Technology transactions in United States
Cooley LLP is deeply entrenched in the technology sector, with a top reputation for supporting clients on every stage of the value chain, from start-ups through to established developers and consumers. This includes advice on IP and licensing matters, development and distribution agreements, and joint venture and M&A-related transactions. Key partners include group chair T’Challa Jabari Graham in Palo Alto, Adam Ruttenberg and Adam Chase in Washington DC, and Keith Berets in Colorado.
Fenwick & West LLP is firmly embedded in the technology sector, which accounts for roughly 70% of the firm's client base. This extends beyond IT, software, and the Internet, and includes life sciences, healthcare, media, financial services and retail. The firm has over 40 licensing and transactional attorneys devoted to this side of the practice, including sourcing, partnership and development agreements, as well as M&A, corporate finance, and related privacy and data security. Jennifer Stanley co-chairs the team with transactional partner Jonathan Millard. Other key partners include Mountain View-based Stefano Quintini, who co-heads the life sciences and health technology practice, and former co-chairs Ralph Pais and IP specialist Jake Handy, who divides his time between San Francisco and Seattle. Unless otherwise stated, all partners work in San Francisco
Jennifer Stanley; Jonathan Millard
Other key lawyers:
Stefano Quintini; Ralph Pais; Jake Handy
Amunix Pharmaceuticals, Inc.
Audentes Therapeutics, Inc.
BioAge Labs, Inc.
Santen Pharmaceutical Co., Ltd
Silver Peak Systems, Inc.
- Represented Amunix Pharmaceuticals in a $1.5bn agreement to license its XTEN unstructured polypeptide technology platform to F. Hoffmann-La Roche Ltd and Hoffmann-La Roche Inc.
- Represented Second Genome in a $1.5bn strategic collaboration with Gilead Sciences.
- Represented Audentes Therapeutics in its $3bn acquisition by Astellas Pharma Inc., a Japanese multinational pharma company.
Goodwin has deep roots in the technology industry, and is commended for its 'great business insight and advice - not just legal advice'. The transactional practice handles a broad sweep of matters, from debt and equity capital markets through to M&A. The team is especially strong in IP transactional work, including licensing, collaborations, and joint ventures. This expertise extends to clients in medtech, healthcare, life sciences fintech, proptech, Saas, enterprise software and e-commerce. John Egan and 'trusted partner' Kenneth Gordon ('business advice and big picture thinking is a key attribute of his') jointly lead the team with Anthony McCusker in Silicon Valley. Stephen Charkoudian has an eminent reputation in the market, while Joseph Theis is recommended on the IT health side. All partners in Boston unless otherwise stated.
John Egan; Kenneth Gordon; Anthony McCusker
Other key lawyers:
Stephen Charkoudian; Joseph Theis
‘Great business insight and advice – not just legal advice. We have access to experts and various levels or lawyers but I don’t have to overpay for the full team. Ken Gordon is a trusted partner of mine. As I mentioned, the business advice and big picture thinking is a key attribute of his. Jared Fine, Anna Dodson, Jennifer Necas and Kristin Eberhart are all excellent.’
Slack Technologies, Inc. (NYSE: WORK)
Charles River Ventures
- Represented Dynatrace, a Boston-based provider of software intelligence, in its $625m initial public offering, followed by three subsequent underwritten secondary offerings, with respective values of: $680m, $862.5m, and $1.2bn.
- Advised Moovit, an Israeli mobility-as-a-service (MaaS) company, in its approximately $900m sale to Intel.
- Advised Lime on a strategic, multi-faceted deal opposite Uber, including a $170m investment led by Uber and with participation from Alphabet, Bain Capital Ventures, GV and other existing and new investors. As part of the investment, Lime also acquired JUMP’s business operations from Uber to further build upon their existing partnership.
Kirkland & Ellis LLP's IP technology and transactions lawyers form an integral part of the firm's overall corporate and transactional offering. The comprehensive practice offers strong support on all forms of technological commercialization, including outsourcing, joint ventures, strategic alliances, licensing agreements and collaborations. The lawyers are also extremely active in finance, tax, restructuring and corporate work, and have been involved in over 1,200 M&A deals in the past five years. Key partners include IP commercialization and licensing expert Neil Hirshman and Seth Traxler, who also leads the firm's data security and privacy practice. Matthew Lovell and San Francisco-based John Lynn are also very active in this area. All partners based in Chicago unless otherwise stated.
Other key lawyers:
Neil Hirshman; Seth Traxler; Mathew Lovell; John Lynn
Bain Capital Tech Opportunities
Madison Dearborn Partners
Silver Lake Partners
Sixth Street Partners
Valence Media Partners
Zebra Technologies Corporation
Vista Equity Partners
- Advised Ares Management Corp. in new debt and equity financing for online clothing rental service Rent the Runway, which closed on October 26, 2020. The company raised roughly $100m in its latest financing round.
- Advised Avaya Holdings Corp. on its strategic partnership with RingCentral, Inc., which will introduce Avaya Cloud Office by RingCentral, a new global unified communications as a service (UCaaS) solution. RingCentral is contributing $500m to its partnership with Avaya.
