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Latham & Watkins launches new LiveWell Center in Los Angeles

Latham & Watkins LLP today opened the LiveWell Center, the firm’s new on-site health center in its Los Angeles office, managed by Johns Hopkins Medicine. The new center expands the firm’s market-leading well-being platform — LiveWell Latham — which, for over a decade, has provided innovative physical and mental well-being programs designed to meet the unique needs of its personnel.

“I’m thrilled to see the center launch in Los Angeles and proud to be the first law firm in the country with an on-site health center managed by the prestigious Johns Hopkins,” said Larry Seymour, Office Managing Partner in Los Angeles. “This is an important and exciting milestone and is further testament to our strong commitment to support the well-being of our employees.”

The LiveWell Center provides a variety of medical and preventive services such as acute care for minor illnesses and injuries, screenings, flu shots, travel immunisations, blood pressure and cholesterol screenings, and blood work. The new center will also provide counseling and well-being coaching, chronic disease prevention and management, and physical therapy.

“While many on-site clinics focus primarily on acute care, we intentionally expanded our services to include preventive care, chronic disease management, mental health counseling, and physical therapy,” said Annette Sciallo, Director of Global Benefits & Well-Being at Latham & Watkins. “It’s about removing barriers to care and making it easy for our lawyers and staff to focus on their health proactively.”

These expanded services complement the ongoing programs of LiveWell Latham, the firm’s global health and well-being program, including concerted efforts across the US, Europe, the Middle East and Asia around mental health, resilience, diabetes prevention, ergonomics, and other areas.

Latham’s Chief Operating Officer LeeAnn Black added: “The LiveWell Center is the latest innovation in our decade-long journey to foster and support a culture of well-being across the firm. The health and well-being of our people remains a top priority for Latham, and we are committed to investing in best-in-class resources that help them thrive.”

LiveWell Center services are available to all lawyers and staff in the firm’s downtown Los Angeles offices, as well as those visiting on firm business — with nearly all services being free of charge.

Johns Hopkins Medicine manages the LiveWell Center in adherence with Johns Hopkins medical protocols. The experienced clinical team is led by an Advanced Registered Nurse Practitioner and includes two well-being counselors, two physical therapists, and a Registered Nurse.

The firm plans to open a second LiveWell Center with Johns Hopkins in New York when the office relocates to 1271 Avenue of the Americas in 2020.

About LiveWell Latham

LiveWell Latham, the firm’s global health and well-being program, launched in 2010 and promotes health, safety and overall well-being for Latham attorneys and staff across the US, Europe, the Middle East and Asia. Our initiatives range from customised resilience and mindfulness programs to bespoke mental health trainings; diabetes prevention to executive health; cancer support to telemedicine; and ergonomics assessments by over 100 in-house trained ergonomics specialists. The firm also runs an annual “Spring Challenge,” entering its 12th year, in which approximately 100 team leaders across the firm lead their offices in a Fitbit-based physical activity competition. These efforts are led by a long-standing dedicated and experienced well-being team focused on the development and implementation of the firm’s innovative program.

New Managing Partner begins term at Stoel Rives LLP

Stoel Rives LLP is proud to announce that Sacramento litigation partner Melissa A. Jones became the new Firm Managing Partner, effective Jan. 1, 2020.

Jones is one of the youngest partners to lead an AmLaw 200 firm, reflecting a generational change that is impacting the legal profession nationwide. Stoel Rives partners elected Jones to the office last year, giving her an opportunity to work closely with outgoing Firm Managing Partner James E. Torgerson while transitioning into the new role.

“This is a great time to be part of the team at Stoel Rives,” said Jones. “We are working on exciting and cutting-edge legal issues for our clients, we have terrific colleagues and a collaborative culture, we are more committed than ever to improving diversity and inclusion, and we are building a firm for the future. I am grateful for the opportunity to serve the firm in this new role.”

Jones takes the reins at Stoel Rives after another successful year. In 2019, the firm added more than 20 attorneys to its Seattle office, primarily in the areas of corporate and real estate law. It also became one of only five law firms nationwide to launch the Move The Needle Fund, in partnership with Diversity Lab. The firm also continued focusing on practice optimisation efforts to ensure it continues to provide high quality client service and value.

During her time at Stoel Rives, Jones has served as the California Office Managing Partner, the Chair of the Compensation Committee, as a member of the Practice Management Committee and of the Executive Committee.

“As a member of Stoel Rives’ executive leadership, Melissa has been an integral part of our ongoing strategy to strengthen the firm’s foundation for continued success by hiring bright legal talent and adopting smart business practices,” said Torgerson. “Melissa is the dynamic leader the firm needs now, and we all are confident that under her leadership, Stoel Rives will continue to serve as valued legal counsel for leading companies throughout the United States.”

If you would like to find out more information, please visit: https://www.stoel.com/

BoyarMiller advises on the acquisition of Amtel, LLC

BoyarMiller provided legal counsel to Houston-based Amtel Partners, LLC in the purchase of Amtel, LLC, which closed on August 30, 2019. Amtel Partners was led by CEO Andy Priest and President Jeff Bookout.

