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From initial idea to opening bell—and every step in between—our Emerging Growth Team has experience in handling the challenges start-up companies may face along the way. We know you need a legal team that understands where you are and where you want to go. We are the team that recognizes the pressures of the market and the innovation and initiative that brought you to this point. We work closely with emerging growth companies, as well as with angel investors and venture capital firms that help finance the entrepreneurial ecosystem.

We assist start-ups across their life cycle, from business formation issues to mergers and acquisitions. We also counsel on the capital-raising process, including private placements such as angel and venture round financing, mergers and acquisitions; and additional business, tax, and accounting issues, along with risk management and intellectual property protection. We regularly advise private equity, venture capital, and angel investors in performing proper and extensive legal and financial due diligence of portfolio company acquisition and investment opportunities. You innovate. We do, too.

When you work with Woods Rogers, you’re working with one of the largest groups of Emerging Growth attorneys at a Virginia-based law firm. Our team has been on the inside and we know firsthand the demands entrepreneurs face. We also know what it is like to manage a growing company. Five of the team’s attorneys bring prior experience as in- house general counsel to their work. In addition, prior to joining Woods Rogers, two of the attorneys were successful entrepreneurs who created rapid-growth companies, raised capital, and successfully exited their ventures.

Our experience combines deep understanding of our client’s business and a shared entrepreneurial spirit. We thrive on connecting our knowledge with resources and scale to see emerging growth companies, partners, investors, and the VC communities succeed together.

We invite you to learn more about our work. We have counseled and advised emerging companies in the following spaces:

Biotechnology Marine and Online Education Life Sciences Computer hardware Renewable Energy and software Micro-electronics Breweries, wineries Fiber optics Mobile marketing and distilleries

Our lead representation of private equity and venture capital funds and fund sponsors, managers, and investment advisers includes:

• Turn-key structuring of fund formations (including management company structuring)

• Structuring of single-asset funds

• Formation of parallel investment vehicles and structuring of employee co-investment funds

• Fund marketing

• RIA compliance

• Joint ventures

• Thorough knowledge of general organizational matters—along with negotiating terms and side letters with prospective investors and closing subscriptions; we also work on offerings, investments, acquisitions, dispositions, and divestitures with respect to portfolio companies and other fund investments and financings

• Counseling on all phases of the life cycle, from start-up and formation to market fit, to pre-venture guidance, IP protection, scale, maturity, and finally, exit strategies In specific  experience, Represented a public company in sale of a cybersecurity division we have:

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Represented regionally focused Represented an emerging medical venture capital firms device company from formation to IP protection, raising seed fund, and venture capital financing  Represented industrial companies  making venture capital investments in

their business sector Advised a mobile loyalty technology start-up from formation to its equity raise of more than $5 million  Represented undergraduate and  graduate students in starting companies and obtaining angel financing Assisted angel investment groups with corporate and IP due diligence matters

 Represented a start-up developer of utility-grade wind projects through its Represented a Northern Virginia start- majority equity investment by a global up computer hardware reseller through renewable energy investor Series A, B, and C financing rounds Advised a European fitness club franchise from formation to accessing Represented a Virginia-based private the public capital markets in the U.S. equity fund manager focused on the bio-pharmaceutical industries with respect to the structuring, offering, negotiation and closing of its largest fund 

Represented a syndicate of prominent  global private equity sponsors in establishing a new start-up asset

Advised a private equity firm on the management platform in the global creation of a new fund and on its real estate industries acquisition of an entertainment franchise

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Represented a NASDAQ-listed Represented a top-tier private equity technology company in the merger fund in its roll up of three rapid- and acquisition of another NASDAQ- growth microelectronic component listed technology company in the manufacturers optics space cybersecurity division

  Advised a mobile and web-enabled “gig economy” start-up from formation Represented an online education to a seed, convertible note and equity start-up company in structuring and round of financing totalling more than negotiating its sale to a leading private $5 million in the aggregate equity fund Emerging Growth companies have sophisticated Intellectual Property needs.

Several of the group’s attorneys have IP experience in identifying trade secrets and protecting and commercializing assets through copyrights and trademarks. Patent work is led by a registered patent attorney. The IP practice team has:

• Provided corporate and IP counsel for many emerging companies, including in the areas of biotechnology, energy, hardware and software development, and electrical and mechanical engineering

• Advised a start-up Central Virginia extendable trailer company with protecting its intellectual property and structuring its organization and the partnership among its founders, manufacturers, and investors

• Advised an early stage data analytics company on workforce management and trade secret protection

• Negotiated license and development agreements between technology companies and Fortune 500 companies

• Negotiated licenses for start-up companies at higher education tech transfer offices, including the University of Virginia and Virginia Tech

• Educated start-up clients about protecting IP and helped them mine for potential IP in order to start building an IP portfolio

• Advised angel investors in litigation with fellow investors over ownership interest in a start-up company, resulting in a successful settlement

• Advised start-ups in risk management related to potential or pending litigation Emerging Growth Attorneys

Talfourd H. Kemper Jr. Practice Group Leader

Zachary S. Agee Joshua F. P. Long

Brian Michael Brown Rob C. Masri

Susan E. B. Cook J. Benjamin Rottenborn

Corey S. Davis Eric J. Sorenson Jr.

Nathan A. Evans W. McIlwaine Thompson Jr.

Paul C. (PJ) Harris, Jr. Joshua R. Treece

Michael J. Hertz Autumn R. Visser

Brian S. Johnson Elizabeth Burgin Waller

R. Neal Keesee Jr.

More than 75 attorneys at Woods Rogers represent 19 practice areas and 100-plus related services. Woods Rogers PLC has served clients in Virginia and beyond since 1893.