Latham & Watkins LLP is 'a top notch firm that is a market leader in this space'. Clients have also rated the firm's lawyers for their 'deep understanding of the sector' and their ability to 'handle everything we throw at them'. The firm's impressive national and global footprint gives it a strong edge on complex multi-jurisdictional, emerging technologies and life sciences transactions and agreements. Global vice-chair Sarah Gagan leads the team from Boston. Silicon Valley's JD Marple and Washington DC's Jeremiah Wolsk are highly experienced in outsourcing matters. Also in Silicon Valley, Anthony Klein co-chairs the firm's connectivity industry group, while in Los Angeles, the recently promoted Ghaith Mahmood 'embodies everything an in-house attorney should want in their big law counterparts'.
Other key lawyers:
Anthony Klein; JD Marple; Jeremiah Wolsk; Ghaith Mahmood
‘Latham is a top notch firm that is a market leader in the tech space. They have a deep understanding of our sector and are able to handle everything we throw at them, even identifying issues that we did not identify ourselves. Most of the time, I think the in-house tech attorneys are better suited to handle tech matters than almost every biglaw attorney that started and stayed their entire careers in biglaw, but I’ve been impressed with Latham’s tech team and their ability to understand our business and important issues.’
‘Ghaith Mahmood and Jia Jia Huang embody everything an in-house attorney should want in their biglaw counterparts. They understand our business and provide quick and efficient responses. They are a joy to work with and I look forward to continuing to do so.’
Virgin Galactic LLC
Hyundai Motor Group
10x Genomics, Inc.
Riot Games, Inc.
NRG Energy, Inc.
Roman Health Ventures
ExamSoft Worldwide, Inc.
- Acted for Facebook, Inc. in its acquisition of Ready at Dawn Studios LLC, an industry leading virtual reality video game development studio.
- Advised Siemens Healthineers AG on its acquisition of Varian Medical Systems a world leader in the field of cancer care, and uses artificial intelligence, machine learning and data analysis to improve cancer treatment.
- Advised Intuit, the maker of TurboTax, QuickBooks and Mint on its $7.1bn acquisition of Credit Karma – one of the biggest fintech deals of 2020.
Weil, Gotshal & Manges LLP's dedicated technology and IP transactions team handles a mix of standalone commercial and advisory mandates, as well as matters relating to corporate finance, M&A and restructurings. Standalone work includes outsourcing transactions, patent acquisitions, licensing agreements, strategic alliances, research and development collaborations, and internet related agreements. The team's industry expertise covers emerging technologies in the IT, software, transport, life sciences and healthcare sectors. Global head Michael Epstein has over 30 years' experience in the market. He is based in New York alongside Jeffrey Osterman and Charan Sandhu. In Silicon Valley, Karen Ballack is a strong choice for strategic advice on IP development and commercialization.
Other key lawyers:
Jeffrey Osterman; Charan Sandhu; Karen Ballack
Benefytt Technologies, Inc.
The Blackstone Group
Campbell’s Soup Company
Churchill Capital Corp III
Eli Lilly and Company
Froneri International Limited
Healthcare Merger Corp.
Legg Mason, Inc.
L’Oreal USA, Inc.
MGM Resorts International
Montagu Private Equity
Wyndham Destinations, Inc.
- Advised ChargePoint, Inc., the electric vehicle (EV) charging network operator, on the technology & IP aspects of its combination with Switchback Energy Acquisition Corporation, a SPAC sponsored by NGP Switchback, LLC, in a transaction that implies a ChargePoint enterprise value of $2.4bn.
- Advising Eli Lilly on matters relating to its Covid-19 antibody therapies, including agreements relating to product supply.
- Advised SiriusXM on the technology & IP aspects of its acquisition of Simplecast and Stitcher and its minority investment in SoundCloud.
Cravath, Swaine & Moore LLP has an excellent track record in high-end technology transactions, and has had recent strong showings in the fintech, healthtech and entertainment sectors. The firm is best known for its headline M&A work, a recent example of which is its advice to Just Eat Takeaway.com on its $7.3bn combination with Grubhub. The group includes a number of partners who are fully embedded in the tech and life sciences industries, notably George Schoen, who is active in M&A and joint ventures, and David Kappos, an expert in IP management, strategy and licensing issues. M&A partner Keith Hallam is also experienced in this sector. Clients also benefit from the team's deep expertise in key areas such as antitrust.
David Kappos; George Schoen
Other key lawyers:
‘Top quality lawyers throughout the Tech Transactions team at Cravath.’
‘David Kappos has been outstanding in his level of knowledge and business-centric analysis of the legal issues. He has unparalleled expertise in the field and it shows in how he approaches due diligence exercises.’
Just Eat Takeaway.com
The Founders of Palantir
- Representing Just Eat Takeaway.com N.V. in its pending $7.3bn combination with Grubhub Inc., which is expected to create the largest online food delivery platform outside China.
- Represented the Founders of Palantir Technologies Inc. in connection with Palantir’s direct listing and the structuring and negotiation of the governance structure. Palantir develops and builds data‑logic platforms for governmental and commercial institutions and people.
- Representing Illumina, Inc. in its pending $8bn acquisition of GRAIL, Inc., a healthcare company focused on multi-cancer early detection.
