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MoFo Advises Washington Harbour on Acquisition of Outpost Mission Services

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Morrison Foerster advised Washington Harbour Partners, a private investment firm with a focus on national security, defense...

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Morrison Foerster advised Washington Harbour Partners, a private investment firm with a focus on national security, defense technologies, and cybersecurity, on its acquisition of Outpost Mission Services (formerly known as Radome Services), a New Hampshire–based provider of inspection, repair, and maintenance services for ground facilities that protect satellite, radar, and communications antennas at military and government sites.The MoFo team advising Washington Harbour was led by corporate partners Tyler Sewell and Astrid Menendez-Muharram and government contracts partner Damien Specht. The broader team included tax partner Dave Sturgeon, employment + labor partner Michael Schulman, national security partner James Brower, data, cyber + privacy partner Julie O’Neill, technology transactions partner Aya Eguchi, executive compensation + benefits of counsel Brooke Monahan, employment + labor associate Keniece Gray, corporate associates Dylan Moore and Jack Bick, and tax associate Seth Stowe.Read the <a href="https://www.prnewswire.com/news-releases/washington-harbour-partners-launches-outpost-mission-services-302663709.html" target="_blank">Washington Harbour press release</a>.

MoFo Advises Washington Harbour on Acquisition of Outpost Mission Services

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Tyler Sewell is a corporate partner in the firm’s Denver and Washington, D.C. offices, focusing his practice on advising clients on a broad range of corporate matters, with an emphasis on M&A and private equity transactions.Tyler has significant experience representing businesses and private equity funds (and their portfolio companies) in a broad range of corporate matters, including acquisitions, leveraged buyouts, joint ventures, growth equity investments, and divestitures. Clients rely on him for both his sophisticated legal counseling as well as his sharp business acumen.Tylier advises clients in all aspects of their investment activity across a wide variety of industry sectors, including aerospace, defense and government contracting; business services; technology (semiconductors, software, and Internet); consumer products; e-commerce; healthcare; industrials; and transportation.Prior to attending law school, he served as a surface warfare officer on the USS Russell and the USS Dwight D. Eisenhower.Representative Matters<ul dir="ltr"><li>Alpha Omega Integration, which specializes in digital modernization, AI, and cybersecurity,</li><ul><li>in its acquisition of SeKON Enterprise, which provides Federal health IT systems professional services advisory;</li><li>in its acquisition of Macro Solutions, an IT and management consulting firm.</li></ul><li>Astroscale U.S. in its acquisition of assets of Effective Space Solutions R&D</li><li>Aurotech in its acquisition by OpenGate Capital</li><li>B&A, a leading information technology systems integrator, in its investment from DFW Capital Partners. </li><li>Babel Street in its acquisition of certain assets of Dunami</li><li>Betterer Foods in its sale of RightRice to The Planting Hope Company</li><li>The Building People in its acquisition of InfoNarus</li><li>California Cryobank in its acquisition of Donor Egg Bank</li><li>CBRE Group in its acquisition of Tax Credit Group</li><li>Cydecor, Inc., which delivers mission-enabling technology solutions to national security and defense agencies, in its acquisition of Artel, provider of network solutions to the U.S. Government.