Global Pro Bono Deal of the Year: Jones Day (Embrace Innovations); Latham & Watkins (REBBL, Inc.)
Honorees: Jones Day, Latham & Watkins
Jones Day, Embrace Innovations
It is a sad fact that about one fifth of the roughly 20 million underweight and premature babies who are born each year die within a month of birth, many for lack of access to an infant incubator.
Embrace Innovations is a Silicon Valley-based social enterprise with a flagship product that has the potential to start to reverse that trend. Typically, infant incubators can cost up to $20,000. Embrace produces a low-cost alternative, which, at a mere $200, brings it within reach of some of the world’s poorest communities.
In appearance, the Embrace Infant Warmer looks like a miniature sleeping bag, but it incorporates what its manufacturers call a “WarmPak," which is heated to the critical temperature of 98.6F before being inserted into the warmer itself. Over the crucial period of the baby’s first hours, this heat is slowly released through the Warmer which was engineered to minimize heat loss. It appears to be a low-tech, highly effective solution to a life or death struggle.
Currently, Embrace works with partner organizations around the world. These include the Karuna Trust, a charity that manages primary health care centers in eight states in India, and the Banadir Hospital in Magadishu, which describes itself as the largest mother-and-child health center in Somalia.
Jones Day didn’t provide the technology, but it has provided Embrace with a broad array of pro bono legal services. In particular, it closed a $5 million funding round that helped Embrace deliver 100,000 units of its product in 2012. It has also provided advice on intellectual property, tax, financing, licensing, venture negotiations and start-up structure. It may take a village to raise a child. Evidently it takes a global law firm the size of a small town to help a social enterprise aimed at our newest arrivals survive and thrive. It’s not every day that lawyers get to stand in gallantly as midwives.
Latham & Watkins, REBBL Inc.
Given that there an estimated 30 million slaves in the world today, and that the United Nations reports that over 160 countries are affected by human trafficking, the mission of ending slavery in our lifetime is certainly ambitious.
Nonetheless, that is the goal of non-profit organization Not For Sale (NFS). Operating in more than a dozen countries, NFS seeks to end human trafficking and slavery through what it calls “open source activism.” In practice that has two aspects. One includes providing education and training as well as encouraging activists to collaborate in combating slave trade in their own communities. With the other, NFS aims to help local businesses, governments and grassroots organizations create social enterprises for the benefit of enslaved peoples and vulnerable communities. One of those enterprises is known as REBBL Inc. and Latham & Watkins played a crucial role in bringing it to life.
REBBL stands for Roots, Extracts, Berries, Bark, and Leaves. It’s a soft drink company based in the Peruvian rainforest whose products, for example, Hibiscus Mint Tea made with Maca Root, Cat’s Claw & Guayusa, are as exotic as its locale. The idea is the REBBL will generate jobs and income, two powerful opponents of the slave trade.
Part of this is altruistic and part is business. Latham created a structure that would benefit both outside investors and NFS. The firm also advised on licensing, on the intersection of corporate governance and the NFS social agenda, and establishing an initial round of seed financing from social entrepreneurs.
A critical part of the advice lay in Latham structuring the licensing agreement with NFS in such a way that a percentage of the revenue stream generated by REBBL automatically flows back to NFS to be invested in education, schools, health, and other social infrastructure.
Meanwhile, REBBL has the right to sell its products as having been endorsed by its parent, and as having taken the “NFS Pledge” (another Latham innovation), a guarantee that manufacturers and key suppliers have maintained a supply chain that is free from slavery.