Davis Polk & Wardwell LLP
Davis Polk & Wardwell LLP has a team of 'excellent technology and IP lawyers' who stand out for their 'corporate focus and drafting skills' and a 'unique skill set and ability to navigate complex technology transactions'. In addition to handling standalone IP, technology, and outsourcing agreements, including licensing, collaboration, distribution and development deals, the team has an excellent track record in high-end corporate finance and M&A mandates. A standout highlight from the review period was the firm's work for Reliance Industries and Jio Platforms regarding their partnership with WhatsApp. Frank Azzopardi 'built the team from the ground up' and is recognized as a 'seasoned partner with excellent judgment'. Pritesh Shah is singled out by clients as 'extremely bright and an excellent drafter'.
Other key lawyers:
‘The Tech transfer team at DPW has a unique skill set and ability to navigate complex technology transactions. This includes considering all potential pitfalls and hurdles and advising on the best way to mitigate such issues. The experience in this niche area is not matched in other law firms and can provide the client with optimum IP rights retention, monitoring mechanisms and commercial advantage.’
‘We value their proactiveness, availability, and skill set. These are very bright attorneys who are able to handle client needs very quickly, efficiently and accurately. Standouts include Frank Azzopardi, Matt Bacal, and Mikaela Dealissia.’
‘They are excellent technology/IP lawyers, but what really sets them apart is their corporate focus and drafting skills. They are business oriented lawyers who can draft commercial contracts of any type. They are great at issues spotting and resolution. Many technology lawyers from other firs have the technical IP knowledge, but I find most of them are able to draft complex commercial agreements related to the IP. ’
‘The group is led by Frank Azzopardi, who has built it from the ground up over the past fifteen years. He is a seasoned senior partner with excellent judgment. Pritesh Shah is a partner and Matt Bacal is Counsel. They have each worked with us on very wide array of complex IP and commercial contracts. They are both extremely bright and excellent drafters. They are held in very high regard by our business people.’
‘Much more than “just” specialists in their field. They clearly know the ins and out of their legal area, what you would expect from a lawyer in a top law firm, but, where I found that they really excelled, is their ability to also apply this in a tailor-made and commercial manner in a complicated file with many sensitivities beyond the legal sphere. They also showed a keen interest in and understanding of the wider file (a complicated M&A transaction), going beyond the pure TMT/IT questions, which resulted in a better service by Davis Polk, both on the TMT/IT front and on the M&A front.’
‘I have recently mainly worked with Pri(tesh) Shah and Sam(antha) Lefland. In addition to what I described in the previous questions, I have found them both very responsive, knowledgeable of the file, having a good sense for the personal sensitivities the file brought along, and, especially in the case of Pri (since he was taking the lead on the negotiation calls with the counterparty and their counsel), a very good negotiator, alternatively friendly/cooperatively and tough when needed, without any ego coming into the way.’
‘I also found that they worked seamlessly as a team: when one was not available, I could always speak to the other one and the conversation was afterwards clearly shared with the other person.’
DLA Piper LLP (US) is praised for its 'great legal support - using a strong balance of sound legal and commercial business pragmatism'. The multi-disciplinary practice group covers the gamut of tech-sector issues, including strategic sourcing and partnership agreements, IP commercialization, corporate finance and M&A. This includes advice to blue-chip corporates and media companies, through to start-ups and emerging technology companies, with expertise that spans fintech, open source technology, and cloud computing. The highly rated Victoria Lee co-chairs the group from Silicon Valley, and is commended by one client as acting 'as if she is one of my team'. Fellow co-chair Vincent Sanchez in Los Angeles is a highly regarded IT and sourcing lawyer, as is San Diego-based commercial contracts co-chair Mark Lehberg.
Victoria Lee; Vincent Sanchez
Other key lawyers:
‘The team at DLA Piper provide great legal support to my business by using a strong balance of sound legal advice and pragmatic commercial business pragmatism ’
‘Victoria Lee not only leads the support of my business, she has also stepped in during contract negotiations with suppliers and customers and speaks as if she is one of my team.’
Softbank Group Corporation
- Acted for Edifecs, a premier healthcare technology company, in a private equity growth investment from TA Associates and Francisco Partners.
- Served as privacy diligence counsel for Visa on its $5.3bn acquisition of San Francisco-based fintech company Plaid.
- Advised HCL Technologies, Ltd, on its $1.8bn acquisition of a software portfolio from IBM.
Gibson, Dunn & Crutcher LLP handles technology transactions from across a wide range of key sectors, including life sciences, medical devices, financial services, food and beverage and hospitality. Key team members include Daniel Angel in New York, who represents a mix of start-ups to well-stablished industry players; and Palo Alto-based corporate partner David Kennedy, who is especially active in large licensing deals. Also recommended in Palo Alto is Carrie LeRoy, who advises on a range of IP, licensing and sourcing agreements.
Hogan Lovells US LLP has an experienced team of technology transactional lawyers spread throughout its US network, which is complemented by the firm's international reach, enabling seamless advice on multi-jurisdictional matters. Negotiating IP licenses and conveyances, and commercializing international portfolios forms a large part of the team's workload, and its activity spreads to growing fields such as AI, autonomous vehicles, digital health and blockchain. The firm's regulatory expertise also provides a strong edge in heavily regulated industries such as healthcare, life sciences, telecoms and fintech. Audrey Reed and John Brockland jointly lead the team from Washington DC and Silicon Valley, respectively. David London in Denver is highly experienced in this area, as is Washington DC-based Michele Farquhar, who is most active in the telecoms space.
