Business and Legal Developments | June 2024

Jun 05, 2024

Friends,

In last month’s newsletter, we looked at the dealmaking landscape so far this year by reviewing the CB Insights State of Venture Q1’24 report, which showed a “mixed bag” for VC dealmaking to start the year. We also reviewed Pitchbook’s Q1 Venture Monitor Report.

This month we will review some sectors where investment is trending and explore the prognosis for a venture fundraising recovery and what it could mean for the greater innovation ecosystem.

In recent months, we have seen a flurry of negative news about startup investments. However, a recent report from The Information highlights two sectors where investment is actually increasing: artificial intelligence and creator startups.

The first sector is generative artificial intelligence, which continues to inspire investors with the fear of missing out, although this is moderating. According to The Information's data, there has been an impressive 11% increase in investments in this sector during the first quarter.

Business Insider highlights that despite the overall slowdown in investments across various sectors, startups within the creator economy continue to attract significant funding. Notable examples include several startups that successfully raised seven-figure seed rounds last year, as well as multiple later-stage funding rounds for creator-focused startups.

The positive trend for creator startups continues. In the first quarter of 2024, the sector experienced positive year-over-year growth compared to the first quarter of 2023. Despite the many challenges, creator startups present a compelling investment opportunity for those seeking new sources of disruption.

Outside of the creator space, there is much anticipation surrounding the recovery of venture fundraising. From 2021 to 2022, venture capital firms saw tremendous growth, with their assets under management (AUM) increasing by 58% to reach $3.8 trillion. Fundraising was a primary factor in this growth. However, following these record-breaking years, venture fundraising has significantly declined. According to PitchBook analysts, a full recovery to those exceptional highs is not anticipated until after 2028.

The fundraising forecast for this year is significantly lower, at less than $200 billion, marking a 48% decline from 2021. PitchBook projects a modest annual growth rate of 2.9% through 2028, which is notably "half the rate of other private capital strategies, including private equity, private debt, and real assets funds." This slower growth could significantly impact aggregate AUM. Moreover, if valuations remain depressed, VC AUM may remain stagnant until 2028 or beyond.

As always, do not hesitate to contact us if we can help you brainstorm a legal or business challenge you are facing or connect you to a potential investor, professional, or entrepreneur.

Welcome Brian Wheeler

To further enhance our capabilities in the Technology, Health Care, and Life Sciences sectors, we are pleased to welcome Brian Wheeler to the firm, who joins our San Francisco office today as a partner in the Transactions Practice Group. Brian brings extensive experience spanning top levels of both the global law firm and global investment fund environments.

Throughout his career, Brian has led numerous large-scale M&A transactions for both public and private buyers and sellers, private equity buyouts, and venture and growth equity investments. He has a particular focus on cross-border deals and those involving technology and life sciences companies. He has also advised companies on FCPA compliance, internal investigations, litigation, investor relations, employment, and firm management matters.

Importantly, many of you know, trust, and like Brian as much as we do. We look forward to bringing Brian's knowledge and experience to bear for the benefit of all of our clients in the years to come.

Brian Wheeler
Partner
San Francisco
415.438.6438
brian.wheeler@foley.com

Spotlight on Brainwaves Conference

Going Digital: Business Leaders Gear Up for the Future of Manufacturing | April 25, 2024
What is an upcoming gamer-changer in manufacturing? What are the greatest barriers to the widespread adoption of technology? What can manufacturers do to help ensure the security of their supply chains? Business and legal decision-makers grappled with these questions and more at Digital Disruption in Manufacturing: A Brainwaves Event on April 25 in Chicago.

After digging into best practices for technology adoption, the biggest legal pitfalls of AI, and real-world actions to maximize operational resilience, we emerged with clear themes:

Disruption is a mindset. It's here to stay, like the internet. Disruption is the way we do business.
Invest in areas with clear returns. Identify the problem first: What is your specific use case that will add value to your company? Use cases for AI will take a while to play out, comparable to when the internet first launched.
Protect your IP. Copyright disputes are already underway due to disruptive technologies, and data privacy will be a growing legal issue.
Be prepared for cyber threats. The cyber risk or exposure from digital adoption is growing. Be aware of threats your peers experience in other jurisdictions.

See our recap video here.