</li><li>Continental Mapping Consultants in its acquisition by Bluestone Investment Partners</li><li>Definitive Logic in its acquisition of Digital Mobilizations</li><li>Envision Healthcare Holdings, Inc. (NYSE: EVHC), its operating subsidiaries and affiliates in multiple transactions, including the acquisitions of Guardian Healthcare Group; Life Line Ambulance Service; Phoenix Physicians; Emergency Medical Associates of New Jersey; Scottsdale Emergency Associates; Questcare Medical Services Emergency Physicians Medical Group</li><li>eTelligent Group in its strategic investment from IMB Partners</li><li dir="ltr">Excellere Partners in its investment in Concord Technologies</li><li>Genesis Water in a Series A investment</li><li>Grant Thornton, one of America’s largest audit, tax, and advisory firms, in the sale of its Public Sector Advisory practice to Guidehouse, a portfolio company of Veritas Capital and leading global provider of consulting services to the public sector and commercial markets.</li><li>Intelligent Software Solutions in acquisition of Xpect Software</li><li>Iovation in its acquisition by TransUnion</li><li>iPharma in its acquisition by Kindeva</li><li>KRG Capital Partners in multiple transactions, including, its acquisition of F.A. Richard & Co., its sale of Avizent to Abry and its sale of Tronair to Levine Leichtman</li><li>LinQuest in its acquisitions of Hellebore Consulting Group and Capability Analysis & Measurement Organization, LLC (CAMO)</li><li>L3Harris in its acquisition of Viasat Inc.’s Tactical Data Links (TDL) product line</li><li>Markon Solutions, a government consulting firm backed by Sterling Investment Partners,</li><ul><li>in its acquisition of Advanced Systems Engineering Corp., a small business that provides services in management, systems engineering, finance, cybersecurity and software development;</li><li>in its acquisition of JY Systems, which provides engineering and integration service for DoD;</li><li>in its acquisition of Leverage Information Technologies LLC (LIT), a software engineering and data science consultancy. </li></ul><li>McKesson Corporation in its acquisitions of Vantage Oncology LLC and Biologics, Inc.</li><li>Minerva Engineering in its acquisition by ManTech International</li><li>Mountaingate Capital in its strategic investment in Ignite Visibility and Ignite Visibility's acquisition of Integrated Digital Strategies</li><li>Novaria Group in its acquisition of Fitz Manufacturing Industries</li><li>onsemi in its acquisition of GT Advanced Technologies</li><li>RH in its acquisition of Waterworks</li><li>Sedgwick Claim Services in its acquisition of Managed Care Advisors</li><li>ShowingTime in its sale to Zillow Group</li><li>Sigma Defense Systems, a portfolio company of Sagewind Capital and a leading provider to DoD,</li><ul><li>in its acquisition of Juno Technologies, which specializes in delivering IT engineering, systems integration, software development, and technical support to the DoD;</li><li>in its acquisition of the business and IP of Sub U Systems.</li></ul><li>SoftBank Corporation in multiple transactions, including its acquisition of a controlling interest in Brightstar Corp. and its sale of its controlling stake in Finnish gaming company Supercell Oy to Tencent Holdings</li><li>Splunk, Inc. in its acquisition of Caspida, Inc.</li><li>Sweetwood Smoke & Co., maker of FATTY Smoked Meat Sticks, in its sale to Conagra Brands (NYSE: CAG), one of North America's leading branded food companies.</li><li>Telesis in its acquisition of Belcan</li><li>Tomkins Ltd. in multiple transactions, including its acquisition of Du-Tex; its divestiture of Dexter Axle to Sterling Partners and its sale of Aquatic US Holdings to Sterling Partners</li><li>Unilever in its acquisition of Dollar Shave Club</li><li>VariQ in its sale to Capgemi</li><li>Washington Harbour Partners in its over $60 million strategic growth investment in Raft LLC, a leading modern technology and data-focused, advanced software engineering firm that pioneers solutions for critical mission sets across the DoD.</li><li>Washington Harbour Partners and its portfolio company SIXGEN, a full-spectrum provider of cyber products, operations, and solutions,</li><ul><li>in their acquisition of Secure Enterprise Engineering, Inc., a leading provider of bespoke cybersecurity products and services across various domains;</li><li>in their acquisition of Boldend, developer of leading-edge cyber and electronic warfare solutions.</li></ul><li>Westfire, Inc. in its sale to Tyco SimplexGrinnell</li><li>Yahoo! in multiple transactions, including its acquisition of Brightroll</li><li>zipLogix in its acquisition by Lone Wolf Real Estate Technologies</li></ul>

