Matthew S. Brown. Partner West Monroe Street Chicago, IL Practices. Industries.

Transcription

1 Matthew S. Brown Partner West Monroe Street Chicago, IL Practices FOCUS: Corporate Entrepreneurial Ventures Corporate Governance Mergers and Acquisitions Private Equity Securities Industries Technology Education JD, Georgetown University Law Center BA, Connecticut College, magna cum laude, Phi Beta Kappa Bar Admissions Illinois Matthew S. Brown is head of Katten's Entrepreneurial Ventures practice and represents a wide range of businesses, entrepreneurs and investors in mergers and acquisitions, venture and angel capital financings, public securities offerings, reporting and compliance, governance and general corporate matters. He also counsels directors and special committees in connection with special transactions and investigations. Matt has counseled clients from start-up and initial organization through angel and growth equity fundings, redemptions and recapitalizations, initial and follow on public offerings and multibillion dollar liquidity events. His clients have been in varied businesses, including enterprise software, Internet commerce platforms, air to ground telephone service, ed-tech and e-learning, for-profit education, big box retailers, industrial chemical distribution, high speed printer manufacturing, IT services, major sports franchises, scrap yards, metal roll coating, food manufacturing and automated facilities maintenance services management. Matt was appointed by former Chicago Mayor Richard M. Daley to serve on the Mayor's Council of Technology Advisors and served for two years as co-chair of the Access to Capital Working Group. He has served on the Board of Directors of the Chicagoland Entrepreneurial Center since its inception and helped establish Chicago's 1871, one of the most ambitious incubator projects in the country, which is home to more than 225 digital start-up companies. Selected Experience Equity Funding Representation of SMS Assist, LLC, an automated facilities maintenance services manager, in connection with subordinated debt financing with Granite Creek; growth equity and strategic financing with Compass Group PLC's Eurest Services division; growth equity financing transaction with New World Ventures and other strategic and high-net-worth investors. Representation of Eved LLC, an online marketplace for event planning, in connection with its growth equity financing from MK Ventures and New World Ventures. Representation of PrepMe LLC, an online test prep and e-learning business, in connection with equity funding by Lake Capital.

2 Representation of espark, Inc., an e-learning company, in connection with its formation and angel financing. Representation of BCV, a social media management services company initially focused on luxury hotels, in connection with its angel financing. Representation of Options Express, Inc., a consumer online options broker, in connection with its equity funding with Summit Partners. Representation of LiveOne Group, Ltd., an online community experience company, in connection with its organization and angel financing. Representation of Philo Broadcasting, Inc. in connection with its organization and angel financing. Representation of Installshield, a software installation company, in connection with its equity funding with Summit Partners, NEA and other institutions. Representation of Platinum Technology, an enterprise software business, in connection with equity funding by Frontenac Partners and others, and numerous equity funding transactions. Representation of the founders of ThinkTelevisual, LLC in connection with its organization and equity funding. Representation of Capital H Group, an HR advisory firm, in connection with its formation and equity funding. Representation of Airfone, Inc., the first air-to-ground phone company, in connection with equity funding. IPOS and Public Offerings Representation of Platinum Technology, Inc., Sportmart, Inc., Zebra Technologies, Inc., Divine Interventures, Inc., Nanophase Technologies Corporation in connection with IPOs and public offerings. M&A Representation of Material Sciences Corporation (NASDAQ: MASC) in connection with its sale to New Star Metals, Inc., a portfolio company of Insight Equity Holdings LLC. Representation of Brenntag North America and subsidiaries in connection with multiple purchases of chemical distribution businesses. Representation of Technical Concepts, LLC, a manufacturer of hygienic hands-free plumbing and bathroom products, in its sale to Liberty Partners. Representation of the management of Leedsworld in connection with the sale of the Leedsworld business to Investcorp and its combination with the Polyconcept Group. Representation of Peco Pallet Holdings, Inc., a pallet rental business, in connection with its sale to The Pritzker Group. Representation of PrepMe LLC, an online test prep and e-learning business, in

