2008 / 2009 representative transactions 2008 / 2009 representative

Who helps venture capitalists Q. turn strong ideas into strong businesses?

Manatt. A. Venture Capital Group. Innovative financing for innovative companies. Even in a tough year for raising capital, there was no shortage of innovative business ideas. At Manatt, we were pleased to help get some of these ideas up and running. From helping the world’s largest mobile analytics platform to expand, to working with a healthcare company whose new approach to primary care showed vast promise, we were there to offer timely counsel to the venture capital funds and entrepreneurs we support. Yes, there is change in the wind. Fewer deals are happening, and those that do go through involve lower funding levels than we saw in the recent past. The community has come under scrutiny by the federal government, with greater transparency and increased regulation presumably in the works. And the VC community has been caught between contracting liquidity and expanding oversight. But despite the altered landscape, attractive opportunities keep popping up. While many once-promising deals have been stalled by the recession, well-funded companies have been able to buy up orphaned ventures at bargain prices. What hasn’t changed is the need for sound legal counsel—the sort of strategic advice and creative solutions that Manatt regularly provides clients at every stage of capital funding. Whether you are the inventor of a new technology, an entrepreneur with a game-changing product, or a venture capitalist looking for the next great company to support, you need a legal team that can help you navigate the shifting VC landscape. Manatt can provide just such a team. Who can venture capitalists count on to see the difference Q. between an obstacle and a deal breaker? A. Manatt. Every deal has its obstacles, some more daunting than others. But when they threaten to become deal breakers, that’s when Manatt attorneys show their creative side.

As a green technology company, NEI Treatment Systems, LLC, had just the kind of bright future that appeals to Black Diamond Ventures. It also had a rather unusual company structure that was a challenge for potential investors. Black Diamond turned to Manatt for counsel. Our venture capital attorneys helped Black Diamond form a single-purpose fund, then represented that fund as it raised capital from investors. We structured the deal to take maximum advantage of the peculiarities of the applicable tax and limited liability company laws. We performed the due diligence, negotiated the final terms, and closed the deal. We liked the deal so much, we even invested in the fund ourselves. In some deals, the time pressure can be fierce. Manatt attorneys start from the premise that the transaction will get done by the drop-dead date—no matter what. Then they work backwards from there.

Draper Fisher Jurvetson discovered an unusual but time-sensitive opportunity to partner with the government of China’s Changzhou Province in the formation of a Renminbi/yuan-denominated cleantech investment fund—an RMB Fund. The deal was put together under extreme time pressure due to the close of the 2009 calendar year and the lapsing of administrative approvals. Manatt venture capital attorneys helped Draper Fisher Jurvetson to establish a structure for this RMB fund, to negotiate the terms of the fund with its Chinese partner, to retain local counsel to assist in the Chinese- language documentation, and to steer both parties to a successful closing. Who sees extreme time Q. pressure as an opportunity to shine? A. Manatt. Capella Photonics, Inc. Wigix, Inc. Series B Preferred Stock Financing Series A Preferred Stock Financing

Counsel to the Investor, Counsel to the Investor, Black Diamond Ventures Draper Fisher Jurvetson January 2008 January 2008

ShareThis, Inc. Patient Safety Technologies, Inc. Series B Preferred Stock Financing Senior Secured Notes and Warrants Financing

Counsel to the Investor, Counsel to the Investor, Draper Fisher Jurvetson Arizona Bay Technology Ventures February 2008 February 2008

ProPlayerConnect.com, Inc. DFJ Mercury II, L.P. Series A Preferred Stock Financing Formation of Texas-Based Venture Capital Fund

Counsel to the Investor, Arizona Bay Technology Ventures Counsel to the Fund February 2008 March 2008 Expo Communications, Inc. Redux, Inc. Series A-2 Preferred Stock Financing Series B Preferred Stock Financing

Counsel to the Investor, Counsel to the Issuer Draper Fisher Jurvetson March 2008 March 2008

Attainia, Inc. Command Information, Inc. Series D Preferred Stock Financing Series B-1 Preferred Stock Financing

