Michael S. Umansky

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Partner

Overview
Experience
Memberships
Speeches

Mr. Umansky is a partner in the Corporate Practice Group in the firm's Del Mar Heights office.

Areas of Practice

Mr. Umansky practices corporate law with a concentration on emerging growth and established technology and life sciences companies, venture capital and private equity investors, and entrepreneurs. Mr. Umansky has extensive experience in venture capital financings, strategic collaborations, commercial contracts, technology licensing, mergers and acquisitions, public securities offerings, and public company reporting and counseling. Prior to joining Sheppard Mullin, Mr. Umansky was a partner with a prominent national law firm. Mr. Umansky also has significant business experience, having served as vice president and general counsel for Linspire, Inc., a developer of Linux-based operating system software and services, and Gizmo5 Technologies, Inc., a venture-backed Internet telephony company. He is a member of the San Diego Venture Group and the American and San Diego County bar associations, and is co-chair of the AeA's San Diego Council Finance Roundtable and past chair of its Emerging Growth Task Force.

Education

J.D., University of California, Berkeley, Boalt Hall School of Law, 1993, Associate Editor, California Law Review
B.S., University of California, Los Angeles, 1990, summa cum laude, Phi Beta Kappa

Admissions

California

Representative Private Financing Transactions

5i Sciences, Inc: Represented the company in connection with a $500,000 seed financing.
Avalon Ventures/AwarePoint Corporation: Represented Avalon Ventures in convertible note and warrant financing of AwarePoint Corporation.
Accentcare, Inc.: Represented the company in connection with a $12,000,000 Series B preferred stock financing.
Accentcare, Inc.: Represented the company in connection with a $24,500,000 Series C preferred stock financing.
Aesthetic Therapies Institute, Inc.: Represented the company in connection with a $500,000 bridge loan.
Arizeke Pharmaceuticals, Inc.: Represented the company in connection with a $16,800,000 Series C preferred stock financing.
Assistmatch: Represented the company in connection with a $250,000 Series A preferred stock financing.
Ceptyr, Inc.: Represented the company in connection with a $15,000,000 Series C preferred stock financing.
Chartone, Inc.: Represented the company in connection with a $24,000,000 Series E preferred stock financing.
Chartone, Inc.: Represented the company in connection with a $24,000,000 common stock and warrant financing.
Conforma, Inc.: Represented the company in connection with a $1,000,000 Series A-1 preferred stock and warrant financing.
Conforma, Inc.: Represented the company in connection with a $15,000,000 Series C preferred stock financing.
Forward Ventures/Ambit Biosciences: Represented Forward Ventures and other investors in connection with a $2,000,000 secured bridge loan to Ambit Biosciences.
Forward Ventures/Arizeke Pharmaceuticals, Inc.: Represented Forward Ventures and other investors in connection with a $2,800,000 secured bridge loan to Arizeke Pharmaceuticals, Inc.
Forward Ventures/Sagres Discovery: Represented Forward Ventures and other investors in connection with a $3,000,000 secured bridge loan to Sagres Discovery.
Linspire, Inc.: Represented the company in connection with its managed private placement through UBS.
Linspire, Inc.: Represented the company in connection with its $4,000,000 Series A-1 financing.
Merchandising Avenue: Represented the company in connection with a $900,000 bridge loan.
Merchandising Avenue: Represented the company in connection with a $4,135,000 Series A preferred stock financing.
Merchandising Avenue: Represented the company in connection with a $750,000 Series B preferred stock financing and debt restructuring transaction.
Nonstop Solutions, Inc.: Represented the company in connection with a $4,170,000 Series G preferred stock financing.
Nuvasive, Inc.: Represented the company in connection with a $2,200,000 bridge loan.
Nuvasive, Inc.: Represented the company in connection with a $12,000,000 Series B preferred stock financing.
Nuvasive, Inc.: Represented the company in connection with a $3,000,000 Series C preferred stock financing.
Nuvasive, Inc.: Represented the company in connection with a $1,500,000 bridge loan.
Nuvasive, Inc.: Represented the company in connection with a $30,000,000 Series D preferred stock financing.
Nuvasive, Inc.: Represented the company in connection with a $15,000,000 Series D-1 preferred stock financing.
Metallic Power: Represented the company in connection with a $6,600,000 Series B preferred stock financing.
Metallic Power: Represented the company in connection with a $18,000,000 Series C preferred stock financing.
Metallic Power: Represented the company in connection with a $13,500,000 Series D preferred stock financing.
QuestMark Partners: Represented QuestMark Partners in connection with a $10,000,000 series C investment in Ensenda, Inc.
SIPPhone, Inc.: Represented the company in connection with a $2,500,000 venture debt financing.
SIPPhone, Inc: Represented the company in connection with a $3,000,000 bridge loan.
Sorrento Networks: Represented the company in connection with a $50,000,000 Series A preferred stock financing.