Audrey Reed; John Brockland
Other key lawyers:
David London; Michele Farquhar
Ford Motor Company
- Advised Arm Limited (Arm), the UK-headquartered multinational semiconductor and software design company of SoftBank Group Corp. and SoftBank Vision Fund, on the $40bn sale of Arm to NVIDIA.
- Served as lead counsel on Dell Technologies’ sale of RSA to a consortium led by Symphony Technology Group, the Ontario Teachers’ Pension Plan Board and AlpInvest Partners in an all-cash transaction, for $2.08bn.
- Represented Synopsys in three major deals over the last 12 months, including its acquisition of Tinfoil Security, IP assets from eSilicon, and IP assets from Invecas.
Morgan, Lewis & Bockius LLP has a diverse practice group that is well versed in helping clients commercialize technology assets across a range of industries and emerging technologies. Recent highlights include representing Sabre Airline Solutions in a strategic $2bn partnership agreement with Google, and also on its IT services agreement with DXC Technology. In the financial services space, the team advised The Vanguard Group on a ten-year $2bn strategic partnership with Infosys, while, in the life sciences sector, it advised Merck Digital on a joint venture agreement with Palantir. Global head Barbara Melby and Michael Pillion are key market figures based in Philadelphia. Silicon Valley-based partner Rahul Kapoor and New York's Vito Petretti are also highly experienced. Doneld Shelkey in Boston is recommended for e-gaming and e-sports transactions.
Barbara Melby; Michael Pillion
Other key lawyers:
Rahul Kapoor; Vito Petretti
‘The Morgan Lewis Technology practice is wonderful! They are responsive, skilled, thorough, practical and kind. They have great depth in their practice and considerable bandwidth to handle a variety of matters many of which involve quite a bit of volume. They keep up with industry trends and are proactive in helping their clients to address issues before they actually become issues for their clients. They are also very enjoyable to work with. This is also true for their Outsourcing practice. I work with the same individuals on both types of transactions. So my comments would be the same.’
‘I work with Barbara Melby and Vito Petretti the vast majority of the time. We have also had the opportunity to work with Michael Pillion and Morgan Richman.’
Sabre Airline Solutions
SEI Investments Company
The Clearing House
The Vanguard Group
United Microelectronics Corp. (UMC)
Venable LLP has a well-regarded standalone team with strong expertise in contracts and counseling related to strategic sourcing, systems procurement, data exploitation and technology and asset transfers. The lawyers work closely with colleagues in M&A, IP and government affairs, and the practice also stands out for its advice to major nonprofit clients. The bulk of the team's lead partners are based in Washington DC, including the highly experienced William Russell, Nora Garrote, and Armand Zottola. James Nelson is one of the key contacts in the firm's San Francisco office. Emerging technology developers, life sciences and healthcare companies, and leading end-users are included in the team's client base.
Nora Garrote; William Russell; James Nelson; Armand Zottola
Dura-Line (subsidiary of Orbia Advance Corporation S.A.B. de CV)
Shoshin Works, LLC
Electrify America LLC
- Advising Dura-Line (a new client) on a variety of strategic collaboration arrangements that will help support its expansion into new markets and new technologies.
- Advising Noetic Partners, a team of data and technology experts focused on financial services across the private and public sectors, on a variety of matters relating to joint development and research projects in the data science / big data space
- Regularly advising GE Healthcare on the structuring and negotiating complex technology-driven deals in support of its core businesses.
White & Case LLP has a strong transactional group with an impressive track record in high-profile research and development, licensing and outsourcing agreements, as well as M&A and corporate finance transactions. The lawyers are considered by clients to be 'strategic partners who take ownership and get down in the trenches with your team as though they were shareholders'. Among its recent highlights, the team advised Slack, Square, and WhatsApp on some of their most high-profile agreements. Key partners include Arlene Hahn in New York, and Silicon Valley's Daren Orzechowski, who 'knows the tech and IP space inside out'. Also recommended in New York is Adam Chernichaw, who has particular expertise in the area of fintech.
Other key lawyers:
Arelene Hahn; Daren Orzechowski; Arlene Hahn
‘Too often outside firms analyze issues/risk only from a strictly legal point of view and miss the broader picture or goals at hand. In contrast, this team has a strong understanding of in-house needs and the complexities involved with global technology companies. Problems require multi-faceted and creative solutions that work for all areas of a business (e.g., BD, engineering, product, marketing, etc.), and White & Case is able to consistently provide comprehensive goal-oriented advice that goes beyond just stellar legal counsel.’
‘Daren Orzechowski and Yixin (Yish) Gong. Each have the ability to takeover and run strategic complex technology and licensing deals, handling not only the negotiation and drafting, but also helping to manage the internal chaos and minutia of product development at the company. Always reliable and prompt, impeccable work product, and truly amazing persons with whom I enjoy working.’
‘One of the greatest challenges for in-house counsel is communicating enough of the internal business context to enable outside counsel to effectively and efficiently add value and avoid duplicating work. Daren Orzechowski and his technology transactions team consistently add value to their projects. They are more than external legal advisors providing expertise and responding to specific requests ’
‘Daren Orzechowski knows the tech and IP space inside and out, from years of experience negotiating bet-the-company type deals with the biggest players in the space.’
Novi (formerly known as Calibra, a Facebook subsidiary)
Slack Technologies, Inc.
Graf Industrial Corp.
Sony Corporation of America
B. Riley Principal Merger Corp. II
Altria Group, Inc.
