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MoFo Advises MobileIron in Approx. $900M Sale to Ivanti

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Morrison & Foerster is advising MobileIron, Inc. (NASDAQ:MOBL), the mobile-centric security platform for the Everywhere Enterprise, in its sale for approximately $900 million to Ivanti, Inc., a leading provider of enterprise-grade intelligent IT

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Morrison & Foerster is advising MobileIron, Inc. (NASDAQ:MOBL), the mobile-centric security platform for the Everywhere Enterprise, in its sale for approximately $900 million to Ivanti, Inc., a leading provider of enterprise-grade intelligent IT management and security software solutions, which is backed by Clearlake Capital Group, L.P. and TA Associates Management L.P.MobileIron’s platform combines award-winning and industry-leading unified endpoint management (UEM) capabilities with passwordless multi-factor authentication (Zero Sign-On) and mobile threat defense (MTD) to validate the device, establish user context, verify the network, and detect and remediate threats to ensure that only authorized users, devices, apps, and services can access business resources in a “work from everywhere” world.Ivanti also announced it had entered into an agreement to acquire Pulse Secure LLC, a leading provider of Secure Access and mobile security solutions to enterprise customers. The combined company’s solutions will extend to all devices, making Ivanti the leading provider of UEM, Enterprise Service Management (ESM), and Zero Trust security solutions – and the only company on the market that provides end-to-end coverage.The transaction was announced on Monday, September 28, 2020.The MoFo deal team advising MobileIron in the transaction was led by San Francisco M&A partner Brandon Parris, together with San Francisco M&A partner Michael O’Bryan, Palo Alto M&A partner Michael Krigbaum, San Francisco Corporate Finance Partner Alexa Belonick, and San Francisco associates Will Carter and James Lee, and with invaluable support from San Francisco Finance partner Dario Avram, of counsel Eric Min and associate Nicholas Steven De La Cruz, and San Francisco Executive Compensation partner Amanda Hines Gold and associate Yuan Xia. The wider team includes New York Litigation partner Michael Miller; Brussels Litigation of counsel Aniek Schadd; Washington D.C. Corporate Finance partner Scott Lesmes and associates John Hensley and Meredith Carr; New York associate Dong Hun (Don) Lee, Boston associate Michael Maroni, and Palo Alto associate Omed Sharifi; Palo Alto litigation partner Erik Olson; San Francisco Technology Transactions partner Paul Jahn and associates Yasmin Monteiro and Jill Meltem Tellioglu; San Francisco Tax partner Joy MacIntyre and associate Lauren Keller; and New York Tax paralegal Jenn Williams.Read more about the transaction in MobileIron’s <a target="_blank" href="https://www.businesswire.com/news/home/20200928005234/en/MobileIron-to-Be-Acquired-by-Ivanti-to-Secure-Every-Endpoint-and-Power-the-Everywhere-Enterprise">press release</a>.

MoFo Advises MobileIron in Approx. $900M Sale to Ivanti

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Brandon Parris is a corporate partner and serves as co-chair of the firm's global Mergers & Acquisitions Group.Described as “an exceptional attorney with significant experience and knowledge” by a client in IFLR1000, Brandon Parris maintains an active corporate practice focused on strategic transactions, including complex public and private mergers, tender offers, acquisitions, divestitures, joint ventures and strategic investments.He represents U.S. and global clients, boards of directors, special committees, management teams and companies in a variety of industries, including technology, gaming, energy, media, consumer goods and services, life sciences, biotechnology, and financial services.Brandon also maintains a public company practice. He advises members of executive management, boards of directors, and special committees on strategic and corporate governance issues, and counsels numerous public companies on all aspects of public company issues.Brandon is regularly recognized as a leader in his field, including being named as a 2020 "Dealmaker of the Year" by The American Lawyer, a 2019 "M&A MVP" by Law360, and a 2019-2020 "Top 100 Leading Lawyer" by the Daily Journal. He has also been recognized by rankings publications including Chambers USA, IFLR100 and Legal 500, with a client describing him in Chambers USA as “excellent at identifying the critical issues within a transaction and methodically addressing and solving each one in order. He has a superior knowledge of what is 'market' on various terms and he uses this to solve problems.”Brandon formerly served as co-chair of Morrison Foerster’s Global Corporate Department of over 400 lawyers.