Tyler Sewell

Partner

Astrid Menendez-Muharram is a corporate partner in the firm’s Miami office, focusing her practice on advising clients on a broad range of complex domestic and cross-border transactions, with an emphasis on M&A and private equity transactions, both in the United States and Latin America. Astrid has significant experience representing businesses and private equity funds (and their portfolio companies) in a broad range of corporate matters, including strategic mergers, acquisitions, joint ventures, growth equity and venture capital investments, and divestitures.Astrid advises clients in all aspects of their investment activity across a wide variety of industry sectors, including consumer and retail; defense and government contracting; food and agriculture; aerospace and transportation; business services; technology; and industrials.She speaks fluent Spanish.<h4>Representative Experience</h4><ul><li>Aurotech, a provider of digital services and business solutions for U.S. federal healthcare and adjacent civilian agencies, in connection with its acquisition by OpenGate Capital, a global private equity firm.</li><li>Autodesk in its acquisition of CAMplete, a developer of simulation and other software for machine tooling machinery.</li><li>Banco Inter S.A., a publicly traded Brazilian digital bank and its affiliates, in connection with its $157 million acquisition of Pronto Money Transfer Inc. (also known as “Usend”), a fintech company established in the United States and with subsidiaries in Brazil, Canada, and the United Kingdom.</li><li>Definitive Logic in connection with its acquisition, and related acquisition financing, of Digital Mobilizations, a digital transformation firm with market leading capabilities for enterprise-level digital transformation initiatives at the U.S. Department of Defense and U.S. Intelligence Community.</li><li>Divvy, a leader in spend management, in its sale to Bill.com (NYSE: BILL), a provider of cloud-based software that simplifies, digitizes, and automates complex back-office financial operations for small and midsize businesses (SMBs). The stock and cash transaction was valued at approximately $2.5 billion.</li><li>Dolphin Entertainment, Inc. (NASDAQ: DLPN), a leading independent entertainment marketing and premium content development company, in its acquisition of Shore Fire Media, Ltd., a public relations and media management firm based in Brooklyn, New York that specializes in music, entertainment and popular culture.</li><li>DPR Construction in connection with its acquisition of GE Johnson, a general contractor headquartered in Colorado Springs with projects in the healthcare, education, multi-family/hospitality, advanced technology, commercial office, public/Federal, and cultural markets.</li><li>onsemi (NYSE: ON), a leading supplier of intelligent power and sensing technologies, in connection with its acquisition of GT Advanced Technologies (GTAT), a producer of silicon carbide (SiC), for $415 million in cash. </li><li>Shinagawa Refractories in connection with its acquisition of Saint-Gobain’s ceramic businesses mainly used in the traditional iron and steel industry, including Vinhedo in Brazil and Latrobe in the U.S.</li><li>SoftBank Latin America Fund in connection with its investment in the $200 million Series C funding round in Addi, a fintech startup based in Bogota, Colombia that offers buy-now-pay-later technology.</li><li>SoftBank Latin America Fund, Riverwood Capital, Igah Ventures, and Volpe Capital in connection with their investments in CRM&BONUS’s R$280 million financing round. CRM&BONUS is a Brazilian-based platform that allows real-time control of giftback delivery to consumers.</li><li>SoftBank in its investment in the Series B financing of Buser, Ltd., an intercity bus charter online booking service in Brazil.</li><li>SoftBank in connection with a Series D investment round totaling $250 million in QuintoAndar, a Sao Paulo-based real estate leasing platform that is changing the long-term rental marketplace in Brazil.</li><li>SoftBank in the Series B $108 million financing round in Brazilian IDTech pioneer in ID protection solutions, Acesso Digital. General Atlantic, a leading global growth equity firm, also invested in the round.</li><li>SoftBank as lead investor in the $83 million Series E financing of Brazilian test-prep startup Descomplica.</li><li>Uber Technologies, Inc. on its acquisition of a majority stake in Cornershop, a grocery delivery start-up that is active in Chile, Mexico, Peru and Canada, to expand its food delivery business.</li><li>Uber Technologies, Inc. in its $1.4 billion acquisition of the remaining 47% stake in Chilean grocery delivery company Cornershop Inc., which followed the company's acquisition of a majority stake.</li><li>Unity Technologies, Inc., the world’s leading platform for developing interactive, real-time 3D (RT3D) content, in its acquisition of Codice Software S.L., a Spain-based developer of version control technology designed to handle source code and all related assets in software projects.</li></ul>