- Representing WhatsApp, a cross-platform messaging and Voice over IP (VoIP) service owned by Facebook, in numerous global commercial technology transactions.
- Representing Square, a merchant services and mobile payment platform, in the founding of the Cryptocurrency Open Patent Alliance (COPA), a non-profit community formed to encourage the adoption and advancement of cryptocurrency technologies with the aim of removing patents as a barrier to growth and innovation.
- Represented Slack Technologies, Inc. (NYSE: WORK), a business technology software platform, in a transaction with Amazon Web Services, Inc. in which AWS will become Slack’s preferred provider for infrastructure and cloud-based storage.
WilmerHale fields 'a deep team with expertise in all areas' of life sciences and technology. The practice group handles a full range of commercial transactions, including IP and technology licensing, outsourcing, strategic alliances, and development agreements, among others. This is coupled with strong support in related areas of privacy, IP litigation, tax, corporate and regulatory matters. Jeff Johnson and Steven Barrett jointly lead the group from the Boston office, which also includes Michael Bevilacqua, who has a strong background in licensing, development and distribution agreements. Outsourcing expert Robert Finkel is a contact in New York, and Ashwin Gokhale in San Francisco provides a range of support to companies in the tech sector.
Steven Barrett; Jeff Johnson
Other key lawyers:
Robert Finkel; Michael Bevilacqua; Ashwin Gokhale
‘A deep team with expertise in all areas.’
Compulink Management Center, Inc.
Eldridge Industries, LLC
McGraw Hill Education
Tenemos Group AG
UBS Business Solutions US LLC
- Advised Affirmed Networks, a leader in virtualization and 5G, on its acquisition by Microsoft Corporation for approximately $1.35bn.
- Represented AxonVibe, Inc. in connection with the deployment of AxonVibe’s “Essential Connector” mobile application with the Metropolitan Transportation Authority (MTA) for the MTA’s provision of alternative transportation for essential workers while the New York City subways are closed for cleaning overnight.
- Advised Intuit on the negotiation of agreements with Cross River Bank and other parties in connection with the Paycheck Protection Program (PPP) program offered by Intuit.
Wilson Sonsini Goodrich & Rosati
Wilson Sonsini Goodrich & Rosati is a mainstay of the technology sector, with a strong bench of experienced lawyers spread throughout its US office network. The firm's client base consists of established and emerging companies from a wide range of sectors, including software, life sciences, fintech and digital health, among others. Lead partners include James Clessuras in Washington DC and Ian Edvalson in Palo Alto, who represents clients in the biotech and life sciences sectors.
Baker Botts L.L.P.'s largely Texas-based practice group has capitalized on the tech sector's rapidly growing presence in the Lone Star State. The firm's traditional strengths make it an attractive choice for matters at the intersection between energy and technology, including cleantech. The firm represents clients at every stage of the development chain, from technology accelerators through to major corporates, such as Toyota. This includes advice on IP commercialization, strategic partnerships, outsourcing and development agreements. Samantha Hale Crispin and Jordan Herman lead the team from Dallas and Austin, respectively, and Palo Alto-based Brian Lee is the lead partner on the West Coast.
Samantha Hale Crispin; Jordan Herman
Other key lawyers:
TOYOTA MOTOR NORTH AMERICA, INC.
DIAMONDBACK ENERGY, INC.
OXFORD NANOPORE TECHNOLOGIES LIMITED
LONDON TRUST MEDIA INCORPORATED
THE WALT DISNEY COMPANY/ REMAINCO INTEGRATION
LIBERTY LATIN AMERICA LTD.
MADISON SQUARE GARDEN ENTERTAINMENT CORP.
FORM AUTOMATION SOLUTIONS, INC
LIBERTY TRIPADVISOR HOLDINGS, INC.
ESO SOLUTIONS, INC
ASSERTIO THERAPEUTICS, INC.
SALEM PARTNERS LLC
NANOSCOPE TECHNOLOGIES LLC AND NANOSCOPE THERAPEUTICS LLC
- Advised Zix Corporation (Zix), a leading provider of cloud email security, productivity and compliance solutions, on its acquisition of CloudAlly Ltd., an Israel-based industry leader in cloud-based data backup and recovery for business.
- Advised Liberty TripAdvisor Holdings, Inc. on its sale of $325m of non-convertible preferred stock in an unregistered private placement with private fund Certares through its affiliate Certares LTRIP LLC.
- Representing Oxford Nanopore Technologies, Inc., and Oxford Nanopore Technologies, Ltd, in various transactions including a UAE-based joint venture for population genomics; an Iceland-based collaboration for population genomics; and a joint venture for developing and commercializing Covid-19 testing tools; and numerous patent licenses, including CRSPR related patents.
Baker McKenzie LLP
Baker McKenzie LLP has a strong track record in the IT and software space, representing a mix of global and domestic companies. Chicago-based practice head Peter George is highly experienced in sourcing agreements, data and technology transfers, and software licensing deals. As a whole, the team is especially experienced in related M&A, and open source software and cloud computing issues, as well as data security, and integration and maintenance agreements. Other key partners include IP licensing specialists Samuel Kramer and Michael Stoker in Chicago. Also of note, IP transactional lawyer Marcela Robledo joined the San Francisco office from Simpson Thacher & Bartlett LLP in May 2020.