Brandon Parris

Global Co-Chair of M&A Practice

Mike advises on U.S. and international mergers, acquisitions, divestitures, and other strategic transactions, including “going private” and other related-party transactions. He has advised companies, boards, and special committees, as well as investment banks, in both negotiated and contested transactions. He works with clients across a variety of industries, including in the technology, software, telecommunications, agtech, consumer, and healthcare/life sciences sectors.Mike has been ranked in numerous publications including Chambers USA, The Legal 500, and Best Lawyers in America. Clients in The Legal 500 describe Mike as “a very seasoned M&A lawyer with a depth of technical expertise.” He has been recognized for M&A by Best Lawyers in America every year since 2013, and in 2021 the publication named him a “Lawyer of the Year” for M&A. He has also been recognized in Who’s Who Legal – The International Who’s Who of Mergers & Acquisitions Lawyers.Before moving to San Francisco, he worked in the firm’s Tokyo office for four years. Prior to joining Morrison & Foerster, he worked at a Japanese law firm for two years, concentrating on cross–border transactions. He serves on the board of directors of the Japan Society of Northern California.Mike is the chair of the American Bar Association’s M&A Committee, where he also served as co-editor of the Model Tender Offer Agreement, on the editorial board for the Model Public Company Merger Agreement, and as the editor of the Annual Survey of M&A Cases. He also has served on M&A advisory boards, such as the Law360 M&A editorial board and the Thomson Reuters Accelus Business Law Partner advisory board. He is also a member of our global Environmental, Social, and Governance (ESG) steering committee. He is the author or co-author of numerous articles and speaks regularly on M&A and related topics. He leads efforts around the firm’s annual Key M&A Trends report, recognized as a “Top Read Article” by JD Supra Readers’ Choice Awards.

