Summer 2010 Newsletter
Recent Projects
M&A: FLG represented a distributor of video security equipment in the sale of its business to a leading U.S. manufacturer of building products. FLG also represented the target company’s principal in negotiating his consulting agreement with the acquiring company.
Securities: FLG represented a rapidly growing technology company in a private placement of Series A convertible preferred stock to a group of venture capital funds and angel investors, led by Highline Venture Partners.
Trademarks: FLG negotiated a trademark co-existence agreement between U.S. and EU trademark holders. This agreement permits our client to continue to sell a new product line in Europe, while protecting its retail brand in the United States.
Domain Name Arbitration: FLG successfully obtained a high-priced domain name for a client through ICANN arbitration against a cyber-squatter.
Distribution Agreement: FLG is representing an Asian company in negotiations to secure exclusive distribution rights for a line of health and beauty products manufactured in the United States.
Commercial Leases: To accommodate our clients’ growth, we have negotiated several new leases with large commercial landlords in New York City. In several instances, our clients preferred to add space in their current buildings, in order to avoid disruptive relocation and to take advantage of favorable lease terms. If you foresee needing more space in the near future, request a right to sublet a portion of the space, so that the additional space is there when you need it on short notice.
Talent Management: FLG has been engaged to manage the international career of Rinko Kikuchi, a Japanese actress best known for her Oscar-nominated performance in Babel (2006). Rinko’s new film, Norwegian Wood, the first screen adaptation of a Haruki Murakami novel, is opening at the Venice Film Festival in September. In July, FLG’s managing partner, Iliya Fridman, accompanied Rinko to the Paris Cinema Film Festival, which honored her with screenings of “Map of the Sounds of Tokyo” (2009) and several of her other films. (See also the Upcoming Events section below) 1
Business Immigration: Recently, FLG obtained an EB-1 (exceptional ability) green card for a Brazilian graphic designer, as well as several O-1 (extraordinary ability) and H-1B work visas for our clients’ employees.
Changes in the Law
New “Accredited Investor” Standard: On July 21, 2010, President Obama signed into
law the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Act”). The Act has adopted a new definition of “accredited investor” in Regulation D to provide that an accredited investor is one whose net worth, individual or joint with the spouse, at the time of purchase, is $1,000,000, excluding the value of a primary residence. Previously, the net worth had to be $1,000,000, including the value of a primary residence. This change is effective immediately upon enactment of the law. When raising a limited amount of capital, Regulation D does not require companies to provide disclosures to accredited investors. However, if offers are made to non-accredited investors, then companies have to provide extended disclosures about their business, industry, risks and also their financial statements. There are other ways for investors to qualify as “accredited” which have remained unchanged, such as by having earned $200,000 (or $300,000 together with the spouse) in each of the past 2 years. Still, this change makes it more difficult for privately held businesses to raise money, since the pool of accredited individuals has shrunk and providing extensive disclosures for non-accredited investors can add significant costs.
Rising H-1B Costs: On August 13, President Obama signed into law a $2,000 increase in the filing fees for H-1B work visa applications by companies with over 50 employees, more than half of whom are on H or L visas. While this fee hike should not affect the majority of U.S. businesses, it indicates an alarming trend in government policy.
Upcoming Events at 287 Spring Exhibition
“Mangdala” by Hiroki Otsuka: On September 30, 2010, continuing our tradition of lending our ground-floor space to curators and artists, we will open an exhibit by a renowned Manga artist Hiroki Otsuka. Coming on the heels of Hiroki’s shows at Japan Society and galleries in Brooklyn and Berlin, this exhibition will feature brand-new works created specifically for our space. The exhibition is curated by FLG’s friend and client, Matthew Waldman of Nooka (www.nooka.com). You can find a press release for the show here —
http://www.fridmanlawgroup.com/mangdala.
“Business People Who Code” Meetup: On August 5th, 2010, FLG hosted the first monthly Business People Who Code meetup. The session was entitled “Intro to C-Programming”. We may also host the next meetup on September 2, 2010 at 7PM. For more detailed information, please visit: www.meetup.com/Business-People-Who-Code.
Film Screening – “Map of the Sounds of Tokyo”: We are going to screen this beautiful film directed by Isabel Coixet (nominated for Best Director at Cannes last year), starring Rinko Kikuchi. Please check our website for the exact date and time. You can view a trailer here: http://www.nipponcinema.com/trailers/map-of-the-sounds-of-tokyo-jp/.
For more information, please visit us at www.fridmanlawgroup.com.
