IT, Software and Internet

Willkie has extensive experience in the area of IT, software and technology, representing computer and software companies around the world in all stages of their life cycles – investment, M&A, IP and litigation.

Willkie has extensive experience in the area of IT, software and technology, representing computer and software companies around the world in all stages of their life cycles – investment, M&A, IP and litigation. 

Business Reorganization and Restructuring

  • CIS Corporation: Represented major creditors or creditors committee members in the chapter 11 case of CIS Corporation.

    Gigaset: Advised global communications technology company Gigaset AG on the comprehensive realignment of Gigaset group. As part of the deal with the company’s employee representatives Gigaset will create three business units: Consumer Products (its core business), Business Customers and Home Networks (smart home solutions).

    Telogy LLC: Represented Telogy LLC, an equipment sales and rental business and one of its affiliates in chapter 11 cases filed in the United States Bankruptcy Court for the District of Delaware.

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Capital Markets

  • BTG Incorporated: Represented ING Barings (Furman Selz) in a public offering of 2,000,000 shares of Common Stock of BTG, a provider of information technology expertise to federal and state government and commercial enterprises.

    Commerzbank and Credit Suisse: Represented Commerzbank and Credit Suisse in a rights issue and its move to the prime standard segment of Germany-based Manz Automation AG, a leading global high-tech equipment manufacturer and provider of integrated system solutions.

    HealthEquity, Inc.: Represented HealthEquity, Inc., one of the largest U.S. health savings account (HSA) non-bank custodians, in its initial public offering and follow-on offering.

    Nomura International plc: Represented Nomura in the bond issue by KfW, a German government-owned development bank based in Frankfurt. The option was to exchange the bond into shares of Bonn-based Deutsche Post AG, successor to the German mail authority Deutsche Bundespost.

    Quadramed Corporation: Represented UBS as underwriter in a 144A offering of $100 million of convertible subordinated debentures of healthcare software developer Quadramed.

    RigNet, Inc.: Represented the selling stockholders in RigNet’s $60 million follow-on offering of its common stock.

    SPS Commerce, Inc.: Represented Merrill Lynch in a proposed IPO of four million shares of common stock and actual sale of SPS, an Internet software company.

    Shutterstock, Inc.: Represented the underwriters, led by bookrunning managers Morgan Stanley, Deutsche Bank Securities and Jefferies, in the $76.5 million IPO of online digital images marketplace Shutterstock.

    System Software Associates, Inc. (SSA): Represented W.R. Hambrecht as underwriter in a public offering of $120 million of convertible subordinated debentures of SSA, a Chicago, Illinois-based software and hardware solutions provider with a focus on maintenance and energy management.

    Take-Two Interactive Software: Represented Take-Two Interactive software in its $220 million 144A offering of convertible senior notes.

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Finance

  • Arixcel: Advised on the first lien/second lien middle market acquisition financing for Arixcel, an IT consultancy focused on spreadsheet automation that develops custom and off-the-shelf software using Microsoft Office as a front-end.

    Blue Ocean Software: Advised on the first lien/second lien middle market acquisition financing for Blue Ocean, a provider of cost-effective help desk, asset management and asset tracking software for small- and medium-sized businesses.

    Datatel: Advised on the first lien/second lien middle market acquisition financing for Datatel, a fully integrated software and professional services provider specializing in Enterprise Education Platforms for higher education.

    Deutsche Banc/Bluestone Software: Represented Deutsche Banc in various matters concerning the common stock of Bluestone, a provider of Internet software platforms, tools and technologies for business-to-business, business-to-consumer and mobile Internet transactions.

    Hudson’s Bay Company: Represented Hudson’s Bay Company on its secured $1.9 billion global ABL revolving credit facility.

    Insight Venture Partners/Diligent Corporation: Advised Insight Venture Partners on secured financing for its $624 million acquisition of Diligent Corporation.

    The Feed Room, Inc.: Advised The Feed Room, a provider of Web video solutions and technology for corporations, media/publishing organizations, and government agencies, in multiple rounds of preferred stock financing.

    Open Solutions: Advised on first lien/second lien middle market acquisition financing for Open Solutions, a software and IT solutions company that focuses on the financial services marketplace.

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Intellectual Property

  • A Semiconductor Manufacturer: Successfully defended a semiconductor manufacturer in an ITC investigation that was one of many federal court and ITC actions by the patent holder against the industry. Following a one-week hearing, the judge issued an initial determination for the manufacturer that found the asserted patent invalid, unenforceable and not infringed. After the Commission affirmed the initial determination, the patent holder discontinued its ITC case and withdrew its parallel infringement case in federal district court.

