Fortis Welcomes New Paralegal Nicole Vanhooser

Nicole Vanhooser has been working in the field of law as a paralegal for over 8 years serving as both a legal assistant and as a paralegal. Nicole has served multiple industries but specializes in areas concerning labor and employment law, commercial litigation, and corporate law.

Fortis Law Partners is pleased to welcome Nicole Vanhooser to our administrative support team.  She will be working with our dedicated staff of attorneys in the firm to continue to provide great service to our clients and attorneys.

Please click here to review Nicole’s full bio and contact information.

We are delighted to add such amazing talent on our team!

Fortis Welcomes New Associate Robert LaManna

Fortis Law Partners expands the depth and breadth of its practice by welcoming Robert LaManna to our team.  He will be working along with our other lawyers in the firm to continue to provide top legal representation to our clients.

Robert LaManna, Associate

Robert advises founders and companies on business transactions, including mergers, acquisitions, buyouts, private equity and venture capital investing.  Robert has advised on several multi-billion transactions in the technology, healthcare and energy industries.

Please click here to review Robert’s full bio and contact information.

We are thrilled to have such amazing talent on our team!

Fortis 2nd Quarter 2018 Newsletter

 Fortis News and Tips About GDPR

July 24, 2018

Notable Achievements

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2018 Mergers & Acquisitions - Law Firm of the Year - USA

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2018 Corporate Law Firm of the Year in Colorado

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2018 Excellence in Securities Law Services - Colorado, USA

Events

BUSINESS LAW INSTITUTE SEPTEMBER 12-13, 2018

Ritz-Carlton Denver
Julie Herzog will present "Negotiating Your Next M&A Deal." Julie will be advising other attorneys on how to get the most for their clients in critical transactions. More information is available here:
https://www.fortislawpartners.com/events/ 

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HELPING THE HOMELESS
The Fortis attorneys and staff work hard to contribute to their Colorado community. Every last Tuesday of the month, the Fortis team makes and delivers dozens of meals and other supplies to the homeless in downtown Denver.  Here’s a picture of the Fortis team making the delivery in June:

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Press

Henry Baskerville was interviewed extensively by Westword about his representation of a client that is prominent in the CBD industry:   http://www.westword.com/news/cbd-lawsuit-in-colorado-claims-counterclaims-and-a-woman-named-swindler-10326759

Successful Client Results

Litigation Successes

  • The Fortis litigation team of Cara Thornton, Henry Baskerville and Christine Lamb won an impressive victory on behalf of our property owner client following a week-long bench trial in Adams County.  The dispute involved an unauthorized sublease of commercial warehouse space to a marijuana extraction laboratory.  The Court not only found in favor of our client on claims of negligent misrepresentation and unjust enrichment, but also found in favor of our client on its counterclaim against the Plaintiff for intentionally interfering with the lease and its cross-claim against the tenant for breaching the lease.
  • Congratulations to Christine Lamb for her recent victory at the 9th Circuit Court of Appeals.  Following oral argument, the 9th Circuit affirmed the dismissal of an employee’s lawsuit claiming FMLA discrimination.  The Court found that our client terminated the employee due to his poor customer service immediately prior to his leave of absence, and not in retaliation for taking FMLA leave.

Transactional Successes

  • Fortis represented Digital Fusion in its acquisition by an international e-commerce company. “I'm so grateful that Fortis came into our life to guide us through the process of selling my company.  As a first-time Founder and CEO, I didn't appreciate what it takes to get a deal done.  From the ebb and flow of the deal cycle, details, and personalities, Fortis handled it with professionalism and effectiveness.  Julie Herzog and the Fortis team are on my go-to recommendation list to CEOs who want to buy or sell, as well as our commercial legal needs.”-Joel Morrow, CEO, Digital Fusion

 

  • Fortis has assisted MycoTechnology, a leading food technology company, in negotiating and closing multiple licensing and other commercial transactions generating significant revenues for the Company. “Fay is the best – She makes my life easier” -  Alan Hahn, CEO, MycoTechnology

 

    • We represented a technology company in the $25.5 Million sale of one of its subsidiaries to a strategic buyer.
    • We represented Outward Hound in its acquisition by J.W. Childs Associates.  More information about the transaction is available here.
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    • We represented a lender in a $2.1M debt financing for a Colorado hemp company.
    • We represented a Colorado agriculture company in a $2.3M equity financing and the formation and financing of subsidiaries.

