It’s not every day that Nelson Mullins Riley & Scarborough partner Jeffrey A. Allred gets to rub elbows with the likes of celebrity physician Mehmet Oz and the queen of talk herself, Oprah Winfrey.
But on a recent trip to Chicago, he did just that in the service of a complicated deal that brings together a variety of high-profile medical, media and technology entities to form Sharecare Inc., the latest brainchild of WebMD founder Jeff Arnold.
The idea behind Sharecare, a Web site slated to launch in 2010, is to provide a platform connecting consumers who have health-related questions with answers and information provided by well-known medical centers such as Johns Hopkins Medicine; health and wellness authors including Dr. Dean Ornish; celebrity doctors such as Oz; local physicians and even other healthcare consumers in a social media-type format.
Sharecare also will link users by offering online prompts to help consumers ask more detailed medical questions, direct them to Web sites run by Sharecare content providers and even allow them to buy individual chapters from healthcare-related books.
These sorts of information connections seem especially fitting given the web of business connections that link Sharecare’s six co-founders—not to mention its lawyers at Nelson Mullins.
The company’s founders are Discovery Communications, Harpo Productions, Sony Pictures Television, HSW International, Oz and Arnold.
Allred said he has known Arnold, a University of Georgia-educated entrepreneur who sold WebMD in 1999 for a reported $2.5 billion, for more than a dozen years. The two met when Allred was with Premiere Global Services Inc., an Atlanta communications technology company where he served as president and chief operating officer.
“We met Jeff Arnold when he was starting Web MD, and we were fortunate enough at Premiere to invest in that company as a strategic partner and that investment did quite well,” Allred said.
Years later, Arnold asked Allred to handle Sharecare’s legal work. “We were charged with executing, really, the vision that Jeff Arnold and his team brought to the table, which was to combine these very important media players … and also to help paper the relationship between Sharecare and various knowledge and content partners,” Allred said.
The connections between many of those people and entities come from Arnold, who, after selling WebMD, went on to acquire How Stuff Works, a Web site that explains difficult concepts in simple terms. How Stuff Works was an affiliate of Sharecare co-founder HSW International. Arnold in 2007 sold How Stuff Works to Sharecare co-founder Discovery Communications.
Through Discovery, said Allred, Arnold met Oz, who has appeared on The Oprah Show a number of times—leading to the connection with Sharecare co-founder Harpo Productions, which produces both The Oprah Winfrey Show and The Dr. Oz Show.
Oz’s show is co-produced by another Sharecare co-founder, Sony Pictures Television; Oz, along with Dr. Michael Roizen, co-authored the bestselling book "YOU: The Owner’s Manual." Roizen is a Sharecare content provider, as is the book’s publisher, HarperCollins. Oz and Roizen work, respectively, with New York Presbyterian Hospital and the Cleveland Clinic, both of which will provide Sharecare content.
“The brilliance is in getting all these companies to come together,” said Rusty Pickering, a Nelson Mullins partner who handled corporate governance and other aspects of the deal. “Jeff [Arnold] spent a lot of time getting these people together.”
Sharecare’s lawyers at Nelson Mullins spent their time, in addition to handling licensing, tax and other issues, getting the co-founding companies together.
One of those transactions involved representing Sharecare in its purchase of DailyStrength from Sharecare co-founder HSW International. DailyStrength.org is a social network designed to connect people dealing with health issues such as depression, cancer and alcoholism to one another.
According to HSW’s most recent 8-K, filed with the Securities and Exchange Commission earlier this month, HSW got about a 20 percent equity stake in Sharecare valued at $1.25 million and is providing Web design and development services in exchange for the DailyStrength assets and a technology license agreement. Sharecare also agreed to assume DailyStrength’s liabilities, including a potential earn-out payment of up to $3.525 million.
Allred said the terms of the other deals linking Sharecare’s co-founders have not been disclosed.
Sharecare’s other lawyers at Nelson Mullins include Atlanta partners Donna K. Lewis, Brian S. Galison and Paul J. Cox, as well as associate Hemant Dutta.
Harpo was represented by in-house counsel and lawyers from Much Shelist Denenberg Ament & Rubenstein in Chicago; HSW was represented by in-house lawyers and Wyrick Robbins Yates & Ponton in Raleigh, N.C.; Sony and Discovery were represented by their respective in-house counsel and Oz was represented by Grubman Indusky & Shire in New York.
Allred said he went with Arnold to meet Oz in his greenroom just before the physician made an appearance on The Oprah Show. He described Oz as “very charismatic, very intelligent, very intense and very energetic.”
He also—briefly—met Oprah herself, as well as Discovery CEO David Zaslav and Discovery’s digital communications head Bruce Campbell. “There were a lot of, you’d call them famous folks that were involved in this,” he said, then added, laughing, “Certainly, we’re not among them.”