Representative Mergers and Acquisition Transactions

Douglas E. Barnhart, Inc.: Represented the company in its $116,000,000 acquisition by Heary International, Inc.
Accentcare, Inc.: Represented the company in connection with its $1,600,000 acquisition of Comprehensive Home Care, Inc.
Chartone, Inc.: Represented the company in its $11,000,000 acquisition of Electronic Health Information, Inc.
Chartone, Inc.: Represented the company in its $7,500,000 acquisition of Moms Desk Commerce Corporation.
Endocare, Inc.: Represented the company in its $20,000,000 disposition of its cardiac product line to Cryocath Technologies, Inc.
Endocare, Inc.: Represented the company in its $36,000,000 acquisition of Timm Medical Technologies, Inc.
Endocare, Inc.: Represented the company in its $2,000,000 disposition of its urological prostheses product line to American Medical Systems, Inc.
Endocare, Inc.: Represented the company in its $2,700,000 disposition of its urinary incontinence product lines to SRS Medical Corp.
Ipivot: Represented the company in its $500,000,000 acquisition by Intel Corporation.
Nonstop Solutions, Inc.: Represented the company in its $10,000,000 acquisition of Supply Chain Solutions, Inc.
Nonstop Solutions, Inc.: Represented the company in its $8,000,000 acquisition of D.P. Hamacher & Associates, Inc.
Nonstop Solutions, Inc.: Represented the company in its acquisition of Evant, Inc.
Novex: Represented the company in its $66,000,000 acquisition by Invitrogen Corporation.
University Netcasting: Represented the company in its $8,000,000 acquisition by Student Advantage.
Represented sellers of major international irrigation equipment and products manufacturer in $82 million sale to John Deere.

Representative Public Securities Transactions

Ligand Pharmaceuticals, Inc.: Represented the company in connection with a $50,000,000 zero coupon note conversion transaction.
Robertson Stephens, Inc.: Represented Bancboston Robertson Stephens, Inc., Banc of America Securities LLC, Paine Webber Incorporated and First Union Capital Markets in the $40,000,000 initial public offering of Charlotte Russe Holding, Inc.
Linspire, Inc.: Represented the company in its initial public offering filings.

Memberships

American Bar Association
San Diego County Bar Association
Tech Coast Angels
U.C.S.D. Connect
Association of Corporate Counsel
AEA, San Diego Council Finance Roundtable, Co-Chair, 2007 to present
AEA, San Diego Council Emerging Growth Task Force, Chair, 2002 to 2004

Speeches

Moderator, "By The Numbers - The CFO Guide to Effective Board Meetings," American Electronics Association, San Diego, June 24, 2008
Speaker, "The Secrets to Negotiating Complex Corporate Alliances" and "Handling Sophisticated Financial Investments and Transactions," National Business Institute's
Biotechnology Ventures: Beyond the Basics Seminar, San Diego, California, May 21, 2008
Co-Speaker, "What Every GC Should Know About Shareholder Activism," ALM's 5th Annual General Counsel West Coast Conference, San Francisco, California, November 15, 2007
Panelist, VentureForth at UCSD Entrepreneur Conference, La Jolla, California, 2003