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Manatt Fintech REPRESENTATIVE TRANSACTIONS

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Page 1: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

Manatt FintechREPRESENTATIVE TRANSACTIONS

Page 2: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

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Counsel to BlockFiJuly 2018

BlockFiWarehouse Facility

Counsel to BFS CapitalJanuary 2019

Counsel to AVANA CapitalOctober 2018

AVANA CapitalFund Formation

Counsel to Advantage InsuranceFiled July 2018

Advantage InsuranceInitial Public Offering

$150 million

BFS CapitalWarehouse Line of Credit and

Regulatory Counsel$50 million

Closing $1B+ in Fintech Deals Worldwide

Page 3: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

2

Counsel to CrowdStreet, Inc.November 2018

CrowdStreet, Inc.Fund Formation and Regulatory Counsel

Counsel to CrowdOut Capital LLCOngoing

CrowdOut Capital LLCStructuring of CrowdOut

Opportunity Fund

Counsel to Cross River BankOngoing

Cross River BankRegulatory Counsel

Counsel to CircleUp Network, Inc.Ongoing

CircleUp Network, Inc.Regulatory Counsel

Counsel to CaliberCos Inc.Ongoing

CaliberCos Inc.Platform Launch

Climb CreditWarehouse Loan Financing

Counsel to Climb CreditDecember 2018

$50 million

Counsel to BolstrJune 2018

BolstrSale to KeyBank

Counsel to CadenceJanuary 2019

CadencePlatform Launch and Initial Financing

Page 4: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

3

Counsel to LiftForward, Inc.June 2018

LiftForward, Inc.Warehouse Facility

Counsel to Lidya HoldingsFebruary 2018

Lidya HoldingsSeries A Financing

Counsel to LendingHome CorporationOngoing

Counsel to Idea FinancialOngoing

Idea FinancialFinancing and Regulatory Counsel

Counsel to LendeavorOngoing

LendeavorRegulatory Counsel

Counsel to Haitou GlobalOngoing

Haitou GlobalLoan Facility and

Regulatory Counsel

Counsel to Money Metals Exchange LLCOngoing

Money Metals Exchange LLCRegulatory Counsel

LendingHome CorporationFinance Structuring and

Regulatory Counsel

$250 million

Counsel to Groundfloor FinanceFebruary 2018

Groundfloor FinanceRegulation A+ Offering

Page 5: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

4

Counsel to Roc CapitalOngoing

Roc CapitalCommercial Lending Activities in U.S. and

Continuous Sale of Mortgage Loans

Counsel to Montcalm Capital LLCJanuary 2019

Montcalm Capital LLCPlatform Launch and

Initial Financing

Counsel to P2Binvestor Inc.Ongoing

P2Binvestor Inc.Regulatory Counsel

Counsel to Pagaya Technologies, Ltd.Ongoing

Pagaya Technologies, Ltd.Financing and Securitization

Counsel to Patch of LandOngoing

Patch of LandRegulatory Counsel

Counsel to Phoenix FinanceOngoing

Phoenix FinanceLoan Facilities, Formation and Launch of U.S. Platform, and Regulatory Counsel

Counsel to Sharestates, LLCNovember 2017 and March 2018

Sharestates, LLCDebt and Equity Structuring Transactions

Counsel to StreetShares, Inc.February 2019

StreetShares, Inc.Regulation A+ Offering

$50 million

Page 6: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

5

Counsel to WorkplaceCreditFebruary 2019

WorkplaceCreditPlatform Launch

Counsel to VerbhouseOngoing

VerbhousePlatform Launch, Equity Financing

and Regulatory Counsel

Counsel to Varo MoneyJanuary 2018

Counsel to Syndicate ProfileJune 2018

Syndicate ProfileFund Formation and

Platform Launch

Counsel to UpLift Inc.Ongoing

UpLift Inc.Regulatory Counsel

Counsel to TradeRiver USAOngoing

TradeRiver USAFinancing Counsel

Counsel to Sunbit, Inc.December 2018

Sunbit, Inc.Fund Formation

Counsel to ZhenrongbaoJuly 2018

ZhenrongbaoPlatform Launch

Varo MoneySeries B Financing

$45 million

Page 7: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

6

Manatt FintechInnovation occurs daily in the fintech world. In just a few years, this financial ecosystem—principally comprising marketplace lending, alternative funds and payments—has become a multibillion-dollar global force. Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and securitizations. Platforms are looking for new ways to access credit, investors are looking to the industry as an alternative source of yield, and payment innovators are putting more power in the palms of smartphone users as the banking and finance paradigm undergoes tectonic shifts.

Manatt’s world-class, six-continent fintech practice works with more than 150 established platforms and investors to raise capital to support consumer and small-business lending, alternative credit and point-of-sale products, and real estate development and smaller projects. We also work with token and cryptocurrency issuers and traders in advising on best practices to mitigate legal and regulatory risk.

Our lawyers and professionals know the legal and regulatory traps and can help you navigate them in a cost-effective manner. Our team works with platforms, investors, fund sponsors and service providers in the space to provide a comprehensive solution. We tailor legal solutions to align with your specific business objectives and market constraints. Our team is composed of former entrepreneurs, in-house counsel, U.S. attorneys and state prosecutors, so we get what it’s like to be in your shoes.

From the start, we’ll work with you “hands on” to perform a customized, risk-based assessment and develop an action plan to get and keep your organization moving as efficiently as possible. Our lawyers are recognized thought leaders in the space, speaking and writing throughout the year at and for the most authoritative events and publications. One of our partners is the chair of the prestigious Practising Law Institute Alternative Investment Summit, a one-of-a-kind assembly of attorneys who speak and write regarding the most pressing legal issues in the fintech industry. We have also been honored by Chambers Global, recognized as an industry leader in the organization’s first-ever Chambers and Partners Fintech Guide, and recognized by other legal ratings services.

We have regular dialogues with federal and state legislators and regulators to keep you apprised of continuing developments and advise you on best practices to give you a highly informed risk-weighted legal and regulatory approach.

y Securities and state blue-sky laws

y Venture capital

y Bank regulatory

y Investment advisory

y Broker-dealer

y Lender licensing

y Bank/warehouse finance

y Fund formation

y Intellectual property

y Digital media

y Privacy and data security

y Securitization

y Tax, employee benefits and labor

SERVICES:

Manatt’s fintech practice was recognized as an industry leader in the first-ever Chambers and Partners Fintech Guide.

For the third consecutive year, Manatt has been named a finalist for the annual LendIt Fintech Industry Awards.

Page 8: Manatt Fintech · Originated loans and credit products are actively sold to investors through marketplaces, whole loan facilities and ... blue-sky laws y Venture capital y Bank regulatory

Albany

Chicago

Los Angeles

New York

Orange County

Palo Alto

Sacramento

San Francisco

Washington, D.C.

Manatt, Phelps & Phillips, LLP manatt.com © 2019

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me.Brian Korn

[email protected] 212.790.4510

Robert Duran [email protected] 310.312.4274

Neil Faden [email protected] 212.830.7181

Craig Miller [email protected] 415.291.7415

Scott Schwartz [email protected] 202.585.6534

Charles Washburn [email protected] 310.312.4372

CONTACTS:

Stay up to date on the latest fintech developments. Contact [email protected] to join our mailing list.