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Eric A Koester

Eric Koester’s Legal Cases

4 total

  • Ironport-Cisco Merger

    Practice Area:
    Mergers & Acquisitions
    Date:
    Jun 30, 2007
    Outcome:
    Acquisition by Cisco of IronPort for $830M
    Description:
    Cisco Systems said Thursday it would buy security software marker IronPort in a deal valued at US$830 million. The deal marks Cisco's attempt to move from the core network infrastructure into the field of application security. IronPort specializes in appliances and related software to handle security for messaging, solutions that wrap in enterprise spam and spyware protection. http://www.crmbuyer.com/story/54992.html?wlc=1222320262
  • Medio Systems Series B Financing

    Practice Area:
    Securities Offerings
    Date:
    Nov 16, 2006
    Outcome:
    Medio raises $30M in Series B Financing
    Description:
    Medio Systems, the leading provider of mobile search and advertising solutions, announced today that it has received $30M in Series B funding from Accel Partners in Silicon Valley and London, and returning investors Mohr Davidow Ventures, Frazier Technology Ventures, and Trilogy Equity Partners. Medio will use the funding to advance its lead in the mobile search space, develop new products, enhance its core advertising platform, expand sales and operations for both wireless operators and advertisers and grow its presence in the European and Asia-Pacific geographies. http://www.fiercewireless.com/story/release-medio-raises-30m-in-second-round-of-vc/2006-11-16
  • EnerG2 Series A Financing

    Practice Area:
    Venture Capital
    Date:
    Oct 29, 2008
    Outcome:
    EnerG2 closed an $8.5 million Series A financing
    Description:
    EnerG2, an advanced materials company in Seattle, has closed an $8.5 million round of Series A financing, led by Kirkland, WA-based OVP Venture Partners and Palo Alto, CA-based Firelake Capital Management, according to multiple sources familiar with the deal. The news suggests that energy venture deals could be hot, even in the midst of a cold recession. EnerG2 was founded in 2003, with technology from the University of Washington. The company is developing novel materials—synthetic carbon powder, carbon monoliths, nanocomposites, and others. It intends to use the stuff for applications like natural gas storage, hydrogen storage, more efficient solar cells, and “ultracapacitors” to replace traditional batteries, according to its website. EnerG2 is targeting customers in industrial, consumer electronics, and automotive sectors who need more efficient energy storage. The startup is led by CEO Rick Luebbe, chief operating and financial officer Chris Wheaton, and vice president of research and development Aaron Feaver. Feaver did his undergraduate studies at the University of Illinois at Urbana-Champaign (always nice to acknowledge a fellow Illini alum), and came to the Seattle area in the late 1990s to work at Boeing. He co-founded EnerG2 while pursuing his Ph.D. at the UW, working with Guozhong Cao, a professor in the materials science and engineering department. Feaver and Cao’s work included research on material-processing techniques to create new electrochemical properties at the nano scale (billionths of a meter). In 2004, EnerG2 formed a partnership with Cao to study carbon-based nanomaterials for storing energy and other applications. The work was initially funded by a $240,000 grant from the Washington Technology Center, a state-supported economic development agency that finances applications of university research. EnerG2 has also been funded by the U.S. Department of Energy, National Science Foundation, Pacific Northwest National Laboratory, and the UW Center for Nanotechnology. The EnerG2 venture deal speaks volumes about the commercial promise of energy storage technologies, and the vibrancy of the local energy startup scene—particularly for technologies coming out of the UW. It also strikes me as a very smart deal for OVP, which has at least four cleantech companies in its portfolio—Carbonflow, Coda Genomics, M2E Power, and Tigo Energy—but none in the Seattle area until now. The 25-year-old venture firm has a couple of nanotech investments as well, but they are more on the biology side. OVP couldn’t talk about their latest deal just yet, but I hope to follow up with them in-depth soon.
  • Thornburg Mortgage Convertible Debt Financing

    Practice Area:
    Debt & Lending Agreements
    Date:
    Mar 31, 2008
    Outcome:
    Raised $1.35 billion in private placement of debt
    Description:
    Thornburg Mortgage, Inc. (NYSE: TMA) today announced that it has completed its previously announced offering to raise $1.35 billion from the sale of senior subordinated secured notes, warrants to purchase common stock and a participation in certain mortgage-related assets. The company has received $1.15 billion of the proceeds from the offering. The remaining $200 million of the offering proceeds is being held in escrow and will be delivered to the company upon the successful completion of a tender offer for its preferred stock, as described below. The company's senior subordinated secured notes, which are scheduled to mature on March 31, 2015, have an annual interest rate of 18%, which will be adjusted to 12% upon shareholder approval of an increase in the number of authorized shares of capital stock that the company may issue to 4 billion shares and the successful completion of a tender offer for its preferred stock, as described below. Each purchaser of these notes also received initial detachable warrants to purchase shares of common stock, which are exercisable at a price of $0.01 per share. These warrants, in the aggregate, will be equal to approximately 39.6% of the currently outstanding fully diluted shares of the company after giving effect to all anti-dilution adjustments under all existing instruments and agreements. The company sold $1.15 billion aggregate principal amount of the notes and the detachable warrants for an aggregate purchase price of $1.05 billion. In addition, the company and the investors in the new notes have entered into a 7-year Principal Participation Agreement whereby the investors have paid the company $100 million and, in return, the investors will receive monthly payments in the amount of the principal payments received on the company's portfolio of mortgage securities and other assets constituting collateral under the Override Agreement described below, after deducting amounts due under the financing agreements that relate to such assets. Investors will be entitled to receive these payments from the March 16, 2009 expiration date of the Override agreement through March 31, 2015, the maturity date of the Principal Participation Agreement. At the maturity date of the Principal Participation Agreement, the investors will receive the mark-to-market valuation of the collateral after deducting the then outstanding balances of the financing agreements that relate to such collateral. The Principal Participation Agreement may be terminated before the 7th year anniversary, at the company's option, upon the occurrence of a shareholder vote to increase the number of authorized shares, the purchase by the company of at least 90% of the outstanding preferred stock in the tender offer described below and the issuance of the additional warrants as described below. Upon approval of the company's shareholders of an increase in the number of authorized shares of capital stock, the purchase by the company of at least 90% of the outstanding preferred stock in the tender offer described below and termination of the Principal Participation Agreement described above, those investors who are participants in the Principal Participation Agreement and those who have subscribed to the escrow fund, if such funds are used (both as described below) will then receive additional warrants such that the additional warrants, together with the initial detachable warrants will be exercisable for shares of common stock that constitute 87.8% of the fully diluted equity of the company after giving effect to the issuance of warrants to purchase 5% of the company's common stock on a fully diluted basis in the tender offer and all anti-dilution adjustments under all existing instruments and agreements. (If warrants are not issued in the tender offer, the initial and additional warrants would constitute 90% rather than 87.8% of the fully diluted shares outstanding.) Upon the occurrence of these events, the investors will receiv