Introduction
Ryan Miest is a shareholder in the Mergers & Acquisitions, Investment Management, Private Equity and Internet, Technology & E-Commerce Groups. He represents high-growth and technology-savvy enterprises, from start-ups to Fortune 100 corporations, in complex transactions, corporate and commercial issues, and intellectual property matters. His transactional expertise includes public and private mergers and acquisitions, joint ventures, complex intellectual property transactions, and complex commercial relationships, in industries including retail, technology, life sciences, and financial services. His practice combines extensive transactional experience with a sophisticated understanding of intellectual property law. Ryan also serves as outside general counsel to a number of clients, advising on corporate governance, debt and equity financings, intellectual property issues, and other matters.
Education
Bar Admissions
Practice Areas
- Mergers & Acquisitions
- Private Equity & Venture Capital
- Investment Management, Co-Chair
- Emerging Business
- Internet, Technology & E-Commerce
Representative Experience
- Represents public and private strategic and financial buyers in acquisitions structured as asset purchases, mergers, stock purchases, and tender offers.
- Represents public and private company sellers in sales to strategic and financial buyers, including divestitures of business lines and divisions, as well as recapitalizations.
- Represents corporate management in the negotiation of employment and equity co-investment terms in connection with the sale of employer to a private equity concern.
- Represents companies in the biotechnology industry in negotiating collaborative research and development agreements and similar relationships.
- Represents intellectual property owners in evaluating, licensing, and selling intellectual property, and represents accused infringers in assessing, defending, and settling infringement claims.
Representative Clients
- Digital River, Inc.
- Securian Financial Group, Inc.
- Blu Dot Design & Manufacturing, Inc.
- Talenti gelato e sorbetto
- Syntiron LLC
Selected Publications & Presentations
Publications
- “Do as I say, not as I do: Aging Investment Advisers and Other Business Owners Face Succession-Planning Challenges,” Star Tribune Business Forum, December 2012
- “IP Due Diligence In M&A Transactions,” Law360, July 29, 2010
- Trends in Technology M&A Transactions (Book Chapter) “Dealing with M&A Financing and Risk in a Changing Market: Leading Lawyers on Understanding Client Motivations, Assessing Risk, and Handling Mergers and Acquisitions in a Changing Market (Inside the Minds),” Thomson Reuters/Aspatore, 2010
- “Would the Real Scienter Please Stand Up: The Effect of the Private Securities Litigation Reform Act on Pleading Securities Fraud,” 82
Presentations
- “Defending Against Patent Infringement Claims from Non-Practicing Entities,” LES Minnesota Chapter Meeting, January 10, 2012
- “Preventing Early-Stage Legal Mistakes,” University Enterprise Laboratory, July 14, 2011
- Panelist “Valuation: Key Issues and Considerations,” The Collaborative, August 5, 2010
- “Legal Implications of Limewire on File-Sharing Business Models,” MinneBar, May 22, 2010
- “Drafting Stock Purchase Agreements,” National Business Institute, March 25, 2008
- “Successfully Executing the M&A Transaction,” The Collaborative, April 19, 2007
Professional Activities
- Minnesota Bar Association
- Hennepin County Bar Association
- American Bar Association
- Licensing Executives Society,
Honors & Distinctions
- Named a “Rising Star” by
- Listed in The Best Lawyers in America
- Lead Articles Editor,
- Order of the Coif, University of Minnesota Law School
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Community Involvement
- Baby’s Space: A Place to Grow - Member, Board of Directors and Governance Committee
- Baby’s Space Environments - Member, Board of Directors
- Pathway’s - Member, Board of Directors and Finance Committee