Astrid Menendez-Muharram

Damien is a partner in the firm’s Government Contracts & Public Procurement practice. Damien represents clients in all facets of government contracts transactions, as well as regulatory counseling, subcontract and teaming agreement negotiations, contract disputes, size protests, and protests. Damien has been recognized as a leading Government Contracts lawyer by various publications. Chambers USA explains that he “is a strong choice for advising government contractors on M&A transactions,” with sources saying that he has “excellent knowledge of government contracts M&A” and that “his biggest strength is that he is very commercial, thinking about both the legal and business side of things.” National Law Journal named him a Trailblazer and found that federal lawmakers turn to him when they “need expert advice about small-business policy.”Damien has played a significant role in more than 200 government contracts transactions, representing industry leaders, private-equity firms and entrepreneurs. He also regularly serves as lead counsel in high-stakes litigation, including pre- and post-award protests at the GAO, the U.S. Court of Federal Claims, and state tribunals, as well as in size protests and appeals.The co-editor of books on small business litigation and government contracts transactions, Damien was a founding member of the ABA Public Contract Law Section Mergers and Acquisitions Committee and serves in the leadership of the American Bar Association Small Business & Other Socioeconomic Programs Committee. Damien has testified about procurement issues before the United States House of Representatives.<h4>GAO PUBLISHED DECISIONS</h4><ul><li>Dawson Solutions, LLC, B-418587, B-418587.2, Jun. 19, 2020, 2020 CPD ¶ 216</li><li>LATA-Atkins Technical Services, LLC, B-418602,B-418602.4, Jun. 10, 2020, 2020 WL 3265159</li><li>Inquiries, Inc., B-418486, B-418486.2, B-418486.3, May 27, 2020, 2020 WL 3034820</li><li>BEAT, LLC, B-418235, B-418235.2, Jan.30, 2020, 2020 CPD ¶ 64</li><li>Battelle Memorial Institute, B-416263.5, Jan. 23, 2020, 2020 WL 508726</li><li>ASRC Federal Data Network Technologies, LLC, B-418028; B-418028.2, Dec. 26, 2019, 2019 WL 7370424</li><li>IPKeys Technologies, LLC, B-416873.2, B-416873.3, Apr. 5, 2019, 2019 CPD ¶138</li><li>ActioNet, Inc., B-416557.4, February 27, 2019, 2019 CPD ¶ 97</li><li>Advanced Software Systems, Inc., B-414892.2, B-414892.3, B-414892.4, B-414892.5, B-414892.6, Jan. 7, 2019, 2019 CPD ¶ 51</li><li>Chenega Healthcare Services, LLC, B-416158, Jun. 4, 2018, 2018 CPD ¶ 200</li><li>Federal Acquisition Services Alliant JV, LLC, B-415406.2, B-415406.3, April 11, 2018, 2018 CPD ¶ 139</li><li>VT Halter Marine, Inc., B-415510.2, B-415510.3, B-415510.4, Jan. 24, 2018, 2018 CPD ¶ 62</li><li>OBXtek, Inc., B-415258, Dec. 12, 2017, 2017 CPD ¶ 381</li><li>Katmai Health Services, LLC, B-413816.3, Jul. 12, 2017, 2017 CPD¶ 220</li><li>Verdi Consulting, Inc., B-414103.2, B-414103.3, B-414103.4, Apr. 26, 2017, 2017 