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MoFo Represents Winklevoss Capital Fund in $100 Million PIPE Investment into Gemini Platform

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MoFo represented Winklevoss Capital Fund LLC in connection with a $100 million PIPE strategic investment into Gemini, a New...

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MoFo represented Winklevoss Capital Fund LLC in connection with a $100 million PIPE strategic investment into Gemini, a New York-based cryptocurrency exchange. The investment was made at a price of $14 per share of Gemini's Class A common stock, with consideration paid in Bitcoin.Gemini is a cryptocurrency exchange and financial services company founded by twin brothers Tyler and Cameron Winklevoss. The company went public in September 2025 and has been expanding its product and service offerings, including credit card services, as it seeks to evolve from a crypto-focused company into a broader markets company. Gemini is listed on a U.S. national securities exchange and reported Q1 revenue of $50 million, a 42% year-over-year increase.The MoFo deal team was led by capital markets partner John Hensley and associate Carolina Bernal-Ramirez. The wider team also included emerging companies + venture capital partner Tim Harris, financial services partner Trevor Levine, and associate Camille Richieri.

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John Hensley is a partner in the firm’s Capital Markets and Public Company Advisory & Governance practices. He represents publicly and privately held companies in a variety of corporate and securities law matters.John represents both issuers and underwriters in initial public offerings, follow-on offerings and private placements, including offerings of common and preferred equity, debt, and convertible debt. In addition, John regularly advises numerous public company clients regarding general business matters, corporate governance issues and compliance with the U.S. federal securities laws and the requirements of the New York Stock Exchange and Nasdaq.<h4 dir="ltr">Representative Experience</h4><ul><li>Represented Carlsmed, Inc. (Nasdaq: CARL) in connection with its $100.5 million initial public offering</li><li dir="ltr">Represented Arm Holdings plc (NASDAQ:ARM), the world’s leading semiconductor IP company, in its blockbuster $5.22 billion USD IPO on Nasdaq, the largest IPO of 2023</li><li dir="ltr">Represented Centuri Holdings and parent company Southwest Gas Holdings in $353 million IPO and concurrent private placement</li></ul><ul dir="ltr"><li dir="ltr">Represented Krystal Biotech, Inc. (NASDAQ:KRYS) in multiple equity offerings, with an aggregate value of approximately $635 million</li><li dir="ltr">Represented Southwest Gas Holdings, Inc. in its $238.4 million public offering of common stock</li><li dir="ltr">Represented UDR, Inc. (NYSE:UDR) in connection with multiple public debt offerings with an aggregate value of approximately $1.3 billion and in connection with multiple public equity offerings with an aggregate value of over $2 billion</li><li dir="ltr">Advised eBay Inc. (NASDAQ:EBAY) in connection with a $1.15 billion offering of senior unsecured notes under its existing shelf registration statement and in connection with a $2.5 billion offering of senior unsecured notes under its existing shelf registration statement</li><li dir="ltr">Advised Sky Harbour LLC, a developer of private aviation infrastructure, in connection with its business combination agreement with Yellowstone Acquisition Company (NASDAQ: YSAC, YSACU, and YSACW), a publicly traded SPAC sponsored by Boston Omaha Corporation (NASDAQ:BOMN); as part of the business combination with Sky Harbour, a subsidiary of Boston Omaha purchased 10,000,000 shares of Yellowstone Class A common stock and acquired additional shares of Class A common stock and warrants to purchase Class A common stock as Yellowstone’s sponsor.</li><li dir="ltr">Represented Vontier Corporation (NYSE:VNT) in connection with its 144A private offering of $1.6 billion in senior notes</li><li dir="ltr">Represented Education Realty Trust, Inc. (NYSE:EDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $2.0 billion</li><li dir="ltr">Represented Farmland Partners Inc. (NYSE:FPI) in its $53.2 million initial public offering, its $46.5 million and $37.0 million follow-on offerings, and its $25.0 million at-the-market equity offering</li><li dir="ltr">Represented the underwriters in connection with registered offerings of over $33 billion of fixed and floating rate notes by Shell International Finance, the U.S. financing subsidiary of Royal Dutch Shell Plc</li><li dir="ltr">Represented the underwriters in connection with the registered offering of $5 billion of notes by Novartis Capital Corporation, the U.S. financing subsidiary of Novartis AG</li><li dir="ltr">Represented the underwriters in connection with Plymouth Industrial REIT’s approximately $58 million initial public offering, multiple follow-on offerings of common stock, and $45 million offering of preferred stock</li><li dir="ltr">Represented Southwest Gas Corporation in multiple registered debt offerings of over $1.6 billion in the aggregate</li><li dir="ltr">Represented Vonage Holdings Corp. in connection with its $300 million Rule 144A offering of convertible notes</li><li dir="ltr">Represented MedEquities Realty Trust, Inc. (NYSE:MRT) in its $275 million initial public offering</li><li dir="ltr">Represented Inovalon Holdings, Inc. (NASDAQ:INOV) in its $685 million initial public offering</li><li dir="ltr">Represented Veeco Instruments Inc. (NASDAQ:VECO) in two 144A convertible notes offerings of $425 million in the aggregate</li><li dir="ltr">Represented onsemi (NASDAQ:ON) in its $500 million Rule 144A offering of 1.625% senior convertible notes and in its $700 million offering of 3.875% senior unsecured notes</li><li dir="ltr">Represented the sales agents in connection with Equity Residential’s (NYSE:EQR) at-the-market offering program of 13 million common shares</li><li dir="ltr">Represented the underwriters in connection with the establishment of a $300 million at-the-market (ATM) equity offering program by Apple Hospitality REIT</li></ul>