    American Institute of Certified Public Accountants (AICPA): Advised AICPA on standards setting and related IP matters, including:

    • Automation of Exam Delivery: Drafted the initial agreement and participated in negotiations on behalf of AICPA with Prometric and the National Association of State Boards of Accountancy to automate the delivery of the Uniform CPA Examination.

    An Electronics Company: Successfully represented a major electronics company in two cases in federal district court in asserting its patents relating to a fundamental integrated circuit communication protocol against seven major chip manufacturers. Both cases settled, with the client receiving tens of millions of dollars in past damages and licensing fees going forward.

    Bloomberg L.P., F.A.O. Schwarz, Medassets and Other Internet Clients: Drafted and negotiated complex Internet agreements for these and various additional clients involving linking, co-branding, framing, and Web page hosting, as well as the delivery of electronic content via cable systems, satellite, cable modems, and DSL. We also routinely develop general terms of service for clients’ Web sites and advise clients on various Internet law issues, such as the enforceability of click-wrap, shrink-wrap and browse-wrap licenses; online copyright issues and the Digital Millennium Copyright Act; Internet content regulation; online defamation; digital signatures; and export controls on encryption software.

    Bloomberg., L.P./Advanced Input Devices: Drafted and negotiated for Bloomberg an agreement for the design and manufacture of keyboards with Advanced, a developer of keyboards, standard and custom control panels, and input systems for original equipment manufacturers in medical, electronics, gaming, industrial, and defense industries.

    Bloomberg, L.P./IBM: Negotiated a master relationship agreement between Bloomberg and IBM concerning development of a platform compatible with a bulk market data delivery system.

    Bloomberg, L.P./Raytheon: Negotiated a license of software and computer chip topology from Bloomberg to Raytheon for use in a hand-held device to identify persons crossing national borders.

    International Consumer Products Corporation/Misappropriation and Software Copyright Infringement: Represented an international consumer products corporation in a lawsuit against a Hong Kong manufacturer and an American distributor for misappropriation of trade secrets and infringement of software copyrights. After participating in an extensive expedited discovery schedule at the district court level, we briefed the case and participated in oral argument before the U.S. Court of Appeals for the Seventh Circuit. In addition to actively litigating these matters in the United States, we worked with co-counsel in Hong Kong, the United Kingdom and Australia to map out a global strategy.

    Microsoft Corporation: Represented Microsoft in numerous engagements with technical standards development organizations (such as ANSI, IETF, ISO/IEC, ITU, OASIS, RosettaNet, UN/CEFACT, WiFi and others), principally to negotiate changes to intellectual property policies in order to minimize the legal risks to the client’s intellectual property portfolio.

    Multiple Organizations/Domain Name Enforcement: Handled or supervised numerous successful Uniform Domain-Name Dispute-Resolution Policy proceedings to obtain domain names from cyber squatters.

    Multiple Organizations/Software: Licensing and Service Agreements: Negotiated a software license and services agreement for D.A.V.I.D. with National Public Radio, negotiated software licenses for P. Schoenfeld Asset Management Integrated Business Systems with various licensors, Swiss Reinsurance Company and CoverageConnect.com.

    Philips Semiconductors: Successfully represented Philips in enforcing patents forming the basis for a successful licensing program covering an industry standard for communication between integrated circuit chips.

    RealTime Data LLC v. Bloomberg LLP et al.: Represented Bloomberg LLP in defending a patent infringement action alleging that Bloomberg’s trading systems use infringing data compression algorithms. Successfully obtained transfer of action from Eastern District of Texas to Southern District of New York, and stay of action at close of expert discovery to allow related actions against stock exchanges to proceed to trial first.

    UGO Networks/Trademark Trial and Appeal Board (TTAB) Proceedings: Represented UGO, a media entertainment and games website, in its opposition to several pending trademarks applications by other organizations to register similar marks.

    Warburg Pincus, OnTarget Jobs, Inc./Dice Inc.: Conducted and supervised IP diligence and negotiation of acquisition by OnTarget, a provider of specialized career websites, of online job search company Dice.

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Litigation

  • Alcatel-Lucent: Represented Alcatel-Lucent, which was formerly Lucent Technologies, in several matters, including:

    • a $200 million Florida RICO action against Alcatel-Lucent that grew out of a Foreign Corrupt Practices Act investigation and settlement with the U.S. government, which was also handled by the firm’s litigation practice.
    • investigations and inquiries into potential accounting and sales issues.