CPD ¶ 136</li><li>Threat Management Group, LLC, B-413729, Dec. 21, 2016, 2017 CPD ¶ 9</li><li>Analytic Strategies LLC; Gemini Industries, Inc.; B-413758.2, B-413758.3, Nov. 28, 2016, 2016 CPD ¶ 340</li><li>Kollsman, Inc., B-413485, B-413485.2, B-413485.3, Nov. 8, 2016, 2016 CPD ¶ 326</li><li>The Boeing Company, B-412441, Feb. 16, 2016, 2016 CPD ¶ 269</li><li>Ball Aerospace & Technologies Corp., B-411359; B-411359.2, Jun. 16, 2015, 2015 CPD¶ 219</li><li>IAP World Services, Inc.; EMCOR Government Services, B-407917.2, B-407917.3, B-407917.4, B-407917.5, B-407917.6, B-407917.7, 2013 CPD ¶ 171</li><li>AT&T Government Solutions, Inc. , B-406926, B-406926.2, B-406926.3, B-406926.4, B-406926.5, B-406926.6, 2013 CPD ¶ 88</li><li>Weibel Equipment, Inc., B-406888, B-406888.2, 2012 CPD ¶ 279</li><li>O'Gara Training and Services, LLC, B-404901.2, 2011 CPD ¶ 171</li><li>Harrington, Moran, Barksdale, Inc., B-401934.2, B-401934.3, 2010 CPD ¶ 231</li><li>CIGNA Government Services, LLC, B-401068.4, B-401068.5, 2010 CPD ¶ 230</li><li>ITT Corporation, Systems Division, B-310102.6, B-310102.7, B-310102.8, B-310102.9, 2010 CPD ¶ 12</li><li>FedSys, Inc., B-401453, 2009 CPD ¶ 181</li><li>Academy Facilities Management, B-401094.3, 2009 CPD ¶ 139</li><li>Honeywell Technology Solutions, Inc., B-400771; B-400771.2, 2009 CPD ¶ 49</li><li>TrailBlazer Health Enterprises, LLC, B-310801.6, B-310801.7, B-310801.10, 2013 CPD ¶ 204</li><li>Evans Security Solutions, Inc. , B-311035, 2008 CPD ¶ 58</li><li>DRS C3 Systems, LLC, B-310825; B-310825.2, 2008 CPD ¶ 103 </li></ul><h4>COFC PUBLISHED DECISIONS</h4><ul><li>AccelGov, LLC v. United States, 170 Fed. Cl. 508 (2024)</li></ul><ul><li>Acuity Edge, Inc. v. United States, 174 Fed. Cl. 46 (2024)</li></ul><ul><li>Alpine Cos., Inc. v. United States, 156 Fed. Cl. 681 (2021)</li></ul><ul><li>Navarro Rsch. & Eng’g, Inc. v. United States, 151 Fed. Cl. 184 (2020)</li></ul><ul><li>Next Phase Sols. & Servs., Inc. v. United States, 164 Fed. Cl. 15 (2023)</li></ul><ul><li>Noble Supply & Logistics LLC v. United States, 168 Fed. Cl. 439 (2023)</li></ul><ul><li>Quanterion Sols, Inc. v. United States, 157 Fed. Cl. 22 (2021)</li></ul><ul><li>HomeSource Real Estate Asset Servs. v. United States, No. 10-416 C, 94 Fed. Cl. 466 (Fed. Cl. 2010)</li><li>ACTA, LLC v. United States, No. 20-356C</li><li>Chenega Healthcare Servs., LLC v. United States, No. 18-861C, 141 Fed. Cl. 254 (Fed. Cl. 2019)</li><li>Trans Digital Techs., LLC v. United States, No. 18-121C, 138 Fed. Cl. 34 (Fed. Cl. 2018)</li><li>Precise Sys. v. United States, No. 14-1174C, 122 Fed. Cl. 263 (Fed. Cl. 2015)</li><li>Palladian Partners, Inc. v. United States, No. 14-317C, 119 Fed. Cl. 417 (Fed. Cl. 2014)</li><li>Pyramid Real Estate Servs., LLC v. United States, No. 10-599 C, 95 Fed. Cl. 613 (Fed. Cl. 2010)</li><li>Acad. Facilities Mgmt. v. United States, No. 09-302C, 87 Fed. Cl. 441 (Fed. Cl. 2009)</li><li>L-3 Communs. EOTech, Inc. v. United States, No. 08-515 C, 83 Fed. Cl. 643 (Fed. Cl. 2008)</li></ul>

