Leslie J. Croland, P.A.

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Leslie J. Croland practices in the area of corporate law, with a focus on mergers and acquisitions, securities and general corporate law. Mr. Croland counsels life sciences and technology companies in a wide range of corporate matters, including public and private equity offerings and acquisitions, as well as a variety of other business agreements and strategic and corporate governance matters.

Mr. Croland provides a range of services for public and private corporate clients, including venture capital financings, public offerings, intellectual property collaborations, compensation planning, corporate governance, and disclosure guidance. He also represents sellers and buyers in mergers and acquisitions, including representing privately held companies in their successful sales for cash and stock. Mr. Croland has also advised domestic and foreign clients on cross-border transactions involving companies in Germany, the Netherlands, Denmark, the United Kingdom and Mexico.

Prior to practicing privately, Mr. Croland served as a senior attorney with the SEC's Division of Corporation Finance in Washington, D.C. In this capacity, he reviewed and commented on registration statements; proxy materials for annual and special shareholder meetings; and annual, quarterly and other periodic reports filed with the SEC; and he also drafted SEC no-action letters.

Life Sciences

Mr. Croland's work with life sciences companies dates back many years. Entrepreneurs, investors, start-ups and established companies in the life sciences industry turn to him for their most important transactions, including venture capital financing, mergers and acquisitions, public and private securities offerings, strategic alliances, licensing and intellectual property collaborations, development agreements, supply arrangements and cross-border deals. Mr. Croland advises life sciences companies on operational matters such as corporate governance, compensation planning, regulatory compliance and disclosure.

Mr. Croland is a director and general counsel of BioFlorida and secretary of the BioFlorida Institute's founding Board of Directors. He is also a director of Southeast BIO, and serves as a member of the Executive Committee of the Florida Research Consortium.

Representative Matters

  • Represented the shareholders of Ideal Protein, a Quebec-based corporation with significant U.S. operations, in the sale of a majority interest to funds advised by Apax Partners LLP, a global private equity firm.
  • Advised a Taiwan-based company in connection with a multi-million dollar acquisition of a medical device product line owned by a public company based in the United States.
  • Represented a publicly-traded life sciences company in a registered direct public offering of more than $7 million for common stock and warrants to institutional investors
  • Closed multiple technology-based growth company transactions, including venture capital finances, strategic alliances, licenses, development and supply arrangements totaling over $100 million in the last five years
  • Represented a life sciences company in several public and private securities offerings totaling more than $50 million
  • Represented a private technology company in connection with its merger into a public company providing an integrated suite of merchant payment processing services in related software enabling products, valued at $17 million
  • Represented an online marketing company in its sale to a private equity firm for more than $80 million
  • Negotiated and prepared transaction documents for the sale by a public company of its United Kingdom subsidiary, valued at more than $10 million
  • Represented a publicly-traded media company in connection with its merger with another public company, valued at $38.5 million
  • Advised a privately held software development company in connection with several venture capital financings in excess of $40 million
  • Represented a publicly-traded real estate company in connection with a management-lead going private transaction, valued at $15 million
  • Represented a publicly-traded foreign corporation through its initial public offering of securities as well as two subsequent public offerings totaling more than $50 million
  • Represented an electronic health records/patient care management company in connection with a $300,000 investment by an angel group based in Orlando, Florida.
  • Represented a life sciences company in connection with the purchase of assets owned by a Canadian corporation
  • Advised several public companies in corporate governance matters under the Sarbanes-Oxley Act of 2002 and related regulations
  • Represented several public and private companies in the establishment and use of equity incentive plans and a wide range of equity incentives for executives, employees, directors and consultants

Areas of Practice

  • Corporate Law
  • Business Law
  • Private Equity
  • Venture Capital
  • Mergers and Acquisitions
  • Securities Offerings
  • Public Company Counseling
  • Securities Litigation
  • White-Collar and Government Enforcement
  • Life Sciences
  • Energy

Professional Activities

  • American Bar Association
    - Business Law Section

Admissions

  • Florida

Education

  • Georgetown University Law Center, LL.M., 1981
  • Cleveland State University, Cleveland-Marshall College of Law, J.D., 1978
  • Williams College, B.A., 1972

Experience

  • Duane Morris LLP
    - Partner, 2013-present
  • Edwards Wildman Palmer LLP
    - Partner
  • U.S. Securities and Exchange Commission, Division of Corporation Finance
    - Senior Attorney

Board Memberships

  • BioFlorida
    - Director
  • BioFlorida Institute's Founding Board of Directors
    - Secretary
  • Southeast BIO
    - Director
  • Florida Research Consortium
    - Member, Executive Committee

Civic and Charitable Activities

  • Fort Lauderdale Museum of Art
    - Member, Board of Trustees

Honors and Awards

  • Listed in Florida Super Lawyers, 2007-2009

Selected Publications

  • Co-author, "SEC Eliminates Prohibition on General Solicitation in Certain Private Securities Offerings," Duane Morris Alert, July 15, 2013
  • Author, "More and More Jobs Require STEM Education," Letter to the Editor in The Miami Herald, June 26, 2013
  • Co-author, "The JOBS Act Changes IPO Rules for Emerging Growth Companies," Edwards Wildman Client Advisory, April 2012
  • Co-author, "The JOBS Act Makes Significant Changes in the Regulation of Capital Formation and the Compliance Landscape for Many Companies," Edwards Wildman Client Advisory, March 2012
  • Co-author, "SEC Permits (and May Require) Proxy Solicitations on the Internet," Edwards Angell Palmer & Dodge Client Advisory, February 5, 2007
  • Quoted in "Terremark Working on Its Internal Control Issues," The South Florida Business Journal, July 8, 2005
  • Quoted in "SEC's Atkins: Reduce Costs to Comply," The South Florida Business Journal, June 24, 2005
  • Co-author, "Scripps Is Catalyst for Florida's Life Sciences Industry," Venture Capital Journal, March 2005
  • Quoted in "SEC Bends to Complaints over New Filing Deadlines," The South Florida Business Journal, December 2004
  • Quoted in "Conference Planned to Link Venture Capitalists, Scripps," The Palm Beach Post, March 2004

Selected Speaking Engagements

  • Moderator, "Financing Options for Emerging and Established Life Sciences Companies," BioFlorida's Latin America & Caribbean Life Sciences Conference, March 27-28, 2014
  • Chairman, 2012 BioFlorida Annual Conference, Miami, Florida, October 7-9, 2012
  • Moderator, "Advancing Your Business Through Public Policy," BioFlorida's Annual Conference, Grand Lakes, Florida, November 4-6, 2009
  • Moderator, "Venture Capital Funding," EDC's 7th Annual Life Sciences Conference – BIOTECH 2008, University Park, Florida, April 24, 2008
  • Moderator, "Physical and Chemical Sensor and Diagnostic Technologies," Florida Innovation Showcase 2008, Orlando, Florida, March 19-20, 2008
  • Moderator, "Attracting Angel Investments," The 4th Annual Florida Tech Transfer Conference, Miami, Florida, May 29-30, 2007
  • Panelist, "Audit Committee Responsibilities Under the Sarbanes-Oxley Act," The Florida Bar Continuing Legal Education Seminar, Miami, Florida, May 2005