John Hensley

Partner

Carolina Bernal-Ramirez is a corporate associate in the firm’s New York office.Carolina’s practice focuses on representing public and private companies in domestic and cross-border transactions. She advises clients on initial public offerings, high yield debt offerings, follow-on offerings, and deSPAC transactions.Prior to joining Morrison Foerster, Carolina was a corporate associate in the New York office of another American multinational law firm, where her practice focused primarily on capital markets transactions. Carolina earned her J.D. and LL.M degrees at Duke University School of Law, where she served as communications director for the Duke Bar Association. During that period, she was also awarded the Dean’s Award for Torts and the James S. Bidlake Memorial Award for Superior Achievement in Legal Analysis, Research, and Writing.Prior to attending Duke, Carolina worked as an associate at a Colombian law firm, where she advised clients on real estate transactions and restructuring, among other general corporate and commercial matters. She speaks fluent Spanish.

Carolina Bernal

Associate

Tim is a Partner in the Palo Alto Office and a partner in the Emerging Companies and Venture Capital Group. He specializes in representing startup companies and venture capital firms in corporate and securities matters.In his practice, Tim advises startups from formation through acquisition or initial public offering in matters including venture capital financing, debt financing, equity incentive compensation, corporate governance and technology development (including licensing, joint development, distribution, and other technology transfer matters). He also represents venture capital firms, strategic corporate investors, and angel investors in their investments in startup companies.Tim specializes in modeling complex capital structures, financing scenarios and liquidity events, helping entrepreneurs and investors analyze possibilities and understand consequences of various transaction structures. Tim represents startups and investors in a variety of technology sectors, including consumer and enterprise software, financial services technologies, wearable computing, semiconductor design, healthcare technologies, consumer retail and transportation.In 2015, Tim founded the firm’s ScaleUp Speaker Series, an ongoing, ten session series for entrepreneurs on the legal issues they will face over the lifetimes of their startups.Tim is most proud of his work on behalf of at-risk Afghan allies in connection with Operation Allies Refuge and was recognized by Human Rights First as a Pro Bono Star.Prior to practicing law, Tim designed, programmed, and implemented software systems for clients in the financial services industry.

Timothy Harris

Trevor Levine is a partner in the firm’s Financial Services Group, where he advises financial services firms and digital asset companies on turning regulatory complexity into commercial opportunity. He advises clients operating at the intersection of finance and technology, guiding them through rapidly evolving legal frameworks while supporting growth, innovation, and market expansion. Trevor advises exchanges, intermediaries, market participants, and technology companies on issues arising under the Commodity Exchange Act, including representing clients seeking to register with the CFTC and NFA. He also helps clients navigate federal securities laws, FINRA rules, and state money transmission laws. Clients trust Trevor to guide them through regulatory inquiries while helping them design, launch, and operationalize compliant financial products and structures, including advising on applicable registration and licensing processes. Before joining Morrison Foerster, Trevor served as general counsel to a brokerage firm focused on the digital asset, Bitcoin mining, and data center sectors. In that role, he oversaw legal and regulatory matters across multiple regulated subsidiaries, including a FINRA-registered broker-dealer, an NFA-registered introducing broker, and a New York BitLicensee. He also previously worked in-house at a large, regulated digital asset trading platform, where he advised on the acquisition and maintenance of CFTC, SEC, and state licenses. Earlier in his career, Trevor practiced at two Am Law 100 firms, advising clients on a range of regulatory matters, including CFTC inquiries related to reporting obligations and market activity, as well as state and federal regulatory issues involving consumer lending practices. He has also advised companies on the development and launch of blockchain networks, cryptocurrencies, and decentralized applications.

Trevor Levine

Camille Richieri is an associate in the Transactions Department of Morrison Foerster’s New York office.Camille’s practice focuses on general transactions. Camille received her J.D. from the University of Texas School of Law. While at law school, Camille served as an article editor for the Journal of Law and Technology and as an attorney editor for the Texas Environmental Law Journal. She also holds a B.A. in public policy studies from Duke University.