Events

Upcoming:

Sidebar Summit – New York Tech Week | June 6, 2024
Join us for an engaging Fireside Chat during New York Tech Week, where the innovation of Silicon Valley meets the spirit of New York City. This exclusive event, hosted by Foley & Lardner LLP and Vishal Verma from Redwood Collective, is set to spark conversations and insights with leading technology entrepreneurs & executives. Dive into the future of tech, explore emerging trends, and connect with fellow enthusiasts in an intimate setting designed to inspire and inform.

Crowe Q2 Denver roundtable luncheon | June 11, 2024
Foley is partnering with Crowe LLP to sponsor a roundtable event on Tuesday, June 11, from 11:30 a.m. to 2:30 p.m. MT at the Crowe Denver Office Pinnacle Room. Join us to learn about recent changes in rate reconciliations, income taxes paid, and other disclosure items relevant to both publicly traded and privately held entities. Additionally, we will provide a refresher on valuation allowances. One CPE credit hour will be offered for our ASC 740 Topics discussion. Jared Braithwaite (Partner, Salt Lake City) will join the second session on current cybersecurity topics. This session will touch on AI, ransomware, security, privacy, and other pertinent issues that companies should consider.

"Securitizing" International Trade and Investment Private Dinner | June 11, 2024
Join Foley for an insightful discussion and dinner with Christopher Swift (International & National Security Team Co-Chair, Washington D.C.). Drawing on his three decades of legal, foreign policy, and national security experience, Christopher will shed light on the intricate linkages between emerging geopolitical threats and the U.S. Government’s imposition of new restrictions on investment, technology, and trade. Learn about the implications of "securitizing" trade and investment, as federal agencies impose stringent requirements on companies with foreign investments or operations.

Boston Healthcare AI & Technology Investor Summit | July 17, 2024
Join Endeavor Venture Funds, Foley & Lardner LLP, and Microsoft in the Foley Boston office for a day of partnering, investment, and deal-making, designed to help accelerate the integration of technology and AI into the Boston health care ecosystem. While technology giants support AI startups with billions of dollars in investment, health care providers and emerging companies are finding it difficult to navigate the complexities of AI deployment in this critical sector.

Infocast CCS/ Decarbonization Project Development, Finance & Investment Summit | July 23, 2024 – July 25, 2024
Foley will attend the Infocast CCS/ Decarbonization Project Development, Finance & Investment Summit at the Hilton Houston Post Oak. Sarah Slack (Partner, Madison) and Peter Tomasi (Partner, Milwaukee) will moderate panel discussions on the first two days of the Main Summit, followed by the Executive Briefing. Sarah will cover “Permitting and its Impact on Project Investment, Financing, and Costs,” while Peter will explore “Pipeline Owner/Operators Perspectives: Infrastructure Build-out and its Influence on Project Valuation and Bankability.” We are a proud event sponsor and look forward to seeing you there.

Ai4: The AI Regulatory Landscape | August 12, 2024 – August 14, 2024
Embark on a comprehensive exploration of the evolving regulatory terrain surrounding AI. As part of Foley’s support of Ai4 2024, Chethan Srinivasa (Partner, Boston) will speak on a panel addressing the changing landscape of AI regulation on the conference's second day.

TED AI | October 22, 2024 – October 23, 2024
Join us again this year at TED AI to connect with pioneers, trailblazers, dreamers, and leaders to better understand where AI is headed and its profound impact on our civilization, industries, communities, institutions, and culture. Immerse yourself in deep, thoughtful, and practical conversations about how AI is changing our view of the world and our social fabric across disciplines and industries.

Recent:

NACD Luncheon With Oscar Munoz | May 4, 2024 – May 5, 2024
Foley was honored to have Oscar Munoz, the former CEO and Executive Chair of the Board of United Airlines, share his remarkable journey and insights during a recent luncheon co-hosted with the NACD Northern California Chapter. This event took place at the Stanford Faculty Club to discuss "Culture as the Foundation of Building a High-Performance Board." This was a unique opportunity for attendees to learn from a leader of Oscar's caliber. He provided invaluable lessons on enhancing board performance and fostering a positive organizational culture.

ABA SciTech's Information Security Committee Pre-RSAC Meeting | May 4, 2024 – May 5, 2024
The ABA Science & Technology Law Section’s Information Security Committee held its annual pre-RSAC meeting the weekend before the RSA Conference in San Francisco at Foley & Lardner’s offices. Attendees discussed the changes happening in the information security industry and how we can stay ahead of it all. This night sparked ideas and insights to help make decisions to transform how we protect ourselves, our clients, the industry, and the world.