Counsel to the Investor, Counsel to the Investor, Startup Capital Ventures Paladin Capital Group April 2008 April 2008

iBiquity Digital Corporation/ Vizu HD Radio Series A Prime Preferred Stock Financing Series D Preferred Stock Financing

Counsel to the Investors, Counsel to the Investor, New Venture Partners LLC and Grotech Ventures Draper Fisher Jurvetson April 2008 April 2008 mPlayit Black Diamond Ventures Series A-1 Preferred Stock Financing Formation of Black Diamond Ventures XV, LLC

Counsel to the Investor, New Atlantic Ventures Counsel to the Fund March and July 2008 May 2008

ClipSync DFJ InCube Ventures, L.P. Series AA Preferred Stock Financing Formation of Texas-Based Venture Capital Fund

Counsel to Counsel to the Issuer Draper Fisher Jurvetson June 2008 June 2008

Twistage, Inc. Yield Software Series B Preferred Stock Financing Series B Preferred Stock Financing

Counsel to the Investor, Counsel to the Issuer Draper Fisher Jurvetson June 2008 June 2008 eGuardian, Inc. Fonality, Inc. Series A Preferred Stock Financing Series D Preferred Stock Financing

Counsel to the Investor, Counsel to the Issuer DFJ Growth Fund August 2008 August 2008

QuickHealth, Inc. RichRelevance, Inc. Series B-1 Preferred Stock Financing Series C Stock Financing

Counsel to the Investor, Counsel to the Investor, Draper Fisher Jurvetson Draper Fisher Jurvetson August 2008 August 2008

kajeet, Inc. Sendio, Inc. Recapitalization and Sale of 8% Unsecured Convertible Series B-1 Preferred Stock Promissory Notes Financing

Counsel to the Investor, DFJ Growth Fund Counsel to the Issuer September 2008 September 2008 Mogreet, Inc. Mobis Transportation Alternatives, Inc. Series B Preferred Stock Financing d/b/a Bikestation 8% Convertible Senior Secured Promissory Notes Financing

Counsel to the Investor, Black Diamond Ventures Counsel to the Issuer May and October 2008 November 2008

Koofers, Inc. Mobile Commons, Inc. Series A Preferred Stock Financing Series A Preferred Stock Financing

Counsel to the Investor, New Atlantic Ventures Counsel to the Issuer December 2008 December 2008

Flurry, Inc. InfoNgen Series A-1 Preferred Stock Financing Series D Stock Financing

Counsel to the Investor, Draper Fisher Jurvetson Counsel to the Issuer January 2009 January 2009 Yodle, Inc. FinancialOS, Inc. Series C Stock Financing (Formerly XChange, Inc.) Series A-1 Financing

Counsel to the Investor, JAFCO Ventures Counsel to the Issuer January 2009 February 2009

Innotas Sendio, Inc. Recapitalization and Sale of Series B Stock Financing Series A Preferred Stock

Counsel to the Issuer Counsel to the Issuer February 2009 February 2009

Tunesat, LLC BrightSquid Inc. Preferred Unit Financing 10% Senior Secured Convertible Promissory Notes Financing

Counsel to the Investor, Counsel to the Issuer Arizona Bay Technology Ventures February 2009 March 2009 CloudCopy, Inc. Cyber-Rain, Inc. Series A Preferred Stock Financing Series A-1 Preferred Stock

Counsel to the Investor, Counsel to the Investor, Arizona Bay Technology Ventures Momentum Bridge & Opportunity Fund I, L.P. March 2009 March 2009

DFJ -VTB Aurora Grid Communication Services, Inc. Formation of Russia-Based Series A Preferred Stock Financing Venture Capital Fund

Counsel to Counsel to the Investor, Draper Fisher Jurvetson Arizona Bay Technology Ventures March 2009 March 2009

Ripple Enterprises, Inc. d/b/a Booeep Spine.com, Inc. 10% Senior Secured Promissory Series A Preferred Stock Financing Notes Financing