Michael G. O'Bryan

Partner

Mike focuses on mergers and acquisitions, including private and public acquisitions of technology and life sciences companies on both the buy-side and target-side, and venture capital transactions, as well as on emerging company counseling.For his M&A clients, Mike advises on domestic and cross-border deal structuring and mechanics relating to stock and asset purchases, mergers, divestitures, tender offers, joint ventures, spin-offs and restructurings.Mike also represents a number of venture capital firms, corporate venture capital divisions and emerging companies, both in the technology and life science industries, with respect to venture capital transactions, negotiations and structuring, as well as general emerging company counseling.<h4>Representative Transactions</h4><h5>Mergers and Acquisitions</h5><ul><li>Vontier Corporation in its sale of Global Traffic Technologies, LLC, a US-based leading provider of intelligent traffic management systems and solutions, to Miovision, a Canada-based traffic optimization company.</li></ul><ul><li>Era Software, an observability and log management innovator, in connection with its sale to ServiceNow (NSYE: NOW), a leading digital workflow company.</li><li>Southwest Gas Holdings, Inc. in connection with its $2 billion acquisition of Questar Pipeline, consisting of Dominion Energy Questar Pipeline, LLC, its subsidiaries, and certain associated affiliates, including Overthrust Pipeline, White River Hub, and Questar Field Services from Dominion Energy, Inc.</li></ul><ul><li>Unical Aviation Inc. and certain of the company’s affiliates in its sale to Platinum Equity, a Los Angeles-based global investment firm with more than $25 billion of assets under management. </li><li>MobileIron, Inc. in its sale for approximately $900 million to Ivanti, Inc., a leading provider of enterprise-grade intelligent IT management and security software solutions.</li><li>McAfee in its acquisition of Skyhigh Networks, Inc., a worldwide leader in the cloud access security broker (CASB) market segment.</li><li>VMware, Inc. in its $1.54 billion acquisition of AirWatch, a mobile device management provider.</li><li>VMware, Inc. in its acquisition of Ananda Networks, a cloud-managed service that enables organizations to create their own private networks</li><li>VMware, Inc. in its acquisition of AetherPal, Inc., a market leader in mobile support.</li><li>VMware, Inc. in its acquisition of Avi Networks, developer of an application delivery platform designed to deliver multi-cloud application services.</li><li>VMware, Inc. in its acquisition of BitRock, Inc. (doing business as Bitnami), a leader in application packaging solutions.</li><li>VMware, Inc. in its acquisition of CloudCoreo, a next-generation cloud security service.</li><li>VMware, Inc. in its acquisition of CloudVelox, a designer of cloud automation and optimization software.</li><li>VMware, Inc. in its acquisition of Desktone, Inc., a Massachusetts-based company that pioneered Desktops as a Service (DaaS), delivering desktops and applications as a cloud service.</li><li>VMware, Inc. in its acquisition of <a rel="noopener" target="_blank" href="https://mode.net/">Mode.net</a>, developer of a cloud-based online performance platform intended to transform the cost and convenience of private fiber.</li><li>VMware, Inc. in its acquisition of network analytics software firm Nyansa.</li><li>VMware, Inc. in its acquisition of the Mountain View-based cloud networking startup VeloCloud™ Networks, Inc.</li><li>VMware, Inc. in its acquisition of Veriflow Systems, provider of network security systems designed to eliminate outages and vulnerabilities in the network.</li><li>VMware, Inc. in the sale of the rights to its VMware vCloud Government Service, a FedRAMP-compliant solution that was developed in partnership between QTS and VMware to deliver cloud services to the Federal sector, to QTS Realty Trust, an international provider of data center, managed hosting, and cloud services.</li><li>VMware, Inc. in its acquisition of Wavefront, a metrics monitoring service for cloud and modern application environments.</li><li>Walmart in its acquisition of assets of <a rel="noopener" target="_blank" href="https://art.com/">Art.com</a>, the world’s largest online retailer in the art and wall décor category.</li><li>Walmart in its acquisition of Bare Necessities, an online retailer of women’s bras, swimwear, shapewear and sleepwear.</li><li>Walmart in its acquisition of Eloquii, Inc., a retailer of women’s apparel specifically designed for women size 14 and up.</li><li>Walmart and its Global eCommerce division in a strategic alliance with <a rel="noopener" target="_blank" href="https://jd.com/">JD.com</a>, China’s largest e-commerce company by revenue, in a transaction that included Walmart’s acquisition of an equity stake in <a rel="noopener" target="_blank" href="https://jd.com/">JD.com</a> valued at approximately $1.5 billion.</li><li>Walmart in its acquisition of MeMD, Inc., a multi-specialty telehealth provider.</li><li>Vendorin, LLC, an integrated payment network and supplier engagement platform, in its $90 million sale to Corcentric, Inc., a leading provider of source-to-pay and order-to-cash software and services. </li><li>Mirantis, Inc. in its acquisition of the Docker Enterprise platform business from Docker, Inc.</li><li>McKesson Corporation, a leading international healthcare services and information technology company, in its acquisitions of Vantage Oncology, LLC, a leading national provider of radiation oncology, medical oncology and integrated cancer care, and Biologics, Inc., an oncology pharmacy services company. The combined value of the two transactions is $1.2 billion.</li><li>McKesson Corporation in its acquisition of LABSCO, a privately held, Kentucky-based distributor of diagnostic equipment for community hospital labs and private office labs.</li><li>McKesson Corporation in the $130 million sale of ZEE Medical to Cintas Corporation, the publicly traded uniform and first aid products company.</li><li>McKesson Corporation in the restructuring and divestiture of McKesson’s VITAL Platform to private equity firm Comvest Investment Partners.</li><li>Intel Corporation in its acquisition of the HTML5 developer tools business of appMobi, Inc., a Lancaster, PA, company that provides development tools and cloud-based services built on HTML5, CSS and Javascript.</li><li>Intel Corporation in its acquisition of Basis Science, Inc., a wearable fitness watch company.</li><li>Intel Corporation in its acquisition of Mashery, Inc. via a reverse triangular merger.</li><li>Intel Corporation in the acquisition of a Korean computer vision company.</li><li>Intel Corporation in the asset purchase of a digital media design company.</li><li>Santen Pharmaceutical in its acquisition of InnFocus, a development stage medical device company.</li><li>RNTS Media N.V. in its acquisition of Heyzap, Inc., a mobile advertising network company based in San Francisco.</li></ul><h5>Venture Capital</h5><ul><li>Walmart in a $500 million financing and strategic alliance with New Dada, China's largest localized on-demand logistics and grocery O2O ecommerce platform.</li><li>Delivery Hero in connection with several venture capital investments.</li><li>Taiho Ventures (an investment arm of Taiho Pharmaceuticals) in its strategic investments in multiple startup companies.</li><li>Astellas Venture Management (an investment arm of Astellas Pharma) in multiple venture capital investments, including both early- and late-stage investments.</li><li>Santen Pharmaceutical in multiple venture capital investments, including both early- and late-stage investments.</li><li>Spectrum28 (an early-stage investment fund) in multiple seed investments.</li><li>Longitude Capital in multiple venture capital investments, including both early- and late-stage investments, as well as cross-border investments.</li><li>New Enterprise Associates and Oak Investment Partners as sellers and continuing shareholders in a strategic alliance between their portfolio company Lianlian Group, a China-based mobile services company, and American Express.</li><li>Snaplogic, a cloud and data integration company, in its Series A, Series B and Series C financing rounds.</li><li>DNAnexus, a provider of cloud-based genome informatics and data management, in its incorporation and Series A and Series B financing rounds.</li><li>Sight Sciences, an ophthalmic medical device company, in its Series A and Series B financing rounds.</li><li>Sugarfina, Inc., a luxury candy brand that now operates over 30 boutiques and Nordstrom shop-in-shops across North America, in its Series B Preferred Stock financing.</li></ul>

