns when a company is considering using the cloud. Read her post on our blog Re:Marks on Copyright and Trademark.


DLA Piper lawyer Tyler Hollenbeck reports on one of the most fundamental terms for founders and investors to negotiate in a VC deal. Read his post on our blog The Venture Alley.


Selected IPOs

The Active Network, Inc. (NYSE: ACTV), a venture-backed cloud computing application company, in its US$165 million IPO, with lead underwriters BofA Merrill Lynch and Citi

Teavana Holdings, Inc. (NYSE: TEA), a specialty tea retailer, in its US$139.6 million IPO, with lead underwriters BofA Merrill Lynch and Goldman, Sachs & Co.

Lead underwriters Morgan Stanley, Deutsche Bank Securities, Goldman, Sachs & Co. and J.P. Morgan in the IPO of US$216 million of HomeAway, Inc. (Nasdaq: AWAY), the world’s largest online vacation rental marketplace

Selected M&A

AWR Corporation, a venture-backed high-frequency electronic design automation company, in its sale to National Instruments Corporation (Nasdaq: NATI) for US$58 million plus additional earnout payments

Contextweb, Inc. in its US$5 million Series E financing led by Investor Growth Capital, Draper Fisher Jurvetson and Updata Partners as well as in its subsequent merger with Datran Media, resulting in a combined company now known as PulsePoint

PopCap Games, Inc. an online gaming company behind such hits as Bejeweled, Plants vs. Zombies and Zuma, in its acquisition by Electronic Arts, Inc. for up to US$1.3 billion, comprised of cash at closing plus additional earnout payments

Selected fund formation

Qiming Ventures in its formation of Qiming Venture Partners III, L.P., a venture capital fund with US$450 million in aggregate commitments. This is the newest of the Qiming funds, which invest in Chinese companies and have over US$1 billion of assets under management

Selected company-side financings

6fusion, Inc., a provider of cloud infrastructure-as-a-service technology, in its US$9 million Series B financing by Grotech and Intersouth Partners

Avalara, Inc., a SAAS provider of sales and use tax automation solutions, in its US$21 million preferred stock financing led by Sageview Capital

CareCloud Corporation, a provider of a cloud-based system for managing physicians’ offices, in its US$20.1 million Series A financing led by Intel Capital and Norwest Venture Partners

Joulex, Inc., an energy usage management and monitoring company led by the former management team of ISS, in its US$17 million Series B financing by Sigma Partners, Flybridge and Intel Capital

Petfooddirect.com (Pet360), an online pet information, community and commerce company, in its US$18 million Series B financing led by Updata Partners and LLR Partners

Salsa Labs, Inc., an SAAS provider of online organizing and communications tools, in its US$5 million Series A financing from Edison Ventures

Selected investor-side financings

Edison Ventures in its US$4 million Series A investment in Lifebooker, Inc., a NY-based online marketplace of discounted premium services, daily offers and real-time inventory optimization

GRP Partners, Kleiner Perkins Caufield & Byers and Matrix Partners in their US$15 million Series C investment in Gogii, Inc., the provider of social messaging application provider textPlus

Ignition Venture Partners in its investments in Hipmunk, Couchbase and ScaleXtreme

Institutional Venture Partners and New Enterprise Associates in their US$20 million Series D investment in Clearspring, Inc., the creator of the social content sharing tool AddThis


Tuesday, November 29, 2011
DLA Piper – New York

Please join us in New York City as a panel of advisers provides insight into venture capital funding trends and the findings of the Q3 2011 MoneyTree Report from PricewaterhouseCoopers and the National Venture Capital Association. For more information and to reserve a place, please contact Venus Figueroa.

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