Other key lawyers:
Samuel Kramer; Michael Stoker; Marcela Robledo
- Represented Verisure in the acquisition of Arlo Technologies, Inc.’s European business and negotiating a long-term Supply Agreement that includes provision of cloud services (including negotiating Service Level Agreements).
- Represented Centerbridge Partners in the acquisition of IBM Corporation’s marketing platform and portfolio of commerce software products, and negotiating several long-term commercial agreements, including a reseller agreement and a services agreement.
- Advising CF Industries on various IT product and services agreements, including IT security, automation, environmental regulatory tracking, information governance and others.
Morrison & Foerster LLP is very well known for advising tech-sector clients on matters ranging from patent and technology licensing and acquisitions to joint ventures and other large-scale commercial agreements. Start-up companies benefit from the firm's strong domestic and international footprint, as well as its experience advising investors and established technology giants. The group's experience covers artificial intelligence and robotics, blockchain and distributed ledger, and the Internet of Things. Aaron Rubin leads the group out of San Francisco, with strong input from highly rated Vivian Hanson in New York, who leads the firm's sourcing practice. Also recommended are Stephanie Sharron in Palo Alto, and IP transactional gurus Tessa Schwartz and William Schwartz, both in San Francisco.
Other key lawyers:
Vivian Hanson; Stephanie Sharron; Tessa Schwartz; William Schwartz
‘Aaron Rubin is practical and efficient.’
‘They really seek to understand the business and the technology–they “get” the objectives every single time. They have had this practice area for longer than any other firm–the experience is deep and they have seen everything.’
‘Tessa Schwartz gives incredible client service–efficient, empathetic. She is among the best negotiators I have seen in action. There is simply no better technology transactions attorney than Billy (William) Schwartz. He has been doing it longer and better than anyone.’
‘Vivian Hanson is an excellent lawyer, sharp, detail-oriented and a fantastic counselor with good business input and consideration.’
Johnson & Johnson
Silicon Valley Bank
Orrick, Herrington & Sutcliffe LLP is rated by clients for its 'highly-specialized industry expertise' and 'excellent partners' who are 'very business and ops-focused'. The full-service practice group handles a range of matters for technology and life sciences clients at every stage of the value chain. Former co-head Glynna Christian departed for Holland & Knight LLP, but this was offset by several strong recruits, including corporate partner Sarah Schaedler from Kirkland & Ellis LLP in San Francisco, Colleen McDuffie from Arnold & Porter in Washington DC, and Boston-based IP licensing partner Shana Solomon from an in-house role. Silicon Valley-based Daniel Yost leads the team, which also includes Timothy Greene in Los Angeles. Senior associate Ramin Tohidi in San Francisco is also singled out for praise.
Other key lawyers:
Sarah Schaedler; Colleen McDuffie; Shana Solomon; Timothy Greene; Ramin Tohidi
‘Excellent partners, very business and ops-focused; highly-specialized industry expertise.’
‘Ramin Tohidi. Best attorney I’ve ever worked with. Good human. Incredibly intelligent, creative, and business-minded. Operates with integrity. Plus, he’s fun.’
‘Clem Roberts -Understands our business and adjusts strategy to fit our maturity, market, risk appetite. He also checks in and cares about how we are doing as a company.’
‘Josh Pollick – The great diplomat and facilitator. Can always depend on him.’
‘Clark McFadden II has the patience, breadth of experience, and ability to mentor a technology start-up in today’s ever incomprehensible federal landscape.’
- Advised Fisker on its merger with Spartan Energy Acquisition, a special purpose acquisition company sponsored by an affiliate of Apollo Global Management, resulting in Fisker becoming a publicly listed company.
Sidley Austin LLP
Sidley Austin LLP has a well regarded technology transactions practice representing developers and end-users from a wide range of industries. The team handles a mix of licensing, outsourcing, joint ventures and M&A-related matters. Jennifer Coplan and Glenn Nash jointly lead the practice group from New York and Palo Alto, respectively.
Simpson Thacher & Bartlett LLP has 'an incredibly strong technology team', which is headed up by Lori Lesser, 'one of the outstanding lawyers practicing in this field'. Indeed, Lesser and her team have a strong track record in tech-related corporate and commercial transactions across the country. A good chunk of the work revolves around M&A and capital markets, but the team also handles plenty of standalone IP and technology transactions for its clients. Based in New York, the team also includes several experienced counsel, including Genevieve Dorment and Christopher Sprigman.
Other key lawyers:
Genevieve Dorment; Christopher Sprigman
‘The technology practice is lead by Lori Lesser, one of the outstanding lawyers practicing in this field. She has been involved in some of the most complex technology transactions, investments and acquisitions in the US. She is trusted by some of the world’s largest investment banks.’
‘An incredibly strong technology team who are also very approachable.’
‘Lori Lesser is a terrific senior advisor in the technology space.’
- Advising Microsoft Corporation on its announced $7.5bn acquisition of ZeniMax Media.
- Advising Blackstone on its announced $4.7bn acquisition of Ancestry®.
- Advised Blue Yonder and Blackstone on the secondary sale of shares of Blue Yonder valued at $5.5bn to Panasonic Corporation.
