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Taavi Annus advises public and private companies and individuals on a broad range of corporate and securities matters across a variety of industries. His clients range from start-up companies to large public corporations, including venture capital funds and other investors.  He regularly advises clients on private and public financings, complex commercial transactions, mergers and acquisitions, joint ventures, corporate governance, shareholder activism and securities laws compliance.

Mr. Annus works frequently on cross-border matters.  He regularly advises clients doing business in Estonia, including Estonian-based startups and mature companies entering U.S. markets as well as U.S.-based companies doing business in Estonia.

Practices

Representative Experience

Emerging Businesses and Venture Capital

  • Medical device company since its formation through the sale of the company to a strategic acquiror, including in connection with convertible note and Series A Preferred Stock financings and day-to-day operations.
  • Venture capital fund in its investments in more than 20 portfolio companies in various sectors, including agtech, software and healthcare.
  • Strategic investor in a cross-border Series A Preferred Stock investment in an agricultural software company and later acquisition of the same company by the investor.
  • Strategic investor in a Series A Preferred stock investment of a Caymans-registered early stage company in health informatics sector, various related transactions and subsequent acquisition of majority interest of the company.
  • Direct-to-consumer apparel company in multiple venture-backed financing rounds.
  • Natural language processing text analytics company in its multiple financing rounds by venture funds and strategic investors.
  • Company developing AI-based contract negotiation platform in its financing and general corporate matters.
  • Growth stage investor in its late stage investment in a nutrition technology company.
  • Private investor group in connection with an investment in Class A LLC interests of a company providing sales, technology and recruiting services to property owners, operators, and developers.
  • Medical device company in connection with sales of Series C Preferred Stock and convertible notes, as well as throughout the IPO process (withdrawn shortly before pricing).
  • Founder team in sale of part of its equity to a venture fund specializing in secondary transactions.
  • Agricultural development stage company in connection with a sale of Series D Preferred Stock to a strategic investor, with an option to purchase further equity.

Corporate Finance and Securities

  • Advice to public companies regarding shareholder activism, Rule 14a-8 proposals, takeover defense planning, proxy contests, and shareholder rights plans.
  • Agricultural company in connection with its registered offerings of $4.5 billion of senior notes and of $365 million of senior notes trading on GreTai Securities Exchange in Taiwan.
  • Private equity fund in its preferred stock mezzanine investment in a company operating a real estate portfolio.
  • Consumer products company in connection with several Rule 144A/Regulation S offerings of senior notes and common stock.
  • Reinsurance company in connection with its registered offering of $400 million of fixed-to-floating rate subordinated debentures trading on the NYSE.
  • Medical device company in its at-the-market common stock offering program and an offering of common stock in a “registered direct” offering.
  • Industrial equipment company in its initial public offering.
  • Public health care sector company in a registered $900 million block trade by its stockholders and a concurrent $300 million repurchase by the company from the stockholders.
  • Advice to private companies on federal and state securities compliance relating to complex equity compensation plans and arrangements.

Mergers and Acquisitions, Joint Ventures, Corporate Restructurings; Complex Commercial Transactions

  • Public health care sector company in a divestiture of a specialized therapy business through auction process involving private equity and strategic bidders.
  • Management and founder team in structuring and documenting the rollover equity in a sale of the company to a private equity fund.
  • A publicly traded company in its outsourcing of the marketing function.
  • European manufacturer in the formation of a joint venture with U.S. partner.
  • Independent directors of a publicly held health care services company in its sale to a publicly held competitor for cash and stock.
  • Publicly held food sector company in connection with a spin-off of a division that included the issuance of $775 million of high yield notes under Rule 144A/Regulation S by the spin-off company.
  • Various public and privately held companies in domestic and international entity restructurings involving mergers, stock and asset transfers and other transactions.

Publications

  • “Scheme Liability Under Section 10(b) of the Securities Exchange Act of 1934,” 72 Mo. L. Rev. 855, 2007.
  • “Regulating Contractors in War Zones: A Preemptive Strike on Problems in Government Contracts,” Briefing Papers No. 07-3 (Thomson/West), February 2007 (with C. Douglas Goins, Jr. and Gregory L. Fowler).
  • “Comparative Constitutional Reasoning: The Law and Strategy of Selecting the Right Arguments,” 14 Duke J. of Comp. & Int'l L. 301, 2004.
  • “Judicial Behavior After a Change of Regime: The Effects of Judge and Defendant Characteristics,” 38 Law & Soc’y Rev. 711, 2004 (with Margit Tavits).