Kirill Nikonov

Experience

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  The International Youth Festival of Short Cinema and Animation METERS

  Jan 2011 - Mar 2018

  Pro Bono Attorney, Interpreter
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  Creative Industries agency

  Jan 2011 - Feb 2014

  Lawyer
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  ZIL Culture Center

  Jun 2012 - Oct 2013

  Lawyer
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  BMS Law Firm

  Mar 2014 - Aug 2014

  Lawyer
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  Horwitz & Zim Law Group, P.C.

  Aug 2015 - Mar 2017

  Associate
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  Bytelogics R Inc

  Aug 2015 - May 2016

  In House Counsel - Fulbright Post-academic Training
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  Nikonov Law

  Mar 2017 - Mar 2018

  Solo Practitioner Attorney

  I help my clients in the areas of Intellectual Property, Corporate Law, Startups, trademark and copyright registration, contract law, international and multijurisdictional agreements (especially, in the area of software, technology, cinematography, music, and video games), blockchain-related issues and cryptocurrencies, and commercial litigation. I drafted numerous licensing and assignment agreements, saas, msa, oem agreements, agreements between shareholders, corporate bylaws, private placing memorandums etc. I am licensed to practice law in the US, NY, and in Russia, and besides the primary law degree, I have my LLM in Intellectual Property Law. Свернуть

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  Carmel, Milazzo & Feil LLP

  Mar 2018 - Apr 2021

  Securities and Corporate Law:• Advise on fundraising strategies, assist with structuring, negotiating, and closing a broad range of M&A transactions, agency, and corporate matters.• Advise private fund managers on structuring, establishing, and operating private investment funds.• Draft, review, and file documents relating to Reg. A+, Reg. D offerings, public offerings (S-1, S-3), predominantly on issuer’s side.• Prepare private offering documents including PPMs, security/asset purchase agreements, subscription agreements, promissory notes, warrants, debentures, limited partnership and shareholders’ agreements, restricted stock agreements, equity line agreements, etc.• Validate Rule 144 compliance.• Assist public companies with their ongoing SEC reporting obligations (such as 10-Ks and 10-Qs; Form 8-Ks; Section 16 filings; proxy statements, etc.).• Effect FINRA corporate actions and NASDAQ filings.Blockchain and Digital Securities:• Lead counsel in crypto- and blockchain-related projects.• Represent token exchanges, broker-dealers, investors, and investment advisors.• Coordinate secondary market token transactions, STO, ICO, implementation of smart contracts and airdrops.• Authored and conceptualized a unique attorney-escrow mechanism for digital cryptographic keys.• Analyze and develop novel token structures, project tokenization of conventional securities, evaluate systemic industry risks.• Set-up offshore entities.• Draft legal opinions on whether a token is security, utility, or commodity, SEC no-action letters’ requests.IP and Technology Law:• Coordinate and evaluate IP strategies, help with registration, maintenance, and contesting trademarks. • Audit GDPR-compliance and cybersecurity matters, draft privacy policies and terms of use.• Draft and negotiate licenses, assignments, SaaS agreements, administer buying and selling IP portfolios. • Coordinate international IP matters. Свернуть Blockchain and Digital Securities: • Lead counsel in crypto- and blockchain-related projects. • Represent token exchanges, broker-dealers, investors, and investment advisors. • Coordinate secondary market token transactions, STO, ICO, implementation of smart contracts and airdrops. • Authored and conceptualized a unique attorney-escrow mechanism for digital cryptographic keys.• Analyze and develop novel token structures, project tokenization of conventional securities, evaluate systemic industry risks. • Set-up offshore entities. • Draft legal opinions on whether a token is security, utility, or commodity, SEC no-action letters’ requests.Securities and Corporate Law:• Advise on fundraising strategies, assist with structuring, negotiating, and closing a broad range of M&A transactions, agency, and corporate matters. • Prepare charter documents. • Draft, review, and file documents relating to Reg. A+, Reg. D offerings, public offerings (S-1). • Prepare private offering documents including PPMs, security/asset purchase agreements, subscription agreements, promissory notes, warrants, debentures, limited partnership and shareholders’ agreements, restricted stock agreements, equity line agreements, etc. • Validate Rule 144 compliance. • Assist public companies with their ongoing SEC reporting obligations (such as 10-Ks and 10-Qs; Form 8-Ks; Section 16 filings; proxy statements, etc.). • Review OTC Disclosures and other Pink disclosures. Communicate with the regulators on a daily basis.IP and Technology Law: • Evaluate IP strategies. Audit GDPR-compliance and cybersecurity matters, draft privacy policies and terms of use. • Draft and negotiate licenses, assignments, SaaS agreements, administer buying and selling IP portfolios. • Design and improve trade secret strategies, complex NDA, non-compete, and non-circumvention agreements. Coordinate international IP matters. Свернуть