    Facebook, Inc.: Serving as co-lead counsel to Facebook and its directors and officers in nationwide litigation arising out of Facebook’s May 18, 2012 initial public offering. In 2013, shareholder derivative actions that had been brought against the company and its Board of Directors following the company’s IPO were dismissed.

    Schwartz v. Dialogic Corp.: Represented Dialogic, a world leader in computer telephony (CT) components, and its officers and directors, in a securities class action alleging fraud based on disappointing earnings.

    Xerox: Advised on a financial reporting matter of Xerox, the Fortune 500 global document management company.

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Mergers & Acquisitions, PE & VC Investments, Joint Ventures and Other Business Combinations

  • Aelita Software Corp./Quest Software, Inc.: Involved in $115 sale of Aelita to Quest. Both companies create Windows server management software.

    Appriss/The Retail Equation: Represented Appriss Inc., a leading provider of data, risk assessment and analytic solutions for government, health information and the consumer industries, in its acquisition of The Retail Equation, a provider of predictive analytics for retail businesses.

    Aquiline Capital Partners/BI-SAM: Represented Aquiline Capital Partners in its acquisition of BI-SAM Technologies, a French payment technology company for financial services industry participants.

    Aquiline Capital Partners/Fenergo: Advised Aquiline Capital Partners LLC in an investment in Fenergo, the leading provider of client lifecycle management software solutions for investment banks, capital market firms and private banks.

    Aquiline Capital Partners/OmegaFi: Represented Aquiline Capital Partners in its investment in OmegaFi, the leading provider of financial, membership management, and fundraising software and support solutions for college fraternities and sororities across the United States.

    Ardian: Represented Ardian in its investment in Chal-Tec GmbH, a Berlin-based e-commerce company.

    Ardian/Gantner: Represented Ardian in its acquisition of Gantner, the leading international manufacturer of contactless NFC access control, electronic locking and cashless payment applications for the global leisure industry.

    Asset International/Market Metrics, Matrix Solutions: Represented Genstar Capital portfolio company Asset International in its acquisition of Market Metrics and Matrix Solutions from FactSet.

    Atmel Grenoble/e2v Technologies: Represented Amtel, a developer and manufacturer of a wide range of semiconductor integrated circuits, in its acquisition by UK-based e2v Technologies, a leading global provider of technology solutions for high-performance systems.

    b process SA/Ariba, Inc.: Represented privately held b process, a provider of France’s largest electronic invoice network and one of the largest tax-compliant e invoicing networks in Europe, in its acquisition by Ariba, a provider of cloud-based collaborative business commerce solutions for facilitating sales and managing cash.

    BeyondTrust/Veritas/Insight: Represented leading cybersecurity solution provider BeyondTrust in its sale to Veritas Capital from Insight Venture Partners.

    Bridge Growth Partners/CRGT Inc.: Represented Bridge Growth Partners LLC in its acquisition of CRGT, a leading provider of custom software and data analytics to federal agencies, from an affiliate of Veritas Capital.

    Bridge Growth Partners/Finalsite: Represented Bridge Growth Partners, LLC in its acquisition of Finalsite, a leading SaaS-based learning and communications platform for U.S. and international schools.

    Bridge Growth Partners/Solace Systems: Represented Bridge Growth Partners, LLC in its acquisition of a majority interest in Solace Systems, Inc., a leading provider of infrastructure messaging technology.  

    Chancellor Media/Vanstar Corporation: Represented Chancellor in its acquisition of Vanstar, a provider of customized information technology and networking solutions.

    Clear2Pay/FIS: Represented Brussels-based Clear2Pay, the international technology provider of next generation payment solutions for financial institutions, in its €375 million (approximately $493 million) acquisition by FIS, the world’s largest provider of banking and payments technology solutions and a global leader in consulting and outsourcing solutions.

    Clear2Pay N.V./Lexcel Solutions: Represented Clear2Pay, Belgium-based international technology provider of next-generation payment solutions for financial institutions, in its acquisition of Lexcel Solutions, a provider of end-to-end payment testing software and services to third-party transaction processors.

    CompUSA: Represented the technology retailer in antitrust and competition aspects of its successful $211 million acquisition of Computer City, a 100-store direct competitor owned by Tandy Corporation.

    Conga/Novatus, ActionGrid, CRMCulture: Represented Conga, the leading provider of document and report generation solutions for Salesforce customers, in its acquisitions of Novatus, ActionGrid and CRMCulture.