Based in Grapevine, Texas, Amtel is a leading T-Mobile Premium Retailer (TPR) with 152 locations across multiple U.S. geographies, including Texas, California, Indiana, Ohio, Kentucky, New York and Massachusetts. Amtel is led by long-tenured wireless retail industry veterans who manage a team of highly talented, store-level employees that deliver world-class customer service and leading T-Mobile system operational performance.

“We specifically sought out attorneys that would be deal makers and not deal killers. Bill Boyar came highly recommended from the investment banking community and proved to be creative and a deal maker, for sure,” said Priest. “Bill’s relationships with banks and his experience with credit agreements really helped to get us across the finish line. We look forward to growing the company and to furthering the relationship with Bill and BoyarMiller.”

The BoyarMiller team included co-founding Shareholder Bill Boyar, Senior Associate Cyrus Chin and Associate Alex Parker. The transaction was financed through a senior credit facility provided by Amegy Bank, Woodforest National Bank and Bank of Texas. GulfStar Group served as the financing and structuring advisor to Amtel Partners in the debt placement.

“We are grateful to have had the opportunity to work with Andy Priest and his team, and the GulfStar team led by Scott Winship and Brian Lobo, to complete this capital formation and acquisition. It was a true team effort to overcome several challenges and get the transaction closed. I am particularly proud of the work our BoyarMiller team did to get us to closing,” said Boyar.

If you would like to find out more information, please visit: https://www.boyarmiller.com/

Special Education Partner Spotlight – McAndrews Law Offices

As our firm celebrates our new name of McAndrews, Mehalick, Connolly, Hulse, Ryan, and Marone, we are spotlighting our named partners and celebrating their numerous achievements. These individuals are highly accomplished in our profession and are deeply valued in our firm as a result of their long and successful tenure in our legal family. Previously known as “McAndrews Law Offices, P. C.,” the firm is nationally recognised in the fields of special education, special needs planning, estate planning, and elder law. The firm has become one of the largest law firms in suburban Philadelphia, and also maintains offices in Scranton, Wyomissing, Wilmington, Pittsburgh, Philadelphia, Alexandria (Virginia), and Georgetown (Delaware).

Michael Connolly: As stated by Dennis McAndrews, the Founder and Managing Partner of our firm, “Mike Connolly has proven himself to be an exceptional leader in the field of special education and is recognised in Pennsylvania, Delaware, and the mid-Atlantic region as an outstanding attorney whose skills are at the highest level of our profession. Michael assists in the strategic handling of our cases and the management of our Special Education Department with collegiality and professionalism, and he is universally trusted and respected by all stakeholders in the field of special education.”

Our firm’s CEO, Katie Ryan, states that: “Michael is an outstanding mentor, colleague, and friend to everyone in our firm. In addition to his oversight duties as the Supervising Partner for Special Education, Michael handles his own caseload and assists with our federal court litigation with skill, insight, and a complete understanding of the specialised field in which we work. We (and our clients) are fortunate indeed to have Michael as the Supervisor of our Special Education Department.”

With twenty years of experience, Michael represents parents of children with special needs in a variety of education matters at administrative hearings and state and federal court. He has assisted parents in disputes involving their public school related to issues such as eligibility and identification, programming and placement, tuition reimbursement, discipline, bullying, and discrimination. Michael frequently lectures across the state and nationally to parents, educators, and attorneys on special education and other education law related topics.

Dennis McAndrews states that: “Heather has been an outstanding member of our office since 1999, when she first began working for the firm as a law student while simultaneously pursuing a second Master’s degree in Psychology. After law school (and obtaining her second Master’s Degree in Psychology), Heather immediately stepped into a leading role in our firm representing children with disabilities and their families. From the start, Heather has handled special education cases with a high level of professional skill, insight, and compassion for the children and families we serve. After a few years in our Berwyn office, Heather sought to open an office in her hometown of Scranton, and Heather quickly developed a substantial clientele in North-eastern Pennsylvania, and Heather promptly began representation of these families with her usual degree of alacrity and competence. Heather has operated our Scranton office for over a decade and has developed a reputation among parents, advocacy groups, hearing officers, and judges which is second to none. We are grateful every day that Heather is a member of our team.”

CEO Katie Ryan indicates that: “Upon beginning my role as CEO at our firm, it became immediately apparent to me that Heather is a magnificent resource for children and families, and brings tremendous skill and dedication to her work. Every attribute that is necessary to be a successful special education attorney is part of Heather’s toolbox, as she possesses a strong understanding of education, psychological testing, and litigation strategy. She is a frequent resource to other attorneys in our office, who lean on her for her substantial wisdom and invaluable experience.”

5 Things to Know About Security Token Offerings

A security token offering (STO) is, as its name indicates, a public or private sale of a “security,” evidenced by a digital token transferable on a blockchain to investors to raise capital. Giving an asset another name (like “token”) does not transform it into something other than a security or exempt an issuer from compliance with securities laws.