Mike Krigbaum

Darío Avram is co-chair of Morrison Foerster’s Finance Group and a member of the Private Equity Buyouts & Investment Group. His transactional practice is focused on financings and private equity matters, with additional experience in restructurings.Darío regularly represents private equity sponsors and their portfolio companies in a variety of complex U.S. and cross-border financing transactions, including leveraged buyouts, refinancings, and restructurings. He has led transactions covering a range of industries, including technology, financial services, healthcare and life sciences, industrials, professional services, and consumer products, among others.Darío has been recognized by Chambers USA as a notable practitioner for Banking & Finance in California. He was also recognized by Global M&A Network as one of Americas Top 50 Rising Dealmakers and by Legal 500 as a key partner for Private Equity Buyouts.

Dario D. Avram

Eric Min is a partner in the Finance and Private Equity Buyouts & Investment Groups at Morrison Foerster.Eric regularly advises private equity sponsors and their portfolio companies and fintech companies in a variety of complex U.S. and cross-border financing transactions, including leveraged acquisitions, syndicated lending, investment grade lending, asset-based lending, and warehouse facilities. Eric has substantial experience representing clients in transactions covering a wide variety of industries, including technology, fintech, consumer and retail and professional services.

Eric Min

Yuan Xia is an associate at Morrison Foerster’s Palo Alto office. She is a member of the firm’s Executive Compensation practice group.Yuan’s practice focuses on the transactional aspects of executive compensation matters in the context of domestic and cross-border mergers, acquisitions, divestitures, public offerings and restructurings. Yuan regularly counsels public companies, private equity funds, and startup companies on the design and implementation of equity, incentive and non-qualified deferred compensation agreements, change in control, retention and severance, and executive employment agreements. Yuan also has distinct experience advising public companies on executive compensation disclosures for annual proxy statements and merger proxies, initial public offerings and Form 8–Ks. Yuan was recognized by Legal 500 US as a Rising Star in Employee Benefits, Executive Compensation and Retirement Plans (Transaction) for 2024.Prior to joining the firm, Yuan was an associate at another international law firm headquartered in New York.

