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Published by Abrar_Ashraf

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Published by: Abrar_Ashraf on Sep 03, 2010
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183 Vista Oak Drive
Longwood, Florida 32779


I assist clients in protecting, monetizing and financing technology, intellectual property and other assets by creatively and practically structuring corporate, securities and proprietary rights transactions. By applying my unique combination of securities and transactions experience, executive turnaround management success at an electronic medical records company, and the skills gained from hundreds of corporate, technology and investment matters, I guide clients to the rewards of innovation and entrepreneurship.

My experience includes serving as lead counsel for more than 150 business entities in negotiating and
closing a wide variety of transactions which include
Representing communications, biotechnology, medical device, imaging, solar energy, digital media,
and simulation clients and investors in connection with the financing, development
commercialization of technology .

Preparing securities underwriting agreements and registration statements in connection with primary and follow-on public offerings. Structuring multiple private placements of equity and debt securities. Negotiating secured and mezzanine financing and credit facilities.

Primary Counsel and business advisor to 300 to 400 technology, university, healthcare, and
entertainment entities in documenting and negotiating all types of technology and multimedia
transactions including:

Multimedia content acquisition,
development and distribution

Representing public and private universities in

negotiating technology transfer and research and
development agreements and in preparing grant

Digital music distribution and
Television and film production and financing
Internet advertising, marketing and
affiliate arrangements
Music publishing, recording and
synchronization transactions
Software development, licensing, and
outsourcing agreements
Assisting hospitals and physician groups

regarding the cost-effective acquisition of
Electronic Health Records systems and related
meaningful use requirements

Patent licensing and commercialization
joint ventures
Representing public school districts in multi-
million dollar acquisitions of critical school
information systems
2006 to Present
Roetzel & Andress, Orlando, Florida
Practice Leader for Business Services, Technology Transactions, and Intellectual Property practices.
Significant matters addressed include:

Lead Counsel in $100M asset sale of a transportation logistics company to public entity and subsequent joint venture with International Olympics Committee. Negotiated unique earnout provisions yielding significant additional revenue and tax savings to client.

Corporate and Intellectual Property Counsel in patent portfolio acquisition. Also involved in, cross-licensing, joint venture transaction including follow on Series B financing with elite Silicon Valley venture capitalist. Negotiated very favorable valuation for client and dilution protections against subsequent “down round” financings.

Securities counsel to publicly listed broker-dealer in $300 million securitized bond offering. Prepared all transaction and indenture documents and performed as lead closing counsel for a large team of 10 attorneys and investment bankers in a multi-state closing of transaction.

Law Office of Terence F. Brennan, P.A., Longwood, Florida
2002 - 2006
Counsel, Bogin, Munns & Munns, Orlando, Florida
Legal counsel to technology, communications, financial, healthcare and entertainment clients.
Represented specialized pharmacy services company in $3M initial round financing and product
joint venture.

Business advisor and General Counsell to many digital media, medical imaging, simulation training and information systems clients in the development, protection, licensing and commercialization of intellectual property assets.

Performed consulting work with U.S. Department of Justice on several national security issues.
1995 - 2002
Holland & Knight, Orlando, Florida

Directed firm’s Corporate, Technology, Emerging Company, and Venture Capital Practice. Lead
Counsel on 60 acquisitions, mergers, restructurings, private equity, securities and technology
transactions involving publicly listed and privately held entities.
Representative matters included:

Represented the University of Florida in a joint venture with Proctor & Gamble in the development of a unique skin cancer treatment medication. Identified a complex tax problem arising from proposed licensing plan that was adverse to the client and caused a restructuring of the transaction to include terms more favorable to the University

Represented nuclear pharmaceutical company in a complex three party merger transaction. Lead intellectual property counsel regarding patent and trademark licensing issues. Managed all Blue Sky securities issues in follow on offering of securities in surviving merged entity.

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