    CRGT/Salient/Bridge Growth Partners: Represented private equity firm Bridge Growth Partners, LLC and CRGT, a full life‐cycle IT services provider for the Federal Government, in the merger of CRGT and Salient Federal Solutions, Inc.

    Cubera/RigNet/KKR: Represented Cubera in the sale of a significant minority stake in upstream energy communications technology company RigNet, Inc. to funds advised or controlled by global private equity firm Kohlberg Kravis Roberts & Co. L.P.

    E2open/Orchestro: Represented E2open, an Insight Venture Partners portfolio company, in its acquisition of Orchestro, the leading provider of demand signal repositories and preemptive analytics for retail and omni-channel fulfillment.

    Ekkio Capital/Compagnie des Vacances: Advised Ekkio Capital in the acquisition of a minority stake in Compagnie des Vacances.

    Elliott Management/SIGFOX: Advised Elliott Management Corporation as part of an investment group in a $115 million round of financing for French start-up SIGFOX, provider of a cellular network dedicated to the Internet of Things. The transaction was cited as the largest VC financing in France to date. 

    Entrelec S.A./ SSAC, Inc.: Represented Villeurbanne, France-based Entrelec, provider of connectors, terminal blocks, and protection and monitoring devices for industrial applications, in its acquisition of SSAC, the designer and manufacturer of electronic controls for original equipment manufacturers.

    EQT Expansion Capital II/Sportsradar AG: Represented EQT Expansion Capital II in its €44 million investment in Sportradar AG, the leading supplier of sports related live data, odds solutions and fraud detection services.

    EQT/Internetstores: Advised EQT on the acquisition of Internetstores AG.

    FIS/SunGard: We represented FIS, the world’s largest provider of banking and payments technology solutions, in its agreement to acquire SunGard, a leading financial software company, in a deal valued at $9.1 billion.

    Folhamatic Group: Represented Folhamatic Group, a leading provider of accounting, tax and payroll, and regulatory content software in Brazil, in its acquisition agreement with UK-based Sage Group plc.

    Folhamatic Tecnologia Sistemas/IOB Informações Objetivas Publicações Jurídicas: Represented Folhamatic in its acquisition of IOB Informações Objetivas Publicações Jurídicas, a Brazilian tax and regulatory publisher.

    Friedman Fleisher & Lowe/Tritech Software: Represented Friedman Fleisher & Lowe in its acquisition of Tritech Software Systems, a provider of solutions for state and local emergency response systems.

    Gemalto/Wavecom: Advised digital security leader Gemalto in unsolicited public tender offer in cash for Wavecom, a leading provider of wireless machine to machine (M2M) technology.

    Genstar/Case Interactive Media/Asset International: Represented Genstar Capital in its acquisition of Case Interactive Media/Asset International, a leading provider of data, information and marketing solutions to the global asset management industry.

    Genstar Capital/IHS Inc.: Represented Genstar Capital in its acquisition of the Operational Excellence & Risk Management (OERM) business of IHS.

    GFI Group/BGC Partners: Represented GFI Group in its $778 million sale to BGC Partners. GFI Group Inc. is a leading intermediary and provider of trading technologies and support services to the global OTC and listed markets. With more than 2,000 employees globally, GFI’s brands include Trayport®, a leading provider of trading solutions for energy markets worldwide and FENICS®, a market leader in FX options software.

    GFI Software/TeamViewer: Represented GFI Software in its sale of TeamViewer, a leading global provider of secure remote support software and online meetings, to Permira, one of Europe’s largest private equity funds.

    Hudson’s Bay Company/Gilt: Represented Hudson’s Bay Company, owner of Saks Fifth Avenue and other leading department stores, in its $250 million acquisition of leading online shopping destination Gilt.

    Ingenico SA/XIRING: Represented Euronext-listed Ingenico, a worldwide provider of payment solutions, in its friendly tender offer for all of the outstanding shares of XIRING not held by Ingenico. The all-cash offer valued the company, a leading provider of security solutions for electronic transactions to France’s healthcare market, at €67.7 million. 

