Company Sales

PETER M. O. WONG, J.D.

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SENIOR LEGAL EXECUTIVE/GENERAL COUNSEL

PROFESSIONAL EXPERIENCE

LeapFrog Enterprises, Inc., Emeryville, CA 2001 to January 2010

SVP, GENERAL COUNSEL AND CORPORATE SECRETARY

Managed 10+ person Legal Department for NYSE-listed developer of technology-based, branded

educational products with operations around the world.

Joined LeapFrog as Corporate Counsel (2nd lawyer hired) for pre-IPO company. Promoted to VP,

Legal Affairs in 2004, then General Counsel in 2006. Built team to manage global legal operations.

Member of executive management team leading business turn-around from 2006 to 2009, including

launching company’s largest-ever product line in 2008 with Internet-enabled hardware platforms and

supporting web content, and launch of complementary online virtual world in 2009.

Handled all corporate governance matters, including attending Board of Director meetings, managing

company’s $135 million IPO (2002 IPO of the Year), preparing company for public company

reporting and compliance with NYSE listed company rules, supporting 2005 transition of majority of

independent directors, supporting transitions of the company’s executive management, including

changes of CEO in 2004 and 2006. Also managed governance of company’s global subsidiary

companies.

Managed company’s substantial global intellectual property assets, including worldwide patent,

copyright and trademark portfolios. Also managed legal affairs related to significant licensing

activities, including in-licensing of characters, music and trademarks related to company’s interactive

content development activities, in-licensing of technology and patents for integration into company’s

proprietary hardware products, and out-bound licensing of company’s strong brand.

Handled compliance with laws and regulations in the United States and around the world, including

matters related to Sarbanes-Oxley and NYSE compliance, SEC filings, consumer product safety,

advertising to children, online marketing, sales to U.S. public schools and other educational

institutions, international employment and labor, international distribution of products, trade

regulation, FCPA and applicable data privacy laws. Actively involved in product recall management

and government affairs activities. Supported all investor relations and public relations activities.

Supported all company’s international activities, including support of corporate and tax structuring,

overseas manufacturing and sourcing activities, and worldwide sales, marketing and distribution

activities. Established subsidiary entities in China, Macao, France, Mexico and Canada.

Managed all litigation and other significant disputes, including patent infringement, securities class

actions, trademark, copyright and other commercial litigation, arbitrations and internal investigations.

Served as acting head of Human Resources Department (November 2008 to September 2009)

following executive management reorganization. Managed reductions in force, performance review

process, company-wide goal setting process, compensation and benefits, staffing and recruiting and

HR information systems.

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PETER M. O. WONG, J.D. Page Two

Quokka Sports, Inc., San Francisco, CA 1999 to 2001

VP, CORPORATE DEVELOPMENT & ASSOCIATE GENERAL COUNSEL

Advised executive management team and board of directors of NASDAQ-listed digital sports media and

technology solutions company on all corporate development, securities and other matters.

Managed all mergers and acquisitions, including $25 million acquisition of MountainZone.com, $20

million acquisition of Golf.com LLC, and $130 million acquisition of Total Sports, Inc.

Led cross-functional merger integration team in managing operational and strategic integration of

Total Sports, Inc., a media and technology company with over 130 employees based in Raleigh, North

Carolina, into 380-person parent company headquartered in San Francisco, CA.

Managed negotiation and execution of equity and convertible debt financings, registered offerings

and securities filings, and reviewed investor relations matters.

Negotiated and structured strategic partnerships, joint ventures, rights acquisition deals, content

syndication and licensing partnerships, athlete rights and publicity contracts, trademark and copyright

licenses and other business development matters.

Cooley Godward Kronish LLP (fka Cooley Godward LLP), San Francisco, CA 1997 to 1999

BUSINESS ATTORNEY

Advised and represented private and public companies on general business matters and in connection

with a variety of corporate transactions, including public offerings, mergers and acquisitions, equity

financings with venture capital funds, strategic partners and other private investors, capital structuring

and reorganizations, strategic partnerships, joint ventures, employee incentives, protection of

intellectual property, and securities law disclosure. Also represented private equity/LBO funds and

venture funds in portfolio investments and in fund formation.

Howard, Rice, Nemerovski, Canady, Falk & Rabkin, San Francisco, CA 1993 to 1997

CORPORATE AND INTELLECTUAL PROPERTY ATTORNEY

Advised and represented emerging companies on general business matters, including selection of

business entity, capital structuring, equity financings, mergers and acquisitions, strategic partnerships,

joint ventures and intellectual property protection and licensing. Managed domestic and international

trademark portfolios, including registration, enforcement and licensing of marks, and provided

advertising and product packaging review and advice. Represented issuers and underwriters in public

offerings and venture capital funds in portfolio company investments.

EDUCATION

University of California, Hastings College of the Law, San Francisco, CA Juris Doctor, 1993

Hastings Law Journal, Associate Articles Editor, 1992 to 1993; Member, 1991 to 1992.

Recipient, 1993 Albert G. Evans Award in Governmental Regulation of Private Enterprise.

University of California, Berkeley, CAB.A. Rhetoric with Honors, 1989

Member, University of California water polo team 1985 to 1989 (NCAA Champions 1987 and 1988).

Participant, United States Olympic Festival (water polo), 1986, 1987 and 1989.

OTHER

Member of the California Bar

Trustee, Hastings 1066 Foundation (UC Hastings Law School), San Francisco, California

Member, Development Committee, Black Pine Circle School, Berkeley, California

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