Yuan Xia

Associate

Michael Miller has nearly three decades experience helping clients successfully navigate through the most complex litigation and regulatory challenges they face. He regularly represents clients in major antitrust and class action litigation, and in managing antitrust risks presented by complex transactional and other business matters, including strategy and structuring of transactions to overcome potential regulatory hurdles and achieve strategic business objectives.Mike’s practice includes all aspects of complex financial services, antitrust, privacy, and commercial litigation. He also has an active practice representing clients in merger control proceedings in the United States, Europe, and other jurisdictions as part of the multinational merger notification and review process.Mike has considerable experience representing financial services companies in investigations initiated by various antitrust regulators, the Consumer Financial Protection Bureau, the New York Department of Financial Services, and others. Mike has a history of representing companies before the U.S. and EU competition law regulators in the telecommunications, semiconductors, software, network services, pharmaceutical, industrial, financial services, consumer products, chemical, and technology industries.Mike maintains an active pro bono practice, regularly representing New York City public school students seeking special education and other services from the City and State. <h4 dir="ltr">Representative Experience</h4><ul><li>Glenmark Pharmaceuticals (Eastern District of Pennsylvania). Representing Glenmark in a federal antitrust multidistrict litigation alleging price fixing and market allocation of generic drugs by manufacturers of generic drugs.</li><li>In re Payment Card Interchange Fee and Merchant Discount Antitrust Litigation (Eastern District of New York). Representing a major financial institution in federal antitrust class and individual actions alleging that the payment card practices of the defendant card networks and financial institutions constitute an unreasonable restraint of trade and illegal monopolization. This is likely the largest private antitrust case ever brought.</li><li>Copperweld Wiring (Northern District of Alabama and other courts). Representing wire manufacturer in antitrust and false-advertising suit against three major copper wire competitors.</li><li>SoftBank/Sprint/T-Mobile. Represented Sprint and SoftBank before DOJ/FCC and at trial against multiple State Attorneys’ General seeking to block the T-Mobile-Sprint merger as anti-competitive. After a two-week trial, the Court dismissed the case and the merger closed successfully. </li><li>Arm Limited/Softbank. Represented SoftBank Group and Arm Limited on complex antitrust and national security issues arising from NVIDIA’s proposed acquisition of Arm from SoftBank for $65 billion.</li><li>Data Breach and Privacy Matters. Representing a variety of clients in connection with regulatory and litigation issues arising out of data breach events and general data security counseling and compliance.</li><li>FCRA Matters. Representing significant information-service provider in actions around the country alleging violations of the FCRA and related statues and in federal and state regulatory proceedings.</li><li>Southwest Gas Holdings. Obtained antitrust regulatory clearances in connection with Southwest Gas Holdings’ $2 billion acquisition of Questar Pipeline and subsequent sale of certain assets. </li><li>Programmatic Advertising. Represented digital programmatic healthcare advertising firm in lawsuit seeking to block acquisition.</li><li>Alcon Vision (Southern District of New York). Won dismissal of all antitrust claims against a contact lens manufacturer.</li><li>Dale v. T-Mobile, et al. (Northern District of Illinois). Won dismissal of antitrust lawsuit against SoftBank. </li><li>EMV Litigation (Northern District of California). Won dismissal of class action antitrust litigation arising out of the introduction of chip card standards to the US payments sector.</li><li>In re Late Fee and Over-Limit Fee Antitrust Litigation (Northern District of California). Won dismissal of class action challenging late and over-limit fees. Dismissal affirmed on appeal.</li><li>In re Dental Supply Antitrust Litigation (Eastern District of New York). Negotiated resolution of individual and class action antitrust litigation in the dental supplies industry. </li><li>Antitrust and Bank Holding Company Act Litigation (Middle District of Florida). Won dismissal of sprawling antitrust and BHCA litigation on behalf of major financial institution.</li><li>Amadeus IT Group (Southern District of New York). Won dismissal of class action litigation in the travel services industry.</li><li>Overdraft Litigation (Eastern District of Pennsylvania). Represented a major financial institution in successfully resolving class action litigation arising out of overdraft practices.</li><li>Other Merger Clearances. Has obtained merger clearances in the US and EU for clients in the financial services, telecommunications, network services, pharmaceuticals, consumer products, oil and gas, consumer products, chemical, packaging, and metals industries.</li><li>GSE FCRA Litigation (Ninth Circuit, District of Arizona). Won dismissal of FCRA litigation against a large government-sponsored enterprise in the District of Arizona.</li><li>Privacy Litigation (District of Colombia; District of Columbia Superior Court). Won motions to dismiss in two actions that alleged violations of various statutory rights to privacy stemming from customer service practices. Both dismissals affirmed on appeal.</li><li>Richbell Information Services, Inc., et al. v. Jupiter Partners LP, et al. Represented Lord Jacob Rothschild and several publicly traded English investment trusts in the New York Commercial Division in litigation arising out of disputes among shareholders. Resolved successfully for client.</li></ul>