3 connection with its sale of its adaptive learning and virtual classroom software to Ascend Learning's subsidiary, Jones & Bartlett Learning, LLC, and the sale of its test prep business to Naviance, a division of Hobsons. Representation of The Butler Company, a manufacturer of pre-engineered steel buildings, in connection with its sale to BlueScope Steel. Representation of Sterling Manufacturing, a hardware supplies manufacturer, in connection with its sale to the Stanley Company. Representation of Blaze Recycling & Metals LLC, a metal scrap yard and recycling business, in connection with its sale to BRM Acquisition LLC. Representation of Material Sciences Corporation in connection with the sale of its roll coating business to Roll Coater, Inc., a portfolio company of Willis Stein & Co. Representation of Flexera Software, an enterprise software company, in connection with its purchase of Managesoft. Representation of Platinum Technology, an enterprise software business, in connection with numerous private and public acquisitions and its sale to Computer Associates. Representation of Installshield, a software installation company, in connection with its sale to Macrovision. Representation of Parson Group, a financial consulting company, in connection with its sale to Management Consulting Group PLC. Representation of CVM Solutions LLC, an SAAS procurement management business, in connection with its sale to the Kroll Associates, Inc., division of Altegrity. Representation of WR/QFS FBO Holdings LLC in connection with its purchase of Galvin Flying Services, Inc.'s fixed base operator business, and its sale of the business to Landmark Aviation. Miscellaneous Representation of Carl Buddig & Company, a deli food manufacturer, in connection with its redemption of a family controlling shareholder. Representation of Edlong Dairy Flavors, a food flavoring company, in connection with its redemption of family shareholders. Representation of an independent trustee in connection with restructuring the founding family ownership of a significant block of a publicly traded stock. Representation of a founder's family which was a majority limited partner owner of a real estate holding limited partnership in connection with a dispute with the successor general partner and a REIT IPO. Memberships American Bar Association

4 Chicagoland Entrepreneurial Center, Board of Directors Clean Energy Trust, Advisory Board Les Turner ALS Foundation, Board of Directors The Chicago Bar Association Advisories SEC Proposes Rule Amendments to Permit General Solicitation in Rule 506 and 144A Offerings, Including Offerings by Hedge Funds and Other Private Funds (September 17, 2012) SEC Adopts Final Rules Regarding Conflict Minerals Disclosure (August 31, 2012) SEC Adopts Final Rule Requiring Exchanges to Establish Listing Standards Regarding Independence of Compensation Committees and Compensation Advisers (July 2, 2012) SEC Adopts Final Rules for Whistleblower Program under Dodd-Frank Act (June 2, 2011) SEC Adopts Final Say-on-Pay Voting Rules (January 31, 2011) SEC Adopts Final Rules to Enhance Shareholder Access to Companies' Proxy Materials (August 26, 2010) Dodd-Frank Wall Street Reform and Consumer Protection Act Corporate Governance and Disclosure Provisions (July 6, 2010) Senate Financial Reform Bill Would Impose Additional Corporate Governance and Disclosure Requirements (June 3, 2010) Proxy Vote Processing Issues: Over-Voting and Empty Voting (January 28, 2010) Communicating with Retail Shareholders: How Much Can an Issuer Say Outside the Proxy Materials? (January 21, 2010) Alerts for Shareholder Voting in 2010: Elimination of NYSE Broker Discretionary Voting in Uncontested Director Elections and Updates to RiskMetrics' US Policies Now Effective (January 12, 2010) SEC Adopts Enhanced Executive Compensation and Governance Disclosure Rules (January 7, 2010) Frequently Asked Questions Regarding the SEC's NOBO-OBO Rules and Companies' Ability to Communicate with Retail Shareholders (January 4, 2010) Alerts for Shareholder Voting in 2010: Broker Discretionary Voting and Updates to RiskMetrics' US Policies (January 4, 2010) Novel Action Raises Questions in Delaware on Stockholder Power to Directly Remove Officers (June 17, 2009) SEC Proxy Access Proposals Expected in May (April 30, 2009)

5 Delaware Supreme Court Reconfirms That Bad Faith Requires Intentional Dereliction (March 27, 2009) Numerous Proposed 2009 Amendments to the Delaware General Corporation Law Reflect Heightened Focus on Governance Issues (March 10, 2009) Avoiding Charges of Board Risk Assessment Impairment: SEC to Review Bank Boards' Risk Oversight (February 20, 2009) Stockholder Meeting Advance Notice Protections Do They Mean What You Think? (September 2008) Newsletters Author Corporate & Financial Weekly Digest (Weekly) Speaking Engagements & Presentations Speaker, Crowdfunding and General Solicitation Startup Sessions: First Round, Chicago, Illinois (December 4, 2013) Panelist, Key Issues In Negotiating Preferred Stock Investments and Exits 2013 American Bar Association Annual Meeting, San Francisco, California (August 8 13, 2013) Sports Tech Entrepreneurs Play Ball: Big Data Analytics and Digital Media in the Sports Industry, Panel Moderator, 1871, a digital incubator firm, Chicago, Illinois (July 30, 2013) Panelist The JOBS Act: Implications for Start-Up Funding, Chicago, Illinois (May 22, 2012) Presenter Corporate Governance in 2009: "Change You Can Believe In" (May 7, 2009) Speaker New Challenges Facing Boards of Directors in the Economic Crisis, Chicago, Illinois (May 7, 2009)