    Legal News

    GDPR and other regulatory changes: Are your data practices compliant?

    Last quarter, a number of our clients sought our advice on how to comply with the General Data Protection Regulation (“GDPR”). In some cases, our guidance resulted in clients modifying their website terms and conditions, privacy policies, and data collection and handling processes.  GDPR was enacted by the European Union and went into effect on June 25 of this year.  Among other things, GDPR imposes new requirements for collecting and handling data, anonymizing user information, notifying users of data breaches, and allowing users to view and delete their personal data. This law applies to more than just companies in the European Union—companies outside the EU that collect or process data from EU citizens are subject to the requirements as well. 

    Similarly, California recently passed the California Consumer Privacy Act of 2018, which will go into effect on January 1, 2020.  This law provides new restrictions on larger handlers of data and affords new rights to consumers who provide data to operators of websites and other platforms.  For more information on these changes, please see the general resources below.  If you are concerned about the compliance of your data management practices, the attorneys at Fortis are happy to help.

    https://www.npr.org/sections/alltechconsidered/2018/05/24/613983268/a-cheat-sheet-on-europe-s-sweeping-privacy-law

    https://hbr.org/2018/07/what-you-need-to-know-about-californias-new-data-privacy-law

    ALERT! Website ADA Compliance

     

    ALERT!!

    IS YOUR WEBSITE ADA COMPLIANT?

    Approximately 7 million Americans are visually impaired, meaning that your potential customers and clients may be unable to access or effectively use your website if the website is not compatible with certain assistive technologies such as screen readers or voice recognition software. 

    Moreover, if your website is not accessible to visually impaired users, you may be in violation of the Americans with Disabilities Act (“ADA”) and are susceptible to lawsuits brought by plaintiffs’ firms that are exploiting the ambiguous nature of ADA regulations on website accessibility, and filing hundreds of lawsuits against private businesses.

    Title III of the ADA requires that businesses make reasonable accommodations to those with recognized disabilities, and applies to any business that is considered a “public accommodation.” A non-exhaustive list concerning which businesses are considered “public accommodations” may be found here, but the general rule is that any business that regularly serves the public is considered a public accommodation.

    Since the beginning of 2015, more than 240 businesses have faced federal lawsuits claiming their websites were inaccessible to visually impaired users, in violation of the ADA. These lawsuits often result in quick settlements for between $10,000 and $75,000, and include agreements that the businesses would update their websites to ensure accessibility. An investment of time and money now may be far less expensive for your business than the litigation which, at this point, seems not to be a matter of if it will happen, but when.

    Fortis Law Partners has expertise in helping clients make their websites compliant with the ADA.  Please contact Liz Hartsel if you have been served with a demand letter, or if you have any questions about ADA compliance.[1]  

    [1] In addition, you should review the currently accepted (but not mandated) guidance document for making web content more accessible, which is available here.

    Fortis Welcomes Four New Attorneys

    Fortis Law Partners expands the depth and breadth of its practice by welcoming four new attorneys to our team.  They will be working along with our other lawyers in the firm to continue to provide top legal representation to our clients.

    Cara Thornton, Partner

    Cara is a seasoned litigator with more than 15 years of experience representing both individual and corporate clients in complex commercial litigation cases including real estate disputes, intellectual property and trademark disputes, business disputes and business torts, and an array of other contract-related disputes. She has tried bench and jury trials throughout Colorado, and has appellate experience with both the Colorado Court of Appeals and the Tenth Circuit Court of Appeals.

    Please click here to review Cara’s full bio and contact information.

    Andrew Comer, Associate

    Andrew advises founders and companies on the formation, financing, and operation of their businesses.  He also advises on mergers and acquisitions, other commercial transactions, and the development and licensing of intellectual property, particularly in the technology space.  Andrew has worked extensively with executives and boards of directors on corporate governance, risk management, and strategic planning.

    Please click here to review Andrew’s full bio and contact information.

     Lenora (Leni) Plimpton, Associate

    Leni specializes in employment and labor law.  She handles defense-side employment litigation, including ADA claims, Title VII discrimination, FMLA, wage and hour disputes, EEOC charges, unemployment appeals, and more. She also provides employment advice and counseling and handles commercial litigation and appellate matters.  She is licensed in both Colorado and Utah.

    Please click here to review Leni’s full bio and contact information.