Michael B. Miller

Scott Lesmes chairs Morrison Foerster’s Public Company Advisory & Governance practice, and is a partner in the firm's Capital Markets practice. Scott focuses his practice on counseling clients with respect to corporate and securities matters. He advises publicly-listed companies and boards of directors on a broad range of securities regulation and corporate governance issues and has substantial experience in dealing with restatements and internal control concerns.Scott also counsels issuers and underwriters in the public offering process and in corporate compliance matters involving SEC reporting and disclosure requirements.Prior to his career in private law, Scott served as in-house counsel at two public companies. He worked extensively in establishing corporate compliance programs and policies, including those related to insider trading, Section 16, and corporate disclosure while serving as Chief Legal Officer for Allied Capital Corporation, a NYSE-listed business development company, as well as Deputy General Counsel/Chief Securities Counsel for Fannie Mae, a financial services company. Scott draws on his significant in-house experience to provide valuable perspective in his role as an outside advisor. Scott has received nationwide recognition for excellence in capital markets law. Legal 500 US recognizes Scott as "a key partner in the team [for debt offerings]" and acknowledges his "capital markets expertise. IFLR1000 distinguishes Scott as "highly regarded" in the areas of Capital markets: Debt and Capital markets: Equity, and U.S. News' Best Lawyers identifies him as a leading lawyer in Securities/Capital Markets Law.Scott currently serves as chair of Morrison & Foerster’s Practice and Opinion Review Committee, and as a co-chair of Practising Law Institute’s Annual Disclosure Documents program.