    Insight Venture Partners: Represented this leading private equity and venture capital firm in a number of transactions involving:

    • 6waves Lolapps: Represented Insight in its investment, along with Nexon Company, in 6waves, the leading international publisher of gaming applications on the Facebook platform at the time of the transaction.
    • AirWatch: Advised Insight, as lead investor, in the $200 million investment in AirWatch®, the global leader and innovator in mobile device security and Enterprise Mobile Management (EMM) technology.
    • AirWatch/VMware: Represented investors Insight and Accel Partners in the $1.54 billion sale of AirWatch, a leading provider of enterprise mobile management and security solutions, to VMware, Inc.
    • B2B-Center: Advised Insight as lead investor in the consortium investment in B2B-Center, Russia’s leading online procurement platform.
    • BlaBlaCar: Represented Insight in connection with a $200 million investment round in BlaBlaCar, the world’s largest long-distance ridesharing community.
    • BMC Software: Represented Insight in the successful $6.9 billion consortium acquisition of BMC Software.
    • Campaign Monitor: Represented Insight in its $250 million investment in Sydney-based Campaign Monitor, a global leader in SaaS-based email marketing and design solutions.
    • Checkmarx: Represented Insight Venture Partners in its $84 million investment in Checkmarx, a leading developer of software solutions used to identify, fix and block security vulnerabilities in web and mobile applications.
    • Cherwell Software: Advised Insight in its $25 million minority equity investment into Cherwell Software, a provider of IT service management platform services for business functions.
    • Conga: Represented Insight Venture Partners in its $70 million investment in Conga, the developer of the Conga Suite, the most popular set of document generation and reporting applications for Salesforce.
    • DailyDeal/Google: Represented Insight as a selling shareholder in the DailyDeal’s sale to Google. DailyDeal, a Berlin-based website that competes with Groupon, LivingSocial and others in Germany.
    • Datasift: Represented Insight as lead investor in the $42 million investment in Datasift, the platform that powers the social economy.
    • Dealfind: Represented Insight and Georgian in a $31 million investment in Dealfind, an online group buying website.
    • Delivery Hero: Represented Insight as lead investor in the $88 million investment in Berlin-based Delivery Hero, an online takeout services company with operations across Europe, Asia, Africa and South America.
    • Diligent: Represented Insight Venture Partners in its acquisition of New Zealand-based software company Diligent Corporation, a take-private transaction valued at approximately US$624 million.
    • Drilling Info, Inc.: Represented Insight as the lead investor in the acquisition of Drilling, a provider of data intelligence to the oil and gas industries.
    • E2open: Represented Insight in its $273 million acquisition of E2open, a leading provider of cloud-based, on-demand software solutions.
    • ECi: Represented Insight and its portfolio company ECi Software Solutions, in the sale of ECi to The Carlyle Group.
    • Elo7: Represented Insight in its investment in the second institutional round of capital raising for Sao Paulo-based Elo7, the first and largest on-line handicrafts marketplace in Brazil. The investment was earmarked for expansion plans that included accelerating Elo7's marketing initiatives, enhancing its technology platform, recruiting industry expertise, and strengthening its community of artisans.
    • Fanatics/Dreams: Represented Insight in its equity financing arrangement with Fanatics Inc. in connection with Fanatics’ acquisition of Dreams Inc.
    • Fenergo: Represented Insight Venture Partners in its $75 million investment in Fenergo, a Dublin-based leader in Client Lifecycle Management software solutions for financial institutions.
    • FireMon: Represented Insight in its acquisition of FireMon, the top provider of proactive security intelligence solutions.
    • Folhamatic Tecnologia Sistemas: Represented Insight in its acquisition of a majority interest in Folhamatic, and later assisted Folhamatic in its acquisition of Brazilian tax and regulatory publisher IOB Informações Objetivas Publicações Jurídicas.
    • Folhamatic Tecnologia Sistemas: Represented Insight in Folhamatic’s acquisition of Americana, Brazil-based tax and accounting software company Folhamatic. The transaction was one of the largest Brazilian software deals of the year.
    • Fourth: Represented Insight Venture Partners in its deal to acquire UK-based Fourth, the world’s leading provider of cloud-based cost control solutions to the hospitality industry, from ECI Partners.
    • HelloFresh: Represented Insight Venture Partners on its investment in HelloFresh, the Berlin and New York City-based meal-kit delivery service.
    • HomeToGo: Represented Insight Venture Partners in its investment in HomeToGo, the world’s largest search engine for vacation rentals.
