OpenSea’s Acquisition of Dharma Labs

Latham & Watkins represented OpenSea, while Goodwin represented Dharma Labs in the transaction.

OpenSea, an nonfungible token (NFT) marketplace, has announced that it is acquiring Dharma Labs. The acquisition will help OpenSea further its goals of accelerating product development, growing its team, expanding its safety and reliability efforts, and investing in the Web3 ecosystem. 

Dharma Labs is a cryptocurrency wallet startup allowing users to borrow and lend cryptocurrencies and invest in the growing world of DeFi, Web3, and NFTs — anywhere in the world, instantly and securely. The Dharma wallet is a system of smart contracts that lives on the Ethereum blockchain and integrates with popular DeFi (decentralized finance) protocols that are available to any Internet-connected party around the world.

OpenSea is a peer-to-peer marketplace for cryptogoods, which include collectibles, gaming items, and other virtual goods backed by a blockchain. On OpenSea, anyone can buy or sell these items through a smart contract.

Latham & Watkins represented OpenSea in the transaction with a team led by Bay Area partner Ben Potter (Picture), with Bay Area associate Chris Cruickshank and Washington, D.C. associate Patrick Loeffler. Advice was also provided on benefits and compensation matters by Bay Area partner Jay Metz; on technology transactions matters by Los Angeles/Century City partner Ghaith Mahmood, with Los Angeles associate Matthew Stern; on data privacy matters by Bay Area counsel Robert Blamires, with Bay Area associate Adriana Beach; on tax matters by Bay Area partner Katharine Moir; on payments matters by Washington, D.C. partner Todd Beauchamp; with Washington, D.C. associates Charles Weinstein and Loyal Horsley; on securities matters by New York partner Stephen Wink; on litigation related matters by Los Angeles counsel Nima Mohebbi; on intellectual property matters by Bay Area partner Greg Sobolski; and on regulatory matters by Bay Area partner Kelly Fayne and Washington, D.C. counsel Patrick English.

The Goodwin team was led by Andrew Sparks, David Brekke, and Carolyn Nguyen, and included Zoya Holladay, Margaret Beale-Wirsing, and Ashley Nguyen (Corporate); Ora Grinberg and Misha Goodwin (Tax); Cisco Palao-Ricketts and Katie Lee Sint (ERISA & Executive Compensation); Stephen Taeusch (Employment); Joel Lehrer (Intellectual Property); Jacob Osborn and Jason Wilcox (Global Trade); Simone Waterbury and Michael Casaburi (Antitrust); Kevin Liu (Data, Privacy & Cybersecurity); and Nicholas Losurdo, Lauren Schwartz and John Servidio (Regulatory).

Involved fees earner: Ashley Nguyen – Gibson Dunn & Crutcher; Margaret Beale-Wirsing – Goodwin Procter; David Brekke – Goodwin Procter; Michael Casaburi – Goodwin Procter; Misha Goodwin – Goodwin Procter; Ora Grinberg – Goodwin Procter; Zoya Holladay – Goodwin Procter; Joel Lehrer – Goodwin Procter; Kevin Liu – Goodwin Procter; Nicholas Losurdo – Goodwin Procter; Carolyn Nguyen – Goodwin Procter; Jacob Osborn – Goodwin Procter; Francisco Palao-Ricketts – Goodwin Procter; Lauren Schwartz – Goodwin Procter; John Servidio – Goodwin Procter; Katie Lee Sint – Goodwin Procter; Andrew Sparks – Goodwin Procter; Stephen Taeusch – Goodwin Procter; Simone Waterbury – Goodwin Procter; Jason Wilcox – Goodwin Procter; Adriana Beach – Latham & Watkins; Todd Beauchamp – Latham & Watkins; Robert Blamires – Latham & Watkins; Christopher Alexander Cruickshank – Latham & Watkins; Patrick English – Latham & Watkins; Loyal Horsley – Latham & Watkins; Ghaith Mahmood – Latham & Watkins; James Metz – Latham & Watkins; Nima Mohebbi – Latham & Watkins; Katharine Moir – Latham & Watkins; Benjamin Potter – Latham & Watkins; Kelly Smith Fayne – Latham & Watkins; Gregory Sobolski – Latham & Watkins; Matthew Stern – Latham & Watkins; Charles Weinstein – Latham & Watkins; Stephen Wink – Latham & Watkins;

Law Firms: Gibson Dunn & Crutcher; Goodwin Procter; Latham & Watkins;

Clients: Dharma Labs; OpenSea;