  • Senior Associate, Corporate and Securities

    Jan 2021 - Apr 2021

  • Associate, Corporate and Securities

    Mar 2018 - Jan 2021
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  Mitchell Silberberg & Knupp LLP

  Apr 2021 - Dec 2021

  Associate

  Securities and Corporate Law:• Advise on fundraising strategies, assist with structuring, negotiating, and closing a broad range of M&A transactions, agency, and corporate matters.• Advise private fund managers on structuring, establishing, and operating private investment funds.• Draft, review, and file documents relating to Reg. A+, Reg. D offerings, public offerings (S-1, S-3), predominantly on issuer’s side.• Prepare private offering documents including PPMs, security/asset purchase agreements, subscription agreements, promissory notes, warrants, debentures, limited partnership and shareholders’ agreements, restricted stock agreements, equity line agreements, etc.• Validate Rule 144 compliance.• Assist public companies with their ongoing SEC reporting obligations (such as 10-Ks and 10-Qs; Form 8-Ks; Section 16 filings; proxy statements, etc.).• Effect FINRA corporate actions and NASDAQ filings.Blockchain and Digital Securities:• Lead counsel in crypto- and blockchain-related projects.• Represent token exchanges, broker-dealers, investors, and investment advisors.• Coordinate secondary market token transactions, STO, ICO, implementation of smart contracts, and airdrops.• Authored and conceptualized a unique attorney-escrow mechanism for digital cryptographic keys.• Analyze and develop novel token structures, project tokenization of conventional securities, evaluate systemic industry risks.• Set-up offshore entities.• Draft legal opinions on whether a token is security, utility, or commodity, SEC no-action letters’ requests. Свернуть

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  Venable LLP

  Jan 2022 - now

  • Engaged in broad-based capital markets and securities practice with an emphasis on the representation of reporting issuers.• Represent public companies in a variety of capital markets transactions in connection with equity securities and debt securities. Coordinate preparation of registration statements (S-1, S-3, S-8) and shelf takedown process. • Counsel public companies and their affiliates on the SEC reporting obligations (Forms 10-K, 10-Q, 8-K, proxy statements, Section 16 filings, and Section 13 reports). • Review press releases, investor presentations, and transcripts of public announcements for the purposes of Reg. FD and Reg. G compliance. Advise public companies’ boards on a wide range of corporate governance and reporting matters. • Provide guidance to acquirers and targets in public mergers including de-SPAC transactions, and coordinate the process of getting registration statements on Form S-4 effective, proxy solicitation, and ancillary filings (Rule 425 solicitations, Super 8-K, and Resale S-1 registration statements).• Counsel public companies on compliance with national securities exchange requirements.• Draft SEC no-action letter requests, and communicate with the SEC on high-level interpretative questions. Prepare “poison pen” letters for contested elections. • Represent venture funds in exempted transactions to purchase tokenized securities. Свернуть

  • Counsel

    Jan 2025 - now

  • Associate

    Jan 2022 - Jan 2025