American Telemedicine Association ATA Nexus 2024 | May 5, 2024 – May 7, 2024
Foley was proud to continue sponsoring this year's American Telemedicine Association (ATA) and attend ATA Nexus 2024, exploring The Next Chapter in Virtual Care. Our Foley team spoke on multiple topics related to the changes and challenges impacting the digital health and telemedicine industries.

RSA Sidebar Dinner | May 7, 2024
Foley recently co-hosted a private RSA Sidebar Dinner at Ozumo in San Francisco, CA. The evening kicked off with sake and a spirited debate among a panel of experts on AI and cybersecurity. Louis Lehot (Partner, Silicon Valley), Lyman Thai (Partner, San Francisco), and Tiaan De Nysschen (Business Development Executive, San Francisco) were proud to represent Foley, and they enjoyed an evening of connecting over meaningful conversations after a full day at the RSA Conference.

The Venture Mindset Webinar | May 7, 2024
In collaboration with the NACD Northern California Chapter, Foley recently co-hosted a webinar exploring the intriguing realm of venture capital and corporate innovation. Louis Lehot (Partner, Silicon Valley) joined Claudia Fan Munce, venture advisor at New Enterprise Associates, and Ilya Strebulaev, a Stanford professor, to delve into the counterintuitive strategies of venture capitalists.

Capital Connect: Finance & Funding in Life Sciences | May 15, 2024
Foley and Slone Partners co-hosted an informative and engaging afternoon that explored the latest trends and strategies in financing within the Life Sciences Industry. Capital Connect featured a distinguished panel of industry experts who shared their insights and experiences on navigating the complex landscape of finance and funding in the life sciences space. This event provided valuable perspectives and networking opportunities to help investors, entrepreneurs, and industry professionals stay ahead in this rapidly evolving sector.

Lunch & Learn – An AI Conversation | May 20, 2024
The Utah Tech Community co-hosted a lunch & learn with Foley that explored the evolution of artificial intelligence (AI) and its implications for founders and finance teams. Our expert panel, including Natasha Allen (Venture Capital Co-Chair, Silicon Valley), provided an engaging and informative discussion on this always top-of-mind topic.

May 2024 Midwest Cyber Security Alliance Meeting – Integrating Trending AI and CMMC Compliance Into Vendor Management | May 22, 2024
In today’s rapidly evolving digital landscape, effective vendor management is paramount for ensuring the security and integrity of organizational operations. By harnessing AI-driven tools for continuous monitoring and anomaly detection, organizations can bolster their compliance efforts, identify deviations from established security protocols, and mitigate potential risks in real-time. On Wednesday, May 22, Foley attended the Midwest Cyber Security Alliance meeting, where Chanley Howell (Partner, Jacksonville) and Leighton Allen (Associate, Chicago), dove into the integration of two critical components — AI due diligence and Cybersecurity Maturity Model Certification (CMMC) compliance — to fortify vendor management practices.

MEMA OE Mobility Supplier Forum | May 22, 2024 – May 23, 2024
Foley and MEMA Original Equipment Suppliers co-hosted the recent Mobility Supplier Forum. Partnering with Autotech Ventures on May 22, the Mobility Supplier Forum kicked off with a pitch event featuring startups in the automotive and technology industries. Attendees heard from startups that are revolutionizing Industry X.0, Electrification, Autonomous/ADAS Vehicles, and Connectivity.

Beyond Summit | May 22, 2024 – May 24, 2024
Foley proudly sponsored the recent Beyond Summit event in Newport Beach, CA. This event was a highly curated invite-only "un-conference" designed to bring together 100 leading family offices, venture capitalists, and technology leaders to discuss the future of innovation and venture capital.

Playing the Long Game: The Roadmap to Integrate AI Into the Health Care System | May 30, 2024
Bentley University Center for Health and Business, Altruistic, and the Future Talent Council will bring together corporate pioneers, policymakers, and esteemed university leaders for an engaging dialogue on how artificial intelligence (AI) is evolving the life science industry at a rapid pace. Larry Vernaglia (Partner, Boston) participated in the panel, “Playing the Long Game: The Roadmap to Integrate AI into the Health Care System.”

Thought Leadership

Key Issues Facing Boards of Directors in 2024
Louis Lehot authored the Westlaw Today article, “Key issues facing boards of directors in 2024,” which assesses how effective board leadership can help companies navigate global uncertainty, regulatory developments, technological advancements, and increasing competition.