(1) STOs are subject to the same securities framework that has existed for decades.

As the seminal case “SEC v. Howey Co.” explains, even an orange tree can be sold in a way that constitutes the sale of a security. The sale of a digital asset by any name will generally be deemed a security when it is touted as an investment opportunity or otherwise has features akin to stocks, such as the payment of dividends or voting rights.

The U.S. Securities and Exchange Commission (SEC) has repeatedly echoed this sentiment in its public statements and enforcement actions. SEC Chairman Jay Clayton stated that selling a digital token “does not change the fundamental point that when a security is being offered, our securities laws must be followed.”

At its core, an STO is simply new wine in an old bottle and must, therefore, comply with existing securities laws.

(2) A security token sold in an STO will not have immediate liquidity.

Most security tokens acquired in an STO cannot be transferred immediately because they are “restricted securities” sold in an unregistered, private sale, often under Regulation D, under the Securities Act of 1933. In fact, most security tokens will need to be held for a year before being sold in the public market. While the lock-up period may be reduced to six months if the issuer of the security token is a reporting company under the Securities Exchange Act of 1934, issuers usually seek to avoid reporting company status. Blockchain technology provides a more elegant solution to this problem than the legends customarily placed on paper certificates, as the token can be “locked” in the purchaser’s wallet until the expiration of the applicable holding period.

(3) A security token cannot be sold anonymously.

Anonymity, or at least pseudonymity, may be a hallmark feature of distributed ledger technology, but it is inappropriate in an STO. An issuer must know to whom it is selling security tokens to comply with anti-money laundering laws, Office of Foreign Assets Control sanctions programs and its obligation to “know its customers.” Penalties for noncompliance can be severe and are unlikely to be worth any advantages associated with conducting anonymous transactions.

Additionally, issuers who want to promote their STOs via the internet will need to ascertain the “accredited” status of their investors prior to consummating any sale of a security token.

(4) A properly structured STO will be highly technical.

Finding an exemption from registration under the Securities Act of 1933 and applicable state law is but one hurdle standing between an issuer and a compliant STO. Two notable issues commonly encountered are as follows:

  • Structuring a concurrent, domestic and international offering
  • Implementing safeguards to avoid reporting requirements under the Securities Exchange Act of 1934

As for the latter, an issuer will generally be considered a reporting company under Rule 12g-1 of the Securities Exchange Act of 1934 (meaning it will have to file regular and periodic reports with the SEC) if the issuer has more than 2,000 investors or more than $10 million in assets. An issuer can build protections into its offering documents, such as investor caps and buyback options, to avoid becoming subject to onerous Exchange Act reporting requirements.

(5) You should not go it alone.

The complexity of existing securities laws makes advice of counsel a crucial component of a successful STO. Implemented correctly, however, an STO can be an excellent source of capital for a new or expanding company in the tokenisation, blockchain or broader distributed ledger space. Late last year, SEC Commissioner Hester Peirce highlighted the “growing eagerness” of U.S. regulatory agencies to better understand tokenised assets and enable legitimate projects to flourish.

If you would like to find out more information, please visit: https://frostbrowntodd.com/

Kosair Charities grant supports SIEF

The Shriners International Education Foundation (SIEF) was created to support and expand educational opportunities and leadership development of our fraternity members and allied organisations. Since establishing SIEF, we’ve expanded offerings to include distance learning programs via live webinars and on-demand video training, and enhanced program content at our seminars.

Kosair Charities also believes that education is a critical component to the success of our fraternity and we are pleased to announce their support of SIEF, through a generous grant of $50,000 to further enhance training programs for current and future fraternity leaders – helping to provide the necessary tools to more effectively lead our hospitals and temples.

John Piland, executive vice president of Shriners International, accepted the grant on behalf of Shriners International at the Shriner Appreciation Reception hosted by Kosair Charities on Oct. 3. The evening celebrated the history of both organisations, while providing an update on grant recipients, future goals, and recognising key honorees.

“Shriners International Education Foundation is extremely grateful to Kosair Charities,” said Piland. “This partnership will allow the fraternity to make a sustaining impact by providing education, training and leadership development at the 2020 Assistant Rabban Seminar, and strengthening other efforts.”

Representatives of Kosair Charities will attend the 2020 Assistant Rabban Seminar in Tampa, Florida, March 9-11, 2020, and the closing reception will be named in their honor.

“We are proud of this grant and are looking forward to great impact with it as we help future Shrine leaders better understand leadership, responsibility and our mission to help children,” said Keith Inman, president of Kosair Charities.

We thank the board of Kosair Charities for their support of Shriners International and their commitment to preparing future leaders of the fraternity.

About Kosair Charities

Kosair Charities enhances the health and well-being of children by delivering financial support for healthcare, research, education, social services and child advocacy. We envision a word in which children in need live life to the fullest.