    Elizabeth (Liz) Hartsel, Of Counsel

    Liz represents individuals and public and private companies in commercial litigation, employment and securities matters.  She has also served as an adjunct professor at Champlain College teaching White Collar Crime and Business Law courses.

    Please click here to review Liz’s full bio and contact information.

    We are thrilled to have such amazing talent on our team!

     

    Preparing for the SEC’s New Disclosure Requirements on CEO/Employee Pay Ratios

    Preparing for the SEC’s New Disclosure Requirements on CEO/Employee Pay Ratios 

    January 24, 2017

    The Securities and Exchange Commission (SEC) recently released five Compliance and Disclosure Interpretations Questions and Answers (Q&As) providing additional guidance about the required disclosure of the ratio of public companies’ Chief Executive Officers’ total annual compensation to the median total compensation of all employees.

    Background

    In August 2015, the SEC adopted rules implementing requirements under the Dodd-Frank Act amending the executive compensation disclosure regulations under Item 402 of Regulation S-K. The rules require public companies to disclose the ratio of total annual compensation of the Chief Executive Officer (or Principal Executive Officer, as stated in the rules) to the median total compensation of all employees. The rules state that companies can determine the median employee compensation as determined either in the same manner as the CEO’s total annual compensation in the Summary Compensation Table, in another “consistently applied compensation measure” (CACM), by statistical sampling, by reasonable estimates, or by other reasonable methods.

    While the rules do not designate a specific preferred CACM to determine the median employee, the rules do state that the CACM must reflect the facts and circumstances of the registrant’s workforce. The rules also state that the population from which the median employee is identified must include all full-time, part-time, temporary, seasonal, and foreign employees. The final rules implementing the disclosure requirements are effective for fiscal years beginning on or after January 1, 2017 (Generally, the 2018 Proxy Season).

    The Median Employee

    Three of the recently released Q&As focus on identification of the median employee through the use of a CACM. Two such Q&As addressed how a registrant would select a CACM. The SEC’s guidance confirmed that an appropriate CACM would be based upon a registrant’s facts and circumstances and specifically noted that total cash compensation may not be appropriate if the registrant also broadly provides equity compensation and that Social Security taxes withheld would be a CACM but only if all employees earned less than the Social Security Wage base. The SEC further clarified that the use of hourly or annual rates of pay without consideration of hours worked would not be a CACM.

    In the third Q&A related to the selection of a CACM, the SEC explained that when applying a CACM to identify the median employee, a registrant does not have to use the period that includes the date on which the employee population is determined, so long as there has not been a change in the employee population or compensation arrangements that would result in a significant change in the pay distribution of the workforce such that the period utilized would no longer accurately reflect the registrants facts and circumstances. A CACM may also entail using compensation over a period other than a full annual period.

    The Employee Population

    The remaining Q&As address whether certain categories of employees should be included in the population from which the median employee is determined. For furloughed employees, the SEC guidance states that a registrant must determine whether a furloughed person is an employee based on the registrant’s facts and circumstances because companies define furloughed employees differently. If a furloughed worker is an employee on the date the employee population is determined, such worker’s compensation should be determined using the same methodology as a non-furloughed employee.

    For independent contractors, such workers are not considered employees if an independent third party determines their compensation. The SEC’s guidance provides that registrants should consider the composition of their workforce and overall employment and compensation practices in making determinations regarding employee/contractor status. The guidance related to independent contractors also provides the insights that (i) registrants are not considered to determine compensation if the registrant only specifies minimum compensation levels for services provided by unaffiliated third party contractors and (ii) the individual contractor may be the “unaffiliated third party” who determines his or her own compensation.

    Takeaway

    The five Q&As recently released by the SEC provide additional guidance for companies preparing disclosures to comply with the rules, which are effective for compensation disclosures for fiscal years beginning January 1, 2017.

    Fortis Law Partners LLC is a boutique Denver law firm that represents middle-market public companies on SEC compliance matters, in addition to being a full service corporate, commercial, tax, real estate, litigation, and employment law firm. Please contact us to schedule an introductory meeting to review your company’s disclosures to ensure compliance with this updated guidance or any other securities issues.

    For more information or to discuss specific scenarios, please contact:

    Julie Herzog, Partner
    https://www.fortislawpartners.com/julie-herzog/
    jherzog@fortislawpartners.com
    303-295-9707