Learn More

Secondary Buyouts on the Rise — Will it Last?
In a time when exit strategies have pivoted, and options might be more limited, it is no surprise that secondary buyouts have rebounded. According to recent coverage from PitchBook, secondary buyouts are making up a larger share of private equity exits as firms look to speed up sales of portfolio companies.

Learn More

What Will it Mean for the Innovation Ecosystem if a Recovery in Venture Fundraising Takes Longer than Expected?
Everyone is watching to see when venture fundraising will rebound. There has been much speculation surrounding when it will bounce back, and PitchBook is now predicting it could be 2028 before we see a real recovery in venture fundraising. In this post, we explore the prognosis for recovery and what it could mean for the greater innovation ecosystem.

Learn More

The Opportunities, Risks, and Rewards of AI Acquisitions
Amid a period of recalibration, the artificial intelligence industry is experiencing a transformational phase. According to a recent report from Stanford’s Institute for Human-Centered Artificial Intelligence, which closely monitors AI trends, there’s been a notable adjustment in global investment patterns within the sector. Despite a decline in overall AI private investment last year, funding for generative AI surged from 2022 to reach $25.2 billion, and notable companies in the generative AI space, including OpenAI, Anthropic, and Mistral, reported substantial fundraising rounds.

Learn More

8 Legal Issues Influencing Investors In The Creator Economy
In recent months, there has been an onslaught of negative news surrounding startup investment. However, recent reporting from The Information points to two specific sectors where investment is actually on the rise. The first is generative artificial intelligence — a recurring sweet spot for investors. The Information’s data indicates an 11% increase for the first quarter. While articles abound on what’s happening with generative AI, this article focuses on the other area that investors are currently targeting: the creator economy.

Learn More

Deals

Foley Represents NEA as Lead Investor in Series B Round for beehiiv
Foley & Lardner LLP represented New Enterprise Associates, Inc. (NEA) as the lead investor in the $33 million Series B funding round for beehiiv, a startup building a platform for creating and distributing newsletters. NEA was joined by additional investors Sapphire Sport and Lightspeed Venture Partners.

Foley Represents Data and AI Consultancy Startup Indicium in $40M Funding Round
Foley & Lardner LLP represented Indicium in its $40 million investment from Columbia Capital to accelerate growth in the United States. Originally founded in Brazil, Indicium offers a range of solutions to help large enterprises organize and use their data to scale AI.

Foley Represents NOMADX Holdings in Launch to Commercialize Its Biological and Chemical Detection Platform
Foley & Lardner LLP advised NOMADX Holdings LLC, a private company pioneering new technologies for biological and chemical detection, in its launch to commercialize a portfolio of innovative products that will enable faster, more accurate portable testing in food, water, air safety, and clinical applications.

Foley Represents Boviet Solar in Acquisition of First US Production Facility
Foley & Lardner LLP recently represented Boviet Solar Technology Co., Ltd. (Boviet Solar) in the acquisition of its first North American production facility in Greenville, North Carolina. The firm also assists Boviet Solar with corporate, labor and employment, immigration, and other matters related to establishing and operating in the U.S.

Foley Advises Canopy in $35M Funding Round
Foley & Lardner LLP served as legal adviser to Canopy in its oversubscribed $35 million funding round led by Ten Coves Capital and Ankona Capital, with participation from Pelion Venture Partners, Tenaya Capital, and NewView Capital. The $35 million investment will further advance Canopy’s vision of leveraging AI to exponentially enhance firms’ efficiency.

Foley Represents Cortical Ventures as Lead Investor in Seed Round for Angel AI
Foley & Lardner LLP represented Cortical Ventures as the lead investor in the seed funding round for Angel AI. Cortical Ventures was joined by additional investor Village Global. Angel AI is an alternative interface to the internet for kids that prioritizes their healthy development, offering guardrails for a child’s internet experience while still allowing them to foster curiosity and build healthy online habits.

Foley Represents LG Technology Ventures as a Lead Investor in $36 Million Series B Round for Li Industries
Foley & Lardner LLP represented LG Technology Ventures as a lead investor in the $36 million Series B funding round for Li Industries. The round was co-led by Bosch Ventures and Khosla Ventures, with Formosa Smart Energy Tech Corp., Anglo American Decarbonization Ventures, and Chevron Technology Ventures coming in as new investors.