    • Hootsuite Media: Advised Insight in its $165 million VC financing for social media company, Hootsuite Media.
    • Hotel Urbano Serviços Digitais: Advised Insight in its investment in Hotel Urbano Serviços Digitais, a leading travel platform based in Brazil.
    • Jagex Limited: Represented an investor group, comprising Insight, Spectrum Equity Investors and The Raine Group, in its growth investment in Jagex Limited, a leading independent developer and publisher of online games.
    • KaBum!: Advised Insight in its investment in KaBuM!, a Brazil-based e-commerce computer/electronics seller.
    • Kaseya: Represented Insight in its significant investment in Kaseya, a leading Switzerland-based global provider of IT Service Management software.
    • Kinnser Software: Advised Insight on its $40 million investment in Kinnser, a Web-based software solutions provider (SaaS) for the home health industry.
    • Mentez: Represented Insight in its investment in Mentez, leading publisher of social games on Brazil’s Orkut and Facebook platforms.
    • Metalogix Software Corp.: Represented Insight affiliates in their acquisition of Metalogix, a leading provider of content lifecycle management solutions for Microsoft SharePoint, Exchange, and legacy enterprise content environments.
    • New Relic: Advised Insight, as lead investor, and T. Rowe Price Associates, Inc., in the $80 million mezzanine financing for New Relic Inc., the SaaS-based application management provider.
    • OpenEnglish: Advised Insight and Redpoint Ventures in a tender offer to buy out shares from previous investors in the online language school OpenEnglish, as part of an initial investment in the company valued at $42.9 million.
    • Priceline Group/Hotel Urbano: Advised Insight Venture Partners, Hotel Urbano’s major institutional shareholder, in connection with Hotel Urbano’s strategic relationship with and investment from The Priceline Group.  Hotel Urbano is one of Brazil's largest and fastest growing online travel companies. The Priceline Group is the world leader in online travel and related services.  In connection with the partnership agreement, The Priceline Group made a $60 million investment in exchange for a minority interest in Hotel Urbano.
    • Quest Software: Represented Insight in the $2 billion buyout agreement to take IT management-solutions provider Quest Software private.
    • Realm Solutions/Altus: Represented Insight, Lightyear Capital and Realm Business Solutions in the subsequent $130 million disposition of the portfolio company to Altus Group Limited.
    • SpotHero: Represented Insight in leading a $20 million investment round in SpotHero, the #1 ranking on-demand parking service.
    • SR Labs: Advised Insight as lead investor in $53 million investment in SR Labs.
    • SWsoft Holdings, Inc: Represented Insight and Bessemer in their investment in SWsoft Holdings, a Russian software developer.
    • Syncsort Incorporated: Represented Insight affiliates in their acquisition of Syncsort, a leading global software company providing high-performance software solutions for data management and data protection, and represented Syncsort in its subsequent acquisition by Clearlake Capital Group.
    • Tenable Network Security: Represented Insight in connection with a $250 million funding round for Tenable, one of the largest funding rounds completed for a private security company.
    • Thycotic: Represented Insight in its investment in Thycotic, a leader in the IT security solutions space.
    • Ticket Monster, Inc./LivingSocial: Provided counsel to Insight on the disposition of Insight portfolio company Ticket Monster, South Korea’s top social commerce site with more than two million members, to LivingSocial, the second largest deals provider after Groupon.
    • Tumblr: Represented Insight as a lead investor in an $85 million round of new venture capital financing for Tumblr, a blogging platform that combines social networking features with easy-to-use tools for quick, mixed-media posting.
    • Unitrends: Represented Insight in its significant investment in Unitrends, the leading provider of all-in-one backup, archiving, instant recovery and disaster recovery solutions.
      • Also represented Unitrends in the acquisition of PHD Virtual Technologies.
    • Vinted:  Represented Insight Venture Partners as the lead investor in the $27 million Series B preferred stock investment in Vinted, the social, mobile marketplace for second-hand clothes.
    • Virgin Pulse:  Represented Insight in its $92 million control investment in Virgin Pulse, a designer of technology that cultivates good lifestyle habits for employees and is part of Sir Richard Branson’s Virgin Group.
    • WorkForce Software/Workplace: Represented Insight Venture Partners and portfolio company WorkForce Software in WorkForce’s acquisition of Workplace.
    • WorkForce Software: Represented Insight in its leveraged acquisition of WorkForce Software, the leading provider ofworkforce management solutions.

