Our Attorneys
FIND OUT MORE ABOUT OUR ATTORNEYS BY READING THEIR BIO'S BELOW
Kenneth B. Cera
Kenneth B. Cera, a founding partner of the Firm, has practiced law since 1985 and his practice includes all aspects of transactional law and taxation. He established the firm’s Manhattan office in 2003, and has worked extensively in venture capital, fashion, technology, crypto currency, and many other industries. His practice emphasizes venture capital and finance, mergers and acquisitions, company formation and structure, taxation, secured and unsecured lending, and intellectual property transactions.
Mr. Cera specializes in venture capital transactions, and works extensively as counsel to General Catalyst Partners and other venture investors. He typically works on and closes over 50 venture capital financings and exits per year. He recently represented the large crypto currency company Poloniex on its sale to Circle. He also has worked for many years in the fashion industry and has represented, among others, Kate Spade, Intermix, Alex Mill, Tucker by Gaby Basora, Sleepy Jones, Frances Valentine, Partners & Spade, and the Japanese designer Takashi Murakami, in a variety of business transactions. He also represents many companies in other industries, including Nautor’s Swan, Oz Technologies, Epic Plastics, Gourmet Garage, Broadmoor Shopping Center, Land Rover automobile dealerships, and investors in the San Francisco Giants, in a large variety of business transactions.
Mr. Cera is an expert in corporate finance, and has worked on a large variety of complex financial transactions for over 30 years, including mergers and acquisitions, debt financings, reorganizations, private placements, and others. These transactions have ranged from the fairly small to hundreds of millions of dollars.
Mr. Cera is also experienced with secured and unsecured lending transactions, representing both borrower and lender. This includes working capital loans, revolving credit lines, convertible debt, and real estate secured loans.
Prior to forming Schwartz & Cera in 1997, Mr. Cera practiced at the law firm Wilson, Sonsini, Goodrich & Rosati in Silicon Valley, as well as the international law firm Coudert Brothers.
Mr. Cera received his B.S. degree in business administration from the University of California, Berkeley in 1981, and his J.D. from the University of Chicago Law School, cum laude, in 1985.
Sample extracurricular activities include:
- Chairman of the Board, School Leadership Team, Brooklyn Technical High School (largest high school in New York City)
- Brooklyn Borough Representative to the New York Citywide Council on High Schools
- Vice Chairman and member Board of Directors of ERS, a New York based theater company
- President, Board of Directors, Toren Condominium
Frank J. Gilbert
Francis (Frank) J. Gilbert specializes in business transactions, including venture financings and private equity agreements, convertible note financings, license agreements, brand development agreements, intellectual property, joint ventures, corporate and limited liability company law, acquisitions and representation of start-up companies. Mr. Gilbert advises and represents a wide range of entrepreneurial companies at all stages of development, from initial company formation and capitalization to structural and operational agreements to liquidity event. He provides advice to clients in a general counsel role on matters related to day-to-day business activities and operations, as well as representation in substantial and extraordinary business transactions. Mr. Gilbert has advised and participated in hundreds of venture capital and private equity investments, representing both venture investors and entrepreneurial companies, and including preferred equity investments, convertible note financings, SAFEs and bridge loans. Mr. Gilbert has successfully represented numerous private companies in multi-million dollar acquisitions and corporate reorganizations, including sales of stock, sales of assets and mergers. He has participated extensively in trademark applications and trademark infringement prosecution for a variety of companies, including managing trademark matters for a large manufacturing company with over one hundred registered trademarks worldwide. Mr. Gilbert has formed, advised, and assisted with the capitalization, financing, structure and operation of numerous corporations, limited liability companies and partnerships. He has drafted and negotiated countless intellectual property licensing and transfer agreements, software development agreements, brand development agreements, manufacturing and distribution agreements, investment agreements, leases, consulting and employment agreements, buy/sell agreements, operating agreements, nondisclosure agreements, strategic joint venture agreements, settlement and release agreements, and various technology and multimedia agreements.
Mr. Gilbert has represented clients in a wide array of industries, including technology and software, venture capital, fashion, retail, branding and design services, delivery and logistics, manufacturing, financial products and nonprofits, including extensive legal services for General Catalyst Partners, Kate Spade, Intermix, Trinity Brand Group, OnTrac, MightyCause, Frances Valentine, Sleepy Jones, Partners & Spade, Grifiti, Bookfactory, Xtiva Financial Systems, Vertigo Software, Maya Kaimal Fine Indian Foods and United Policyholders, among others.
Mr. Gilbert has been a speaker on trademark law and Internet domain name issues before the Intellectual Property and Computer Law Committee of the Alameda County Bar Association.
Mr. Gilbert graduated cum laude from the University of San Francisco School of Law in 1987, where he was a member of the McAuliffe Honor Society and the recipient of the American Jurisprudence Award in Civil Procedure. During law school, Mr. Gilbert was a staff member of the University of San Francisco Law Review and was a teaching assistant for the University of San Francisco Legal Writing Program. He was a judicial extern to Chief Justice Malcolm M. Lucas and Associate Justice Marcus M. Kaufman of the California Supreme Court. Mr. Gilbert was born and raised in Chicago, Illinois and received his B.A. in Political Science from the University of Michigan in 1983 (Go Blue!).
Jonathan Jew-Lim
Jonathan Jew-Lim is a corporate attorney whose practice focuses on advising startups and venture investors on general corporate matters and corporate transactions, including venture financings and mergers & acquisitions. He began practicing as an associate at Davis Polk & Wardwell LLP. At Davis Polk, he represented financial institutions such as Morgan Stanley & Co., Goldman, Sachs & Co., and J.P. Morgan Securities as underwriters and placement agents in securities offerings ranging from approximately $50M to over $1 billion, and also represented private equity sponsors and public companies in M&A transactions ranging from tens of millions to over $2 billion. He was later an associate at Perkins Coie LLP, where he focused on representing emerging growth companies at various stages of their lifecycle, as well as numerous venture investors. His clients at Perkins Coie included Microsoft Ventures and startups that sold to Google, Etsy, and various financial buyers. At Perkins Coie he also represented companies in venture financing ranging from tens of thousands to over $30 million.
In addition to practicing at law firms, Jonathan has worked on commercial transactions, including licensing and paid growth partnerships, at a public technology company and in-house at a mid-stage venture-backed startup. Jonathan has also worked at an early stage startup investment fund focused on education technology companies. He graduated from UC Berkeley (Boalt Hall) School of Law in 2011, where he was a member of the Asian American Law Journal and the California Law Review. He also received the American Jurisprudence Award in Modern Financial Products, as well as the Prosser Prize in Corporate Governance. Jonathan received his undergraduate degree cum laude from Princeton University in 2004.
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