Damien C. Specht

David Sturgeon is a partner in Morrison Foerster’s Federal Tax practice.Dave advises clients on a broad range of complex business transactions, including domestic and cross-border mergers and acquisitions, joint ventures, spin-offs and other divestitures, as well as financings, refinancings, restructurings and other business transactions.He earned his J.D. from the University of Chicago Law School, where he was a member of the Chicago Journal of International Law, and received his Master of Laws in taxation from New York University School of Law.Prior to joining Morrison Foerster, Dave was an associate at a law firm in New York, where he represented public companies, financial institutions, private equity clients and other sponsor entities across industries in an extensive range of business transactions.

Dave Sturgeon

Michael Schulman is a partner in the firm’s Global Employment and Labor Group and co-head of the firm’s Washington, D.C. Litigation Department.Michael regularly advises clients in connection with important workforce-related matters, including hiring and negotiating employment agreements for senior executives, sensitive executive separations, internal workplace investigations, employment claims and disputes, and employment issues arising in the context of mergers, acquisitions, bankruptcies and other corporate transactions. Michael is known for using a pragmatic, efficient, and results-oriented approach, focused on achieving his clients’ desired business outcomes.Michael regularly guides clients through complex workforce issues, including, for instance allegations of workplace misconduct; restrictive covenant drafting, enforcement, and strategic evaluation; worker classification and wage-and-hour compliance practices; and the unique issues that arise in a unionized workplace. Michael’s experience covers a broad range of employment and labor laws at the federal, state, and local level, including Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 1866, the Americans with Disabilities Act, the Age Discrimination in Employment Act, the National Labor Relations Act, the Fair Labor Standards Act, the Fair Credit Reporting Act, the Uniformed Services Employment and Reemployment Rights Act, the Worker Adjustment and Retraining Notification Act, the Defend Trade Secrets Act, and corresponding state and local laws.Michael has unique experience addressing labor and employment matters that arise in connection with corporate transactions, particularly for private equity firms. Michael has represented clients in over 2,000 transactions, including many large-scale multinational mergers, acquisitions, and asset carve-outs. He regularly conducts acquisition-related labor and employment due diligence and advises clients on the employment and workforce integration or separation implications of mergers, acquisitions, sales, and financings.In the litigation context, Michael represents employers in U.S. federal and state court litigation, administrative agency proceedings, and arbitrations arising out of alleged labor and employment law violations. Michael defends employers against actions brought by government agencies, such as the Equal Employment Opportunity Commission and Department of Labor, as well as actions initiated by current and former employees. He also prosecutes suits against former employees and their new employers for breach of restrictive covenants.

Michael Schulman

James Brower is a partner in Morrison Foerster’s Litigation Department, residing in the Washington D.C. office.James has extensive experience advising and representing clients in matters relating to the Committee on Foreign Investment in the United States (CFIUS) and other national security-related matters. He has worked across a variety of departments within the U.S. Federal Government, including the Defense Security Service (now the Defense Counterintelligence and Security Agency) within the Department of Defense and the Office of Investment Security within the Department of the Treasury. James, while with the Department of the Treasury, led the review, assessment, and investigation of over one hundred transactions and spent years handling complex filings, transactions, and policies. He also led CFIUS’s mitigation monitoring efforts and the deployment and implementation of the CFIUS Pilot Program.Directly prior to joining Morrison Foerster, James worked at a global law firm representing clients before CFIUS advising clients on various policies and processes in compliance with federal statutes, and leading engagements with the Defense Counterintelligence and Security Agency.James received his B.A. in English as well as Government and International Politics from George Mason University, and his J.D. from The George Washington University Law School.

