Davis Polk's Menlo Park office combines the firm's traditional strengths in transactional, advisory and litigation work with an in-depth understanding of the unique attributes of technology companies. The office serves as the focal point for the firm's global technology practice.
The office consists of more than 55 lawyers, including 15 partners and 2 counsel. Our corporate practice emphasizes corporate governance, capital markets, mergers and acquisitions, IP strategy and counseling, compensation and tax. Our litigators focus on intellectual property disputes, as well as a full range of antitrust, securities and commercial matters. We have been involved in many of the largest and most notable recent mergers and acquisitions transactions and securities offerings involving technology companies. We also have substantial experience in advising managements and boards of directors on corporate defense and governance matters.
Our technology clients range from startups to some of Silicon Valley’s most prominent companies, and include the world’s largest financial institutions and a number of leading private equity firms.
View our recent experience in:
M&A
- In recent years, our Menlo Park lawyers have been involved in a broad range of M&A transactions ranging from small private deals to some of the most significant mergers, acquisitions and joint venture transactions in the technology sector. Recent M&A representations include advising:
- Daikin Industries, a diversified Japanese manufacturing company and producer of heating, ventilating and air conditioning (HVAC) products, on its $3.7 billion acquisition of Goodman Global, a Houston, Texas-based manufacturer of HVAC products, from affiliates of Hellman & Friedman.
- Getty Investments on the $3.3 billion acquisition of Getty Images, a creator and distributor of still imagery, video and multimedia products, by The Carlyle Group. Getty Investments is comprised of the Getty family’s interests in Getty Images.
- Special committee of GSI Commerce board of directors in connection with the company's $2.4 billion acquisition by eBay, a San Jose, California-based online marketplace. GSI Commerce is a King of Prussia, Pennsylvania-based provider of ecommerce and interactive marketing services.
- Roper Industries, a Sarasota, Florida-based diversified growth company that designs, manufactures and distributes products to a broad range of markets, in connection with its $1.415 billion acquisition of Sunquest Information Systems, a Tucson, Arizona-based provider of a comprehensive suite of clinical and anatomic laboratory software solutions.
- Blue Coat Systems, a Sunnyvale, California-based provider of web security and WAN optimization solutions, in connection with its $1.3 billion acquisition by an investor group led by Thoma Bravo, a San Francisco, California-based private equity investment firm.
- Symantec, a provider of storage and systems management solutions, on its $1.28 billion cash acquisition of the authentication and identity security business of VeriSign, a provider of Internet infrastructure services to various networks worldwide.
- Reliance Steel & Aluminum, a Los Angeles, California-based diversified steel company, in connection with its $1.2 billion acquisition of Metals USA Holdings, a Fort Lauderdale, Florida-based provider of a wide range of products and services in the heavy carbon steel, flat-rolled steel, non-ferrous metals and building products markets.
- LoopNet, an online commercial real estate marketplace, on its $860 million acquisition by CoStar Group, a commercial real estate information company.
- Ingram Micro, a technology distributor and supply-chain services provider, on its $840 million acquisition of Brightpoint, a provider of device lifecycle services to the wireless industry.
- Equinix, a provider of global data center services, on its $689 million acquisition of Switch & Data, a provider of data center and Internet exchange services.
- GP Investments, a Brazilian private equity firm, in connection with its $400 million sale of Fogo de Chão Churrascaria, a Brazilian steakhouse in the U.S. and Brazil, to Thomas H. Lee Partners.
- Affymetrix, a provider of scalable, innovative genomic analysis tools and reagents, on its $330 million acquisition of eBioscience, a provider of innovative, high quality reagents.
- We have advised Oracle on a range of matters including its hostile takeover of PeopleSoft and numerous other acquisitions including Art Technology Group, Phase Forward, GoldenGate Software, Primavera Software, Global Knowledge Software, Hyperion Solutions, Siebel Systems, i-flex and Retek.
- We advised Comcast on several acquisitions, investments and strategic intellectual property joint ventures with companies such as Microsoft, Motorola, Sony and TiVo.
- We advised on a series of acquisitions by a wide range of technology and life sciences companies, including Affymetrix, ARM, Corel, Equinix, Form Factor, KLA-Tencor, Roamware, Roper Industries, and Ultra Clean Holdings.
- We have also advised our clients on sales of a variety of public and private companies, including AMI Semiconductor, Arda Technologies, Getty Images, Mailgun, NetIQ, Palm, Photon Dynamics, PowerDsine and Silicon Graphics.
- In the private equity space, we advised Vector Capital, Francisco Partners and their portfolio companies in numerous acquisitions, joint ventures and related financings. We have also advised several target’s in connection with investments or acquisitions by private equity investors including Blue Coat Systems, E*Trade Financial, MSC.Software, Palm and SMART Modular Technologies.
Capital Markets
- More than 40 IPOs since 2006 involving a wide variety of technology and life sciences issuers
- More convertible financings in Silicon Valley than any other firm, working with and for companies like Equinix, Intel, AMD, Xilinx, Affymetrix, NetApp, TIBCO software, VeriSign and Theravance
- Investment-grade and high-yield debt offerings for Amazon, Comcast, Cisco, Google, Intel, Intuit, Oracle, Spansion and other prominent companies
- Helped to design innovative employee option transfer programs for Google and Microsoft
Recent capital markets representations include advising:
Debt
- NBCUniversal on an aggregate of $11.1 billion SEC-registered offerings of senior notes. We also advised NBCUniversal on its SEC-registered consent solicitation and offer to guarantee $400 million of debt securities issued by subsidiaries Universal City Development Partners and UCDP Finance.