Scott Lesmes

John Hensley is a partner in the firm’s Capital Markets and Public Company Advisory & Governance practices. He represents publicly and privately held companies in a variety of corporate and securities law matters.John represents both issuers and underwriters in initial public offerings, follow-on offerings and private placements, including offerings of common and preferred equity, debt, and convertible debt. In addition, John regularly advises numerous public company clients regarding general business matters, corporate governance issues and compliance with the U.S. federal securities laws and the requirements of the New York Stock Exchange and Nasdaq.<h4 dir="ltr">Representative Experience</h4><ul><li dir="ltr">Represented Arm Holdings plc (NASDAQ:ARM), the world’s leading semiconductor IP company, in its blockbuster $5.22 billion USD IPO on Nasdaq, the largest IPO of 2023</li><li dir="ltr">Represented Centuri Holdings and parent company Southwest Gas Holdings in $353 million IPO and concurrent private placement</li></ul><ul dir="ltr"><li dir="ltr">Represented Krystal Biotech, Inc. (NASDAQ:KRYS) in multiple equity offerings, with an aggregate value of approximately $635 million</li><li dir="ltr">Represented Southwest Gas Holdings, Inc. in its $238.4 million public offering of common stock</li><li dir="ltr">Represented UDR, Inc. (NYSE:UDR) in connection with multiple public debt offerings with an aggregate value of approximately $1.3 billion and in connection with multiple public equity offerings with an aggregate value of over $2 billion</li><li dir="ltr">Advised eBay Inc. (NASDAQ:EBAY) in connection with a $1.15 billion offering of senior unsecured notes under its existing shelf registration statement and in connection with a $2.5 billion offering of senior unsecured notes under its existing shelf registration statement</li><li dir="ltr">Advised Sky Harbour LLC, a developer of private aviation infrastructure, in connection with its business combination agreement with Yellowstone Acquisition Company (NASDAQ: YSAC, YSACU, and YSACW), a publicly traded SPAC sponsored by Boston Omaha Corporation (NASDAQ:BOMN); as part of the business combination with Sky Harbour, a subsidiary of Boston Omaha purchased 10,000,000 shares of Yellowstone Class A common stock and acquired additional shares of Class A common stock and warrants to purchase Class A common stock as Yellowstone’s sponsor.</li><li dir="ltr">Represented Vontier Corporation (NYSE:VNT) in connection with its 144A private offering of $1.6 billion in senior notes</li><li dir="ltr">Represented Education Realty Trust, Inc. (NYSE:EDR) in connection with multiple public offerings of debt and equity securities resulting in proceeds in excess of $2.0 billion</li><li dir="ltr">Represented Farmland Partners Inc. (NYSE:FPI) in its $53.2 million initial public offering, its $46.5 million and $37.0 million follow-on offerings, and its $25.0 million at-the-market equity offering</li><li dir="ltr">Represented the underwriters in connection with registered offerings of over $33 billion of fixed and floating rate notes by Shell International Finance, the U.S. financing subsidiary of Royal Dutch Shell Plc</li><li dir="ltr">Represented the underwriters in connection with the registered offering of $5 billion of notes by Novartis Capital Corporation, the U.S. financing subsidiary of Novartis AG</li><li dir="ltr">Represented the underwriters in connection with Plymouth Industrial REIT’s approximately $58 million initial public offering, multiple follow-on offerings of common stock, and $45 million offering of preferred stock</li><li dir="ltr">Represented Southwest Gas Corporation in multiple registered debt offerings of over $1.6 billion in the aggregate</li><li dir="ltr">Represented Vonage Holdings Corp. in connection with its $300 million Rule 144A offering of convertible notes</li><li dir="ltr">Represented MedEquities Realty Trust, Inc. (NYSE:MRT) in its $275 million initial public offering</li><li dir="ltr">Represented Inovalon Holdings, Inc. (NASDAQ:INOV) in its $685 million initial public offering</li><li dir="ltr">Represented Veeco Instruments Inc. (NASDAQ:VECO) in two 144A convertible notes offerings of $425 million in the aggregate</li><li dir="ltr">Represented onsemi (NASDAQ:ON) in its $500 million Rule 144A offering of 1.625% senior convertible notes and in its $700 million offering of 3.875% senior unsecured notes</li><li dir="ltr">Represented the sales agents in connection with Equity Residential’s (NYSE:EQR) at-the-market offering program of 13 million common shares</li><li dir="ltr">Represented the underwriters in connection with the establishment of a $300 million at-the-market (ATM) equity offering program by Apple Hospitality REIT</li></ul>

