News

12.27.2023

Sheppard Mullin’s Corporate practice has closed a variety of deals and transactions over the past few months:

Financings

• Represented an affiliate of Greenbacker, a leading investment adviser in the renewable energy, energy efficiency and sustainability industries, in its $25 million equity project financing commitment to fund Revolv’s deployment of hundreds of commercial electric vehicles and charging stations in the United States, a first of its-kind project in North America. The deal was led by partner Christine Hourcade-Hoefliger and associate Svein Hoexter, with invaluable assistance from partners Whitney Hodges, Paul Kaufman and Tony Toranto and associates Nathan Barbara, Michelle Ganotis, Darian Hackney, Megan La Tronica and Daniel Maroon. (November 16)

Licensing

• Advised Tharimmune, Inc. (NASDAQ:THAR), a clinical-stage biotechnology company developing a portfolio of therapeutic candidates for rare, inflammatory and oncologic conditions, in its exclusive worldwide licensing agreement with Avior Inc. d/b/a Avior Bio, LLC to develop, market and commercialize a clinical-stage asset, AV104 (to be renamed TH104 and hereinafter referred to as TH104). The deal was led by partners Jeffrey Fessler and Michael Orlando and associates Keren Baruch and Taylor Holmes. (November 6)

Mergers & Acquisitions

• Represented BitGo Holdings, Inc., (“BitGo”) in its acquisition of HeightZero. BitGo provides the most secure and scalable solutions for the digital asset economy, offering regulated custody, borrowing and lending and core infrastructure to investors and builders alike.The deal team was led by partner Alexander Lazar, with invaluable assistance from partners Andrew Kreider and Matthew McCalip and associate Alexia Camperi. Tax aspects of the deal were handled by partners John Crisp and Keith Gercken. Partner Dmitriy Chelnitsky and associate Brian Egan advised on executive compensation aspects. (October 17)
• Advised Havencrest Capital Management, a Dallas-based healthcare private equity firm, in its acquisition of Focus Staff Services, a leading provider of temporary workforce solutions in the healthcare marketplace. The deal was led by partner Bijal Vira and associates Robert Kay and Ehi Borha. (November 2)

Public Offerings

• Represented Sidus Space, Inc., a multi-faceted space and data-as-a-service company, in its $2 million registered direct offering of Preferred Stock and concurrent private placement of Warrants. The deal was led by partner Jeffrey Fessler and special counsel Sean Reid. (October 12)
• Advised Tharimmune, Inc. in its $10 million public offering of Common Stock. The deal was led by partner Jeffrey Fessler and associates Nazia Khan and Emily Mastoloni. (November 30)
• Represented The Benchmark Company as underwriter in connection with ImmunoPrecise Antibodies Ltd.’s $1.265 million public offering of Common Shares. ImmunoPrecise Antibodies (NASDAQ: IPA) is a biotherapeutic research and technology group that leverages systems biology, multi-omics modeling and complex artificial intelligence systems to support its proprietary technologies in bioplatform-based antibody discovery.The deal was led by partner Richard Friedman and included partner Stephen Cohen. Intellectual Property aspects were handled by partner Jing Liu and associate Paul Chang. (December 11)

Private Placements

• Advised TC BioPharm (Holdings) plc, a clinical stage biotechnology company developing platform allogeneic gamma-delta T cell therapies for cancer, in connection with a $3.5 million private placement of Common Stock. The deal was led by partners Richard Friedman and Stephen Cohen and associate Emily Mastoloni. (December 22)

• Represented Netcapital, Inc., a digital private capital markets ecosystem, in connection with a $4.0 million private placement of Common Stock and Warrants. The deal was led by partner Richard Friedman, special counsel Gregory Carney and associate Hannah Zelcer. (December 27)

Trading on OTCQX Best Market

• Sponsored AmeriGuard Security Services Inc. (OTCQX: AGSS) (“AmeriGuard”), a Fresno-based nationwide private security services corporation providing several security services to commercial, residential, government and military clients, in qualifying to trade on the OTCQX Best Market. The deal was led by partner Jeffrey Fessler. (October 31)