- The joint book-running managers on a $5 billion SEC-registered offering of notes by Intel. This was Intel's debut SEC-registered debt offering. We also advised the lead managers on a subsequent $6 billion SEC-registered notes offering and a previous $2 billion Rule 144A offering of convertible senior notes by Intel.
- Oracle, the world’s largest enterprise software company, on its $5 billion SEC-registered notes offering.
- Texas Instruments, one of the world's leading semiconductor designers and manufacturers, on a $3.5 billion and subsequent $1.5 billion SEC-registered offerings of notes.
- Comcast, a leading provider of entertainment, information and communication products and services, on an aggregate of $3.5 billion SEC-registered offerings of notes.
- The joint bookrunners on the $3 billion debut SEC-registered notes offering by Amazon, the world's leading online retailer.
- The joint book-running managers on a $3 billion SEC-registered offering of notes by Google. This was Google's debut SEC-registered debt offering.
- E*TRADE Financial, an online brokerage, on its $1.3 billion SEC-registered high-yield notes offering.
Equity
- The joint bookrunners on the $300 million SEC-registered IPO of common stock by Palo Alto Networks, a Santa Clara, California-based company that has pioneered the next generation of network security with its innovative platform that allows enterprises, service providers and government entities to secure their networks and safely enable the increasingly complex and rapidly growing number of applications running on their network. We also advised the lead joint bookrunners on a $302 million SEC-registered secondary offering of common stock of Palo Alto Networks.
- The initial purchasers on a $600 million Rule 144A offering of convertible senior notes by TIBCO Software, a leading independent provider of middleware and infrastructure software for companies to use on-premise or as part of cloud computing environments.
- The joint bookrunners on the $264 million IPO of common stock of Splunk, a San Francisco-based provider of an innovative software platform that enables organizations to gain real-time operational intelligence by harnessing the value of their data. We also advised the joint bookrunners on a $332 million follow-on offering of common stock of Splunk.
- Angie’s List, an Indiana-based company that collects consumer reviews on local contractors and doctors in more than 550 service categories, on its $131 million SEC-registered IPO of common stock and its $110 million follow-on offering of common stock.
- Pandora Media, the leader in internet radio in the United States, on its $235 million SEC-registered IPO of common stock.
- AVG Technologies on its $128 million IPO of ordinary shares. Based in Amsterdam, AVG engages in the development and sale of Internet security software and online service solutions.
- The lead book-running manager on the $123 million IPO of Yelp, the leading local guide for real word-of-mouth on everything from boutiques and mechanics to restaurants and dentists.
Litigation
- We represent T-Mobile in class action litigation, including numerous consumer class actions related to early termination fees, late payment fees, the legality of handset locks and customer service agreement disputes, as well as, approximately 40 federal antitrust class actions alleging that major U.S. wireless service carriers fixed text-messaging rates.
- We defended Palm and its directors against 13 separate lawsuits claiming that the defendants breached their fiduciary duties to Palm’s shareholders by agreeing to allow Palm to be acquired by Hewlett-Packard, obtaining a stay of 12 actions and settling the 13th on favorable terms.
- We represent LG Electronics against a coordinated MDL federal antitrust proceeding, encompassing over 30 nationwide class actions, that alleges a global price-fixing conspiracy in the market for optical disk drives and claims potential overcharges in excess of $1 billion.
- We are lead counsel for Comcast in an antitrust class action in Los Angeles federal court brought on behalf of all U.S. cable television subscribers which challenges the practice of distributing television channels to consumers in “bundled tiers” as opposed to on an “a la carte” basis.
- We successfully defended Oracle against California shareholder litigation arising from its $7 billion acquisition of BEA Systems.
- We represented affiliates of Comcast in defending claims brought in California state court by the Golden State Warriors basketball team alleging breach of the team’s broadcast rights agreement.
- We have conducted internal investigations and board counseling assignments for companies like CNET, Affymetrix, KB Homes and Photon Dynamics.
Intellectual Property
- We obtained a jury verdict of infringement and an award of $45.8 million as well as several favorable settlements in favor of our client, VNUS Medical Technology, in patent infringement litigation in connection with a non-surgical endovenous treatment to eliminate varicose veins.
- We have represented Comcast in a series of patent infringement actions brought by and against Sprint in federal courts in Kansas, Pennsylvania, and Delaware that involve thirty-nine different patents relating to telephony, video and Internet services. We routinely represent Comcast in major patent litigation, including in more than a dozen filed cases in recent years.
- We have represented Riverbed Technology in a patent case filed in the District of Delaware against Silver Peak Systems. Riverbed is the pioneer in WAN optimization systems and holds a number of patents relating to that field.
- We have represented Aetna in a patent case in Denver filed by HealthTrio, LLC relating to healthcare management.
- We have represented the United States Golf Association (USGA) in connection with trademark infringement, false advertising and unfair competition claims arising in the market for golf handicap computation services; this action was brought in the Western District of Washington by a provider of online and mobile handicap computation and golf course information services.
- We represented Yahoo! in patent-infringement litigation filed against the company by Xerox, which claimed that certain of Yahoo!’s Internet advertising services infringed Xerox patents.
- We obtained a favorable settlement on behalf of Callidus Software in patent-infringement litigation filed in by Versata Software, Inc. wherein Versata alleged infringement of two patents by various Callidus software products and services and sought significant damages.