Case Study

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Comprehensive Business Counsel Helps Take Monsoon to the Next Level

Oregon-based Monsoon, Inc.'s announcement that it was merging with online media marketplace leader Alibris, Inc. was the culmination of a business strategy developed and executed over seven years with the help of Tonkon Torp attorneys.

Founded in 2002, Monsoon provides software solutions that simplify the online sale of books, CDs and other media products for companies such as, eBay and Monsoon's rapid growth brought founder Kanth Gopalpur to Tonkon Torp for help in creating the right operating and capital structures to support his long-term goals.

An interdisciplinary team led by corporate counselor Kurt Ruttum converted the company from an LLC to a corporation, structured a 2005 Series A Preferred Stock offering that raised the required growth capital and provided ongoing business advice as Monsoon's revenues grew over 700% in five years. Tonkon Torp's intellectual property experts analyzed Monsoon's software trademarks and open source license agreements to ensure protection of these critical business assets.

 When Alibris, a Monsoon customer, expressed interest in a merger, Ruttum and his team negotiated a complex merger transaction that resulted in maximizing Monsoon's sales price while minimizing risk to its shareholders.

The outcome was exactly what Kanth Gopalpur had aimed for when he started working with Tonkon Torp in 2003. "The merger allows us to take advantage of additional resources, technology and capital in order to deliver more and better solutions to grow our customers' businesses on all online marketplaces." 

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