Capella Tower | Suite 3500
225 South Sixth Street | Minneapolis, MN 55402
Main:(612) 604-6400 | Fax:(612) 604-6800
www.winthrop.com |  A Professional Association

At-a-Glance

Business lawyer


Passion for helping entrepreneurs and business owners grow their businesses


20 years of hands-on business experience


Selected as the 1991 United States Army Reserve Soldier of the Year


Avid sportsman and outdoorsman



My passion is to help my clients achieve their goals in a transaction—by understanding the client’s business, developing a strategy with the client, identifying available alternatives, explaining the risks and probable outcomes and then letting the client make the decisions. I find ways to get my client to the closing table.
—Edward Culhane
 
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Edward R. Culhane

Shareholder
p (612) 604-6732   f (612) 604-6832 
Education
William Mitchell College of Law, J.D., summa cum laude
University of Minnesota, B.A., cum laude
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Experience
Edward R. Culhane is a lawyer focused on helping business owners and entrepreneurs grow, as well as deal with the day-to-day issues that they face. Before becoming a lawyer, Ed devoted 20 years to the business world.  As an operations manager in start-up and mid-sized companies, he had to make hard choices on a regular basis – like how to meet payroll, who to terminate, how to make decisions with imperfect information and how to balance risk with opportunity.  He understands the concerns that keep the owners of growing businesses up at night. Ed combines this hands-on business experience with legal expertise in corporate law, intellectual property transactions and securities laws to help entrepreneurs raise money and maximize enterprise value.

Types of Clients
Many of Ed’s clients are early stage and emerging growth companies, including specialty food manufacturers, software developers, high tech ventures commercializing technologies developed at research institutions, manufacturers, distributors, banks, venture capitalists, inventors and entrepreneurs that defy any type of categorization. Ed acts as general counsel for many of his clients, working with sales, operations, accounting, HR and other team members to get the job done.  

Bar Admissions
Licensed only in:
Minnesota
United States Court of Appeals for the 8th Circuit 

Representative Matters

Technology & Intellectual Property Transactions
  • Representation of inventors and entrepreneurs in a med-tech start-up to secure a technology portfolio from a major research institution and obtain $10 million of seed funding
  • Representation of a leading software company in negotiating numerous license agreements with Fortune 500 companies
  • Representation of a leading software company in designing and negotiating numerous software reseller agreements with foreign distributors
  • Representation of a leading website development and mobile application developer in negotiating multi-million dollar software development agreements with Fortune 500 and private customers
  • Representation of a medical device manufacturer in negotiating intellectual property development and manufacturing agreements
  • Representation of a foreign electronics manufacturer in a patent license, trademark license and distribution agreement with a Fortune 500 company
  • Representation of a OEM manufacturer in contract negotiations to protect its proprietary technology in a manufacturing engagement

Mergers & Acquisitions
  • Representation of a data privacy consulting firm in its sale to a national accounting firm
  • Representation of a publicly-traded company in a $5 million strategic acquisition
  • Representation of a strategic buyer in a $10 million strategic acquisition of a manufacturer
  • Representation of a professional practice in a $63 million sale
  • Representation of a public company in a $25 million sale of a subsidiary
  • Representation of a building products manufacturer in the $5 million sale of its business

Shareholder Transitions and Disputes
  • Special counsel to board of directors of a closely-held company advising the directors on how to achieve corporate objectives without breaching fiduciary duties to minority shareholders
  • Representation of a wrongfully terminated co-founder of a family business in negotiating a favorable settlement for his stock and lost wages
  • Representation of a retiring partner in a “friendly” redemption of his stock
  • Representation of a corporate client defending against false and unsupported claims of entitlement to life time employment by a minority shareholder

Corporate Finance
  • Representation of a medical technology development company in a $50 million Series B round
  • Representation of a specialty food manufacturer in a $5 million Series A Round
  • Representation of a software company in a $30 million Series B round
  • Representation of a real estate fund in a $50 million private placement
  • Representation of a public company in a $6 million secured debt financing
  • Representation of a bank holding company in the sale of $4 million of subordinated debentures
  • Representation of a start-up company in a $1.5 million stock offering
  • Representation of a start-up in a $500,000 offering of convertible bridge notes

Honors and Awards
  • Minnesota Rising Stars, Super Lawyers®, 2013

Community Involvement

  • United States Army Reserve 1988 – 1991
  • Board Member for the Tangletown Neighborhood Association 1998-2001
  • Board Member and Treasurer Calhoun Yacht Club 2008-2012
  • Co-founder of the South Minneapolis Networking Group

 
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