    Inspired Gaming Group/Hydra Industries Acquisition Corp.: Represented Inspired Gaming Group (as U.S. counsel) in its acquisition by Hydra Industries Acquisition Corp. from funds managed by Vitruvian Partners LLP and co-investors, a transaction reflecting a £200 million valuation of Inspired.

    Ion Investment Group Limited/Triple Point Technology Inc: Represented Dublin-based Ion Investment Group Limited, owners of Ion Trading Technologies and Wall Street Systems, in the acquisition of Triple Point Technology Inc.

    iParadigms/Insight/CIG/Warburg Pincus: Represented iParadigms, an anti-plagiarism software company, in its $752 million sale to Insight Venture partners and GIC, Singapore's sovereign wealth fund, from majority owner Warburg Pincus.

    Jagex Limited/Shanghai Hongtou Network Technology Co., Ltd.: Represented Jagex Limited in its acquisition by Shanghai Hongtou Network Technology Co., Ltd.

    LOGICnow/SolarWinds: Represented LOGICnow in its acquisition by SolarWinds.

    MCSI: Represented the special committee of MCSI, a leading provider of investment decision support tools to over 5,000 clients worldwide.

    MediaMind Technologies Inc./DG Fastchannel Inc.: Represented certain of MediaMind’s institutional shareholders in the digital advertising company’s $418 million sale to DG Fastchannel, an advertising distribution company.

    Metalogix/Permira Funds: Represented management software company Metalogix in its acquisition by Permira Funds.

    New Breed/XPO Logistics: Represented New Breed Holding Company, the preeminent U.S. provider of non-asset based, complex, technology-enabled contract logistics for corporate clients, in its $615 million acquisition by XPO Logistics, Inc.

    PayScale/MarketPay: Represented PayScale, a Warburg Pincus portfolio company, in its merger with MarketPay.

    Private Equity Funds/Despegar.com, Inc.: Represented two private equity funds in their investments in Argentina-based Despegar.com, an online travel service with operations in North and South America.

    Quepasa Corporation/Insider Guides, Inc.: Represented the non-profit organization Mexicans and Americans Trading Together, Inc. in its portfolio company Quepasa Corporation’s $100 million acquisition of Insider Guides, the owners of the social media website myYearbook.com.

    Seaport Capital/Net Access: Represented Seaport Capital in its leveraged buyout of Net Access, an owner of data centers in New Jersey, as well as its subsequent sale of Net Access to Cologix.

    Shutterstock Inc./Rex Features/PremiumBeat: Represented Shutterstock, Inc. in two transactions announced the same day, the agreement to acquire Rex Features, the largest independently owned photographic press agency in Europe, and the agreement to acquire PremiumBeat, a leading provider of exclusive, high-quality music and sound effects for use in videos, films, television, apps, games, and other creative projects.

    Soros’s Ukrainian Redevelopment Fund/Ciklum: Represented Soros’s Ukrainian Redevelopment Fund in its acquisition of a significant equity stake in Ciklum, a leading global IT service provider with operations in the Ukraine and throughout Europe and Asia.

    SR Labs/Wombat: Represented SR Labs, a leading provider of low latency market data and market access solutions for the financial industry,  in its acquisition of Wombat, the developer of SuperFeed™, forming a comprehensive market data solution for global financial institutions.

    symplr/The CapStreet Group: Represented leading SaaS provider symplr, a portfolio company of The CapStreet Group, in its recapitalization led by Pamlico Capital and existing investors.

    TA Associates/Onlineprinters: Represented TA Associates on its investment in Onlineprinters GmbH.

    Take-Two Interactive/Icahn Group: Advised Take-Two Interactive in its repurchase of 12.02 million shares from Icahn Group.

    Take-Two Interactive Software Inc./THQ: Represented Take-Two Interactive Software, Inc. in its agreement to take over development and production of World Wrestling Entertainment Inc. video games from bankrupt THQ Inc. Also represented Take-Two Interactive Software Inc. in its acquisitions of the World Wrestling Entertainment Inc. video game franchise and “Evolve” (working title) video game title from THQ Inc. pursuant to a Section 363 of the Bankruptcy Code auction and sale.

    Telmar Network Technology/Jabil Circuit, Inc.: Represented Telmar, a provider of network maintenance services and supply solutions for communication network service providers, in its sale to Jabil, an electronic product solutions company.

    Thales Communication, Inc./Visionix: Represented Thales Communication, Inc. in its acquisition of the Helmut Mounted Display and motion tracking businesses of Gentex Corporation (combined group known as “Visionix”).

    Time Warner, ContentGuard Holdings, Inc./Pendrell Corporation: Represented Time Warner as a primary shareholder in the sale of 90.1 percent of ContentGuard, a privately held developer of digital rights management (DRM) and content distribution technologies with the largest portfolio of DRM patents worldwide, to Pendrell.

    Time Warner/CME: Represented U.S. media group Time Warner Inc. in its investments in Central European Media Enterprises, a media and entertainment company operating leading businesses in six Central and Eastern European markets, including:

    • its $542 million refinancing deal with CME.
    • $165 million investment in CME.
    • $60.3 million investment in CME.

    Unitrends/PHD Virtual Technologies: Represented Unitrends in the acquisition of virtual backup and disaster recovery assurance solution provider PHD Virtual Technologies.