James Brower

Clients seek out Julie because of her practical advice on cutting-edge issues at the intersection of privacy and consumer protection laws. She provides clients with practical solutions to compliance challenges around a wide variety of both online and offline privacy issues, including tracking, interest-based advertising, geo-targeting and other mobile tracking, personalization, and cross-device tracking. Recognized in The Legal 500 US 2014, 2016, 2019, and 2020 and Chambers USA 2021 for her exceptional legal work, her clients praise her saying, “She is really good at giving practical, targeted advice and taking stock of what the risk profile of the client is, so that the advice is holistic.” (Chambers USA).Julie provides clients with creative and practical advice on meeting the requirements of state and federal privacy laws, including the Federal Trade Commission Act (FTC), the California Consumer Privacy Act (CCPA), Children’s Online Privacy Protection Act (COPPA), and the Family Educational Rights and Privacy Act (FERPA). She crafts guidelines and compliance programs for clients’ collection, use, and disclosure of personal information in diverse contexts and throughout the life cycle of their initiatives, such as for connected products (the Internet of Things) and mobile services. She also drafts privacy and cookies policies, online service terms of use, agreements involving online and offline advertising and marketing practices, and agreements concerning a variety of data uses. In addition, Julie helps clients assess and manage privacy risks, including in connection with mergers, acquisitions, and other strategic transactions.Julie creates compliance programs for clients’ use of a wide variety of channels for communicating with and marketing to consumers, including email, telephone, text message, and fax, both in the United States and around the world. She works with clients to develop their social media strategies and to clear their social media content. She also reviews advertising in both traditional and new media for compliance with applicable laws, including Section 5 of the FTC Act and various FTC rules and guides. In addition, she works with clients to structure, market, and implement their sweepstakes, contests, and other promotions in compliance with applicable laws.As a former FTC staff attorney, Julie regularly defends companies in investigations by the FTC and before data protection authorities around the world.<h4>Representative Experience</h4><ul><li>A company that creates online software used by schools in an FTC investigation of alleged COPPA violations.</li><li>A consumer services company investigated by the Korean data protection authority for alleged privacy violations</li><li>A manufacturer in connection with a challenge of its environmental advertising claims by the FTC </li><li>An advertising services company in an investigation of alleged privacy-related violations of the FTC Act</li><li>An online provider of entertainment services in an FTC investigation of alleged COPPA violations</li><li>A beverage company in an FTC investigation of alleged COPPA violations</li></ul>Before attending law school, Julie was a Peace Corps volunteer in The Gambia, West Africa.

Julie O'Neill

Aya Eguchi is a partner in the Technology Transactions Group.  Her practice focuses on transactions and counseling involving intellectual property and technology, with an emphasis on licensing and distribution arrangements, technology development and strategic alliance activities and technology transfers.Ms. Eguchi advises clients on transactional matters involving the acquisition, development, licensing and transfer of intellectual property, including the structuring and negotiating of joint ventures and strategic alliances; development and distribution agreements; software and technology licenses; and intellectual property components of mergers and acquisitions and other corporate transactions. As a native Japanese speaker, Ms. Eguchi has extensive experience working on cross-border transactions with clients from a variety of fields, including companies in the pharmaceutical, life sciences and medical device industries; software, IT and telecommunications companies; and multinational technology conglomerates.  She also provides pro bono legal services to several not-for-profit entities in connection with their commercial and intellectual property-related transactions.Before joining Morrison & Foerster, Ms. Eguchi worked as an IT consultant for a Fortune Global 500 management consulting firm, in Japan, Italy, France and the UK, focusing on strategic counseling for the design, development and implementation of technology solutions.Ms. Eguchi earned her J.D. from Cornell Law School in 2012, where she was a member of the Cornell Law Review.  Ms. Eguchi received her B.S.E. in both Biomedical Engineering and Electrical Engineering from Duke University in 2005. Ms. Eguchi is admitted to practice law in the state of California and is a registered patent agent with the U.S. Patent and Trademark Office.

Aya Eguchi

Brooke Monahan is of counsel in the Executive Compensation + Benefits practice.Brooke’s practice focuses on executive compensation, employee benefits, ERISA, and employment law. She has extensive experience advising public and private companies on their compensation, benefits, and employment-related issues in their day-to-day operations, public offerings, financing transactions, and other corporate matters. She frequently counsels clients on various executive compensation and employee benefits matters that arise in connection with mergers and acquisitions with a particular focus on the private equity space. She also has experience designing, drafting, and negotiating compensation related agreements including severance, change-in-control, and executive employment agreements, equity incentive plans, and award agreements.Brooke earned her J.D. from Washington University School of Law in St. Louis, Missouri. While there, she was elected to the Order of the Coif and earned awards for excellence in contracts and oral advocacy. She was also a member of the Pro Bono Jurists organization, the Women’s Law Caucus, and the Washington University Law Quarterly.