Skadden, Arps, Slate, Meagher & Flom LLP
Skadden, Arps, Slate, Meagher & Flom LLP has a well regarded IP and technology transactions group that is well versed in the acquisition and commercialization of related assets. The team, which is jointly led by Stuart Levi and Bruce Goldner, plays a key role supporting the firm's market-leading M&A practice. Among its recent highlights, the team advised ZeniMax Media on its $7.5bn takeover by Microsoft, and also acted for Viagogo Entertainment in its $4.05bn acquisition of StubHub from eBay. Corporate partner Howard Ellin, and Palo Alto-based technology and IP partners Ken Kumayama and Jose Esteves are also active in this space. All lawyers based in New York unless otherwise stated.
Stuart Levi; Bruce Goldner
Other key lawyers:
Howard Ellin; Ken Kumayama; Jose Esteves
Arnold & Porter handles a range of IP and tech-related work for established companies, as well as multilateral organizations, such as the World Bank, and NGOs. IP licensing, cloud computing, digital content and collaboration agreements feature prominently on firm's the workload. Another strength is the firm's regulatory expertise, offering a strong edge in areas like life sciences. Susan Hendrickson and Thomas Magnani jointly lead the team from Washington DC and San Francisco, respectively. In Silicon Valley, Vinita Kailasanath is recommended for IP commercialization in the tech space, while Washington DC-based Kristen Riemenschneider handles commercialization matters in the life sciences sector.
Susan Hendrickson; Thomas Magnani
Other key lawyers:
Vinita Kailasanath; Kristen Riemenschneider
The American Red Cross
The Saul Zaentz Company
The Sheryl Sandberg & Dave Goldberg Family Foundation
The World Bank Group: The World Bank and the International Finance Corporation
- Advised the American Red Cross on a joint venture with OneBlood to form ARC-One Solutions and combine and further develop a regulated software platform for the management of blood supplies.
- Lead licensing adviser to The Saul Zaentz Company (Middle-earth Enterprises), the holder of film, stage, and merchandising rights to The Hobbit and The Lord of the Rings, including in several video game licensing deals.
- Advised AstraZeneca on agreements for the funding and global distribution of the University of Oxford’s potential Covid-19 vaccine as well as the establishment of its global manufacturing and supply chain for the vaccine.
Cleary Gottlieb Steen & Hamilton
Cleary Gottlieb Steen & Hamilton's team is well versed across multiple transaction types, including licensing agreements, outsourcing deals, corporate partnerships and joint ventures. Daniel Ilan leads the team from the firm's New York office, and has a strong background advising on high-level technology, data privacy and IP-related issues. The team collaborates with lawyers in the corporate practice and is very well placed to handle cross-border strategic deals. Recent highlights in this space include advice to Alphabet/Google on the IP aspects of several acquisitions, including those of Fitbit and Looker, as well as the acquisition of Fossil's smartwatch technology assets.
- Advised Alphabet/Google on the technology and IP aspects of a number of high-profile technology-focused transactions, including its $2.1bn acquisition of Fitbit, the $2.6bn acquisition of Looker and the transaction to acquire Fossil’s smartwatch technology assets.
- Advised OpenText on the technology aspects of its transactions to acquire Carbonite and Liaison Technologies (leading cloud and hybrid data solutions providers).
- Advised América Móvil on the information technology and IP aspects of the $6.25bn sale of its North American Tracfone business to Verizon Wireless.
Covington & Burling LLP
Covington & Burling LLP fields a number of lawyers with very strong reputations in this area, including Nigel Howard in New York and Suzanne Bell in Palo Alto. The firm represents clients from the fintech, life sciences, cloud computing and e-commerce sectors, with expertise in several key areas including IP.
McGuireWoods LLP has a thriving mid-market transactional practice that handles a mix of strategic outsourcing and partnership agreements, as well as M&A, corporate finance and capital markets work. The team is especially strong in the fintech space, but also assists clients with software-as-a-service business models, cloud implementations, open-source software, AI technology and blockchain. Technology and securities partner Rakesh Gopalan leads the team from Charlotte, with strong support from James Anderson in Richmond, and other partners spread across offices in Dallas, Baltimore, Raleigh and New York.
Other key lawyers:
EXL Service (Nasdaq: EXLS)
Mobile Communications of America, Inc.
Teledyne Technologies, Inc. (NYSE: TDY)
- Advised AvidXchange, a leading provider of accounts payable and payment automation solutions, on a $388m financing round.
- Simultaneously negotiated two outsourcing deals worth $300m for a major US bank and, also represented the bank in two separate $50m+ technology deals.
- Assisted Thrive Operations LLC, a provider of next generation managed IT services, in the add-on acquisitions of Ease Technologies Inc. and Timline Enterprises, Inc.
Pillsbury Winthrop Shaw Pittman LLP is praised for its 'impressive experience and knowledge in handling the full range of supplier relationships, from established companies to start-up players'. Clients also commend a 'highly responsive, available, and adaptable team, able to pivot quickly as projects and negotiations evolve'. The firm's top-ranked outsourcing practice feeds into its strategic transactional capabilities, including systems development and implementation, through to fintech and cloud-based deals. Washington DC's Aaron Oser leads the highly rated team. Other experienced lawyers include Shaalu Mehra in Silicon Valley, Mario Dottori, also in Washington DC, Vipul Nishawala in New York, and Elizabeth Zimmer in Austin.