    Wallapop/letgo: Represented Wallapop in its merger with letgo, combining the U.S. operations of two leading mobile classifieds start-ups.

    Warburg Pincus: Represented the private equity firm in a number of its investment-related transactions in the technology industry, including:

    • Avalara: Represented Warburg Pincus in its $100 million investment in Avalara, Inc., a leading provider of cloud-based software for sales tax and other transactional tax compliance.
    • Dude Solutions: Represented Warburg in its $100 million investment in Dude Solutions.
    • Evidon, Inc.: Advised Warburg on the increase of its majority equity stake in Evidon (f/k/a The Better Advertising Project, Inc.), first through the purchase of shares of Series A-2 preferred stock for an aggregate price of $3 million and then through the purchase of Series A-2 and A-3 preferred stock for an aggregate purchase price of approximately $4 million.
    • GlobalSpec, Inc./IHS: Advised Warburg portfolio company Global Spec in the purchase of IHS, Inc., a provider of information, decision-support tools and related services, for $135 million.
    • Martquest: Represented Warburg in its investments in Martquest, an application service provider.
    • MLM Information Services: Advised Warburg in the subsequent sale of its portfolio company MLM, a leading provider of corporate tax software solutions through its wholly owned subsidiaries CORPTAX, Inc., to the parent company of Corporation Service Company.
    • Spigit: Represented Warburg in a $15.2 million Series E financing for Spigit, the leader in social innovation software and services.
    • Wall Street Systems/Ion Trading: Represented Warburg in its sale of portfolio company Wall Street Systems to Ion Trading, a leading provider of electronic trading, pricing and risk management technology.

    WRM America Holdings LLC/RMI Consulting: Represented WRM America in its acquisition of the risk management consultants RMI Consulting.  

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Other Significant Matters

  • Insight Venture Partners: Advised Insight Venture Partners as sponsor in the formation of Insight Venture Partners IX, L.P., a  private equity fund investing in growth-stage global software, software-enabled services, and Internet businesses, and Insight Venture Partners Growth-Buyout Co-Investment Fund, L.P., a co-investment vehicle that will co-invest with Fund IX in control transactions, with combined commitments of $4.75 billion.

    Van Eck Associates Corporation: Advised Van Eck Associates on harmonization of privacy practices among its global offices and websites, including customer-facing and employee privacy notices and internal policies, data protection registrations, cross-border data transfer mechanisms, data security needs, and other issues related to proper collection, processing, and transfer of personal data around the world. Van Eck is a recognized global hard assets specialist.

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Outsourcing and Technology Transfer Matters

  • Best Buy: Advised BestBuy in the formation of a strategic MVNO relationship between its subsidiary Best Buy Connect, LLC and Clearwire Corporation to offer newly branded 4G mobile broadband service.

    CDMA EV-DO: Negotiated broadband wireless technology deployment arrangements between each of Lucent, Nortel, Motorola, Samsung and Sprint.

    Embarq Corporation: Negotiated business processing outsourcing arrangements for Embarq, a telecommunications and logistics service provider.

    Fibernet Telecom Group, Inc.: Advised Fibernet Telecom Group in multiple dark and lit fiber multi-year indefeasible rights of use.

    ish GmbH & Co./Deutsche Telekom AG: Counseled German cable TV operator ish (formerly Callahan Cable Northrhine Westfalia) in the comprehensive renegotiation of its service and supplier agreements with the German incumbent Deutsche Telekom AG.

    Level 3 Communications, Inc.: Served as principal legal and regulatory counsel to Level 3 in Germany to represent the company’s German subsidiary in the structuring of its national telecommunications infrastructure and network, including shared trenching, duct construction and duct leases, and right-of-way agreement and permits.

    SEB Bank AG: Advised the German subsidiary of the SEB Bank Group in the structuring, negotiation and implementation of a nationwide WAN supplier and outsourcing agreement relating to PABX, telephony and data WAN and VPN services connecting 200 SEB facilities throughout Germany.

    Sprint Corporation: Advised on several business-critical arrangements between the telecommunications company and the following companies:

    • Lucent Technologies, Inc., Motorola, Inc. and Nortel Networks Inc.: Advised on 3G nationwide infrastructure build-out contract commitments with each of Lucent, Motorola and Nortel valued at approximately $3 billion.

    UUNET: Advised the German subsidiary of the MCI group UUNET Deutschland GmbH in the negotiation and implementation of a government contract on the operation of a nationwide data network for German administrations, including subcontractor agreements.

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