Brooke Monahan

Of Counsel

Keniece Gray is an associate in the Litigation Department of Morrison Foerster’s Washington, D.C. office.Keniece’s practice involves employment litigation and counseling. She litigates various employment disputes involving discrimination complaints, harassment and retaliation claims, and charges, audits, and enforcement actions by the Equal Employment Opportunity Commission, Office of Federal Contract Compliance Programs, and other similar civil rights agencies. Keniece also advises companies on workplace policies and procedures, diversity, equity, and inclusion plans, wage and hour issues, and reductions-in-force, and assists with the employment dimensions of corporate transactions including due diligence and agreement drafting.  Before joining Morrison Foerster, Keniece was a summer associate and law clerk at MoFo and a judicial extern for the Hon. Amit P. Mehta in the U.S. District Court for the District of Columbia. She also interned with the Executive Office of the President of the United States, Capitol Hill, and the Lawyers’ Committee for Civil Rights Under Law.Keniece received her J.D. from Georgetown University Law Center, graduating as a Business Law Scholar and recipient of the William J. Curtin Endowed Scholarship in Labor Relations. While in law school, she served as a research assistant analyzing issues related to ESG and employment practices, articles editor of the Georgetown Journal of Legal Ethics, alternative dispute resolution team member, career co-chair for the Black Law Students Association, and participant in Georgetown Law’s Early Outreach Program. In addition, Keniece was a student in the Civil Rights Clinic, where she represented clients in mediation and litigation in federal courts. Prior to law school, Keniece worked as an auditor with a global public accounting firm and a local government agency, where she performed risk advisory services and compliance assessments.Keniece received her B.S. in accounting and Master of Accountancy from Case Western Reserve University. She is a former Corporate Counsel Women of Color Fellow and Minority Corporate Counsel Association Lloyd M. Johnson, Jr. Scholar. Recently, Keniece was selected as a fellow in the National Bar Association’s Associate Academy of Excellence. She also completed the DC Bar’s John Payton Leadership Academy Program, an intensive three-month training focused on leadership skills in the legal field.

Keniece Gray

Associate

Dylan Moore is a corporate associate in Morrison Foerster’s Denver office.Dylan’s practice focuses on representing publicly- and privately-held companies in connection with complex transactions, including purchases and sales of assets, merger transactions, and corporate restructurings.Prior to joining Morrison Foerster, Dylan was an associate at another global law firm.Dylan received his J.D. with honors from the University of Texas School of Law, where he worked as a student attorney for the Juvenile Justice Clinic and a legal intern for the Transnational Worker Rights Clinic. He also served as a staff editor of the Texas Journal of Oil, Gas, and Energy Law.He received his B.A., magna cum laude, in political science from the University of Louisiana.

Dylan Moore

Jack Bick is an associate in Morrison Foerster’s San Francisco office and a member of the firm’s Transactions Department.Before joining Morrison Foerster, Jack was a summer associate in the firm’s San Francisco office.Jack earned his J.D. cum laude from Duke University School of Law, where he served as president of the Business Law Society and external vice president of the California Club. He received his B.A. cum laude from Colgate University, majoring in mathematical economics and minoring in philosophy.

Jack Bick

Seth Stowe is an associate in Morrison Foerster’s New York office and a member of the firm’s Tax Group.Seth advises clients on a broad range of transactional, structuring, and advisory tax matters, including U.S. federal income tax considerations related to joint ventures, debt and equity offerings, mergers and acquisitions, reorganizations, financings, and real estate investment trusts. Before joining Morrison Foerster, Seth served as a law clerk to the Honorable Stacey W. Moreau, 22nd Judicial Circuit of Virginia, where he drafted legal memoranda analyzing a variety of civil and criminal issues.Seth received his J.D. from the University of Virginia School of Law, where he also served as a production editor for the Virginia Tax Review. Seth received his B.A. in history with a minor in foreign affairs from the University of Virginia.