Counsel to the Investor, Counsel to the Issuer Arizona Bay Technology Ventures March 2009 March 2009 TrustMe Evolved, Inc. Foodbuzz, Inc. Series A Preferred Stock Financing Series B Preferred Stock Financing

Counsel to the Investor, Arizona Bay Technology Ventures Counsel to the Issuer March 2009 March and July 2009

DFJ Esprit Capital III, L.P. Tegu Formation of United Kingdom-Based Series A Preferred Stock Financing Venture Capital Fund

Counsel to Draper Fisher Jurvetson Counsel to the Issuer April 2009 April 2009

UltraCell Corporation OptionEase, Inc. Recapitalization Series A Preferred Stock Financing

Counsel to the Issuer Counsel to the Issuer April 2009 May 2009 Lucas Venture Group Rincon Venture Partners Formation of LVG I SPV, LLC Formation of Rincon Venture Partners, L.P.

Counsel to the Fund Counsel to the Fund June 2009 June 2009 (Final Closing)

Black Diamond Ventures Cold Brew Labs Formation of Black Diamond Seed Preferred Stock Financing Ventures XVI, LLC

Counsel to the Investor, Counsel to the Fund FirstMark Capital July 2009 July 2009

Draper Fisher Jurvetson iBiquity Digital Corporation/ Formation of Fund X HD Radio Series E Preferred Stock Financing

Counsel to the Investor, Counsel to the Fund New Venture Partners LLC July 2009 (First Closing) July 2009 Masher Media, Inc. NEI Treatment Systems, LLC Convertible Senior Secured Common Units Financing Promissory Notes

Counsel to the Investor, Counsel to the Issuer Black Diamond Ventures July 2009 June 2009

Qliance Quirky, Inc. Series A-1 Preferred Stock Financing Common Stock Financing

Counsel to the Investor, Counsel to the Investor, New Atlantic Ventures Arizona Bay, LLC July 2009 September 2009

Digital Performance, Inc. Outside.in Series B Preferred Stock Financing Series A-5 Stock Financing

Counsel to the Investor, Counsel to the Investor, Momentum Bridge & Opportunity Fund I, L.P. Union Square Ventures 2004, LP November 2009 November 2009 Apieron, Inc. DFJ Changzhou Clean Technology Convertible Promissory Notes Venture Capital Fund I and Warrants Financing Formation of China-Based Venture Capital Fund

Counsel to the Investor, Counsel to Draper Fisher Jurvetson Draper Fisher Jurvetson December 2009 December 2009

iChange Network, Inc. iCiX Series A Preferred Stock Financing Series B Stock Financing

Counsel to the Investor, Counsel to the Investors, Momentum Bridge & Opportunity Fund I, L.P. Draper Fisher Jurvetson and Starfish Ventures December 2009 December 2009

Tectura Corporation Series C Preferred Stock Warrants and Promissory Notes Offering

Counsel to the Issuer June and December 2009 Savvy counsel at every stage of financing.

In representing players on both sides of the table, SpecificA reas of Experience: Manatt’s Venture Capital and Emerging Companies Group brings a high level of deal-making experience • Fund formation and representation to companies at every stage of the business • Equity financings with venture capital, life cycle—from initial formation through market angel, and strategic investors leadership. • IPOs and other public offerings We focus on the representation of emerging • Debt financing companies in the technology, entertainment, and life sciences industries, and we maintain close • Intellectual property licensing and other working relationships with the capital funds, commercial agreements investment banks, and strategic investors that • finance these companies. • Joint ventures and strategic partnerships When you bring in Manatt, you have the full resources of one of the nation’s leading full-service • Employment and equity compensation law firms behind your company or investment fund. matters With the strategic perspective that comes from • Corporate governance decades of experience nurturing businesses in your • Tax and ERISA issues category, we can help you build stability into your business model, advising you on which rights to keep—and which to release—in exchange for the start-up capital you need. rior results do not guarantee a similar outcome. dvertising. P A dvertising. ttorney A ttorney

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