Aaron Oser; Mario Dottori; Vipul Nishawala
Other key lawyers:
Shaalu Mehra; Elizabeth Zimmer
‘Impressive experience and knowledge in handling the full range of supplier relationships, from established companies to start-up players. Highly responsive, available, and adaptable team, able to pivot quickly as projects and negotiations evolve.’
State Street Bank and Trust Company
Ford Autonomous Vehicles
Protective Life Corporation
- Advised Xerox Corporation on one of the largest BPO outsourcings in 2019-2020 (roughly $1.3bn in value) with HCL.
Proskauer Rose LLP has a dedicated team with good expertise in outsourcing, IP and data licensing agreements, as well as cloud infrastructure, blockchain and SaaS. It also provides broad support on technology and life sciences related M&A and capital markets. The firm is also well known for its strong sports practice, which, in this space, sees the team advising on all related betting and gaming data agreements. Jointly leading the team are New York partners Jeffrey Neuburger, who has an extremely strong technology background, and Robert Freeman, a member of the sports law group in addition to co-leading the TMT group. Recently promoted partner Wai Choy also has a broad range of technology-sector expertise.
Robert Freeman; Jeffrey Neuburger
Other key lawyers:
Blend Labs Inc.
Kyber Data Science LLC
Mizuho Securities USA LLC
Onex Credit Partners
Rockefeller Capital Management
The Eclipse Foundation
Women’s Tennis Association
- Represented iHeartMedia, in a variety of technology matters, including a technology services agreement with a technology platform company for the development, hosting and operation of a new iHeartMedia website property.
- Represented Rockefeller Capital Management in the analysis, drafting and negotiation of a complex investment management platform software-as-a-service agreement and other technology services agreements.
- Represented the WTA in a complex media and data licensing and distribution agreement including video distribution and gambling data rights.
Ropes & Gray LLP's experienced team is especially active on the M&A and private equity front, providing comprehensive support on IP, data and licensing issues relating to major acquisitions in the emerging technologies and life sciences space. The team has developed a strong reputation in several key sub-sectors, including fintech, healthtech, software, Internet and semiconductors. Key individuals include TMT co-head Edward Black in Boston, who has a strong track record in the management of, and transactions related to, strategic intangible assets; and Matthew Jacobson in the Silicon Valley office, who is highly active in tech-sector M&A. Taylor Hart in Boston is also recommended.
Edward Black; Matt Jacobson
Other key lawyers:
Mercury Systems, Inc.
Silver Lake Partners
Cove Hill Partners
- Advised Advent International Corporation on the acquisition by Ansira Partners, Inc. of the digital marketing business CDK Global, Inc.
- Advised Silver Lake Partners on its $7.1bn sale of Credit Karma.
- Represented CollabNet, a portfolio company of TPG Capital, in its add-on acquisition of XebiaLabs.
Sheppard, Mullin, Richter & Hampton LLP has an experienced cross-disciplinary practice that has recently advised on several novel collaboration agreements, and is often handling matters at the interface between sports, media, entertainment and technology. The team's expertise includes support on IP licensing, business process and IT outsourcing, and strategic alliances and joint ventures. New York's Brian Anderson leads the team alongside Michael Orlando in San Diego and fellow New York partner Daniel Schnapp, who also leads the firm's eSports industry team. Sidney Fohrman in Century City is a top contact in the media and entertainment space, while James Gatto in Washington DC is recommended for IP commercialization.
Brian Anderson; Michael Orlando; Daniel Schnapp
Other key lawyers:
Sidney Fohrman; James Gatto
American Society of Composers, Authors and Publishers (ASCAP)
News America Marketing (subsidiary of News Corporation)
Cinedigm Entertainment Corp.
Chelsea Football Club and Chelsea Digital Ventures
Sony Interactive Entertainment
- Represented Chelsea Football Club (English Premier League) and its digital business, Chelsea Digital Ventures, in connection with the launch of its first product: Perfect Play, a mobile-friendly coaching platform that uses artificial intelligence (AI) and augmented reality (AR) to deliver the expertise of Chelsea FC youth academy coaches to young footballers around the world.
- Counsel to Spotify Inc. in connection with various podcast production, licensing and talent agreements relating to the creation, distribution and syndication of Spotify original and licensed podcast programming services and series.
- Represented adidas America in connection with the GMR Boot Partnership with Google and Electronic Arts, a joint development deal with Google that involved Google manufacturing custom sensors for adidas that, when inserted into a pair of adidas soccer boots, track the athlete’s soccer performance data.
Willkie Farr & Gallagher LLP has made strong inroads into the market, particularly following the establishment of its Palo Alto office in 2018. Highly rated practice head Matthew Berger and partner Tiffany Lee are firmly embedded in the technology and life sciences sectors, representing innovators and customers. Collectively, they are praised for their 'incredible amount of know-how and experience in this field, which allows them to provide practical solutions and opinions when dealing with difficult customers or in low-leveraged situations'. The practice covers a broad range of matters, from M&A, through to strategic alliances, research and development, licensing and cloud services.
Other key lawyers:
‘Matt Berger and Tiffany Lee have an incredible amount of know-how and experience in this field, which allows them to provide practical solutions and opinions when dealing with difficult customers or in low-leveraged situations. Matt and Tiffany also provide a great deal of assistance in deftly drafting contracts to not always win the contract drafting battle, but to protect the company’s interest in the long-term war. ’
City of Hope
LG Innotek Co., Ltd.