John Hensley

Erik Olson’s practice focuses on the litigation of securities, corporate governance, and intellectual property disputes, with particular emphasis on clients in the biotechnology, medical device, telecommunications, and high-technology industries.Erik regularly represents executives, directors, and companies in suits arising from actual or potential mergers, acquisitions, and other strategic transactions. Between 2008 and 2016, Erik has directed teams that defeated preliminary injunction motions, obtained dismissals, or favorably resolved more than twenty cases involving challenges by shareholders to public merger transactions. He is one of the primary authors of the Association of Corporate Counsel’s “White Paper” on managing class action merger litigation. In fall 2016, Erik served as SoftBank Group Corporations’ lead counsel in a trial in the Delaware Court of Chancery that addressed claims by stockholders of Clearwire Corporation that Sprint breached its fiduciary duties in connection with a 2013 acquisition of Clearwire. The trial also concerned stockholders’ claims to an appraisal in connection with the same merger.In 2012 and 2013, Erik served as SoftBank’s primary litigation counsel in connection with state and federal claims that sought to enjoin SoftBank’s acquisition of a controlling interest in Sprint Nextel Corporation and that sought to enjoin the related merger between Sprint Nextel Corporation and Clearwire Corporation. In the Sprint litigation, the lead plaintiffs ultimately withdrew their requests for a preliminary injunction prior to the consummation of the merger and later voluntarily dismissed their claims. Erik served as one of Cogent Inc.’s lead counsel in litigation that sought to enjoin Cogent’s merger with the 3M Company. The Delaware Court of Chancery denied plaintiffs’ motion for a preliminary injunction.In other securities-related matters, Erik has repeatedly obtained dismissals of federal class action lawsuits under the Private Securities Litigation Reform Act and successfully defended those dismissals before the Fourth, Ninth and Tenth Circuits.In 2010 and 2011, Erik obtained a dismissal with prejudice of derivative and class action claims filed against Crocs, Inc., the directors and officers of Crocs, Inc., and Global Cash Access, Inc. In each case, Erik’s clients were successful following a first motion to dismiss. He has also successfully persuaded the SEC to conclude, without penalties, investigations into alleged federal securities law violations for dozens of companies and individuals across a broad range of industries.Erik regularly works on behalf of audit committees and special committees of boards of directors conducting confidential investigations of whistleblower allegations, alleged violations of federal law, and alleged accounting misconduct, such as the allegedly improper recognition of revenue, write-offs concerning inventory and other assets, or the alleged violations of companies’ internal controls.In intellectual property-related matters, Erik regularly assists high-technology, telecommunications and life sciences companies in the prosecution or defense of intellectual property lawsuits with competitors regarding consumer electronics, smartphones, telecommunications equipment, biotechnology products, drugs, or medical devices. Erik served as patentee’s counsel in connection with three high profile patent disputes between major smartphone manufacturers, including in a trial in which the jury awarded the patentee over $1 billion. In 2016, Erik helped Sandoz secure a victory in its patent and intellectual property dispute with Amgen, leading to the introduction of the first “biosimilar” pharmaceutical product under the Affordable Care Act’s Biologics Price Competition and Innovation Act (BPCIA). The case addressed groundbreaking issues regarding the BPCIA’s procedures related to when and how brand name biotechnology companies can assert patents in an effort to stop the introduction of new competition. Erik previously served as a chief architect of the University of California’s patent infringement victory over The Monsanto Company regarding claims to recombinant bovine growth hormone. The resulting settlement, valued at more than $200 million, ranked at the time as one of the top ten settlements in any biotechnology patent case in the United States. Erik advises both patent holders and defendants in connection with intellectual property claims across the country.Erik has served as counsel in numerous state and federal courts, in private arbitrations, and in proceedings before the SEC. He has handled appeals in the California Court of Appeals and the United States Circuit Courts of Appeals for the Third, Fourth, Ninth, Tenth, Eleventh, D.C., and Federal Circuits.From 2007-2008, Erik served as chair of the Litigation Section of the State Bar of California. From 2005-2007, he also served as chair of the Litigation Section’s Rules & Legislation Committee, which reviewed and comments on legislative and rule changes that affect civil litigation in California. Erik currently serves as a member of Morrison & Foerster’s board of directors and serves as Treasurer for the Law Foundation of Silicon Valley, the largest pro bono service provider in Santa Clara County (San Jose, California).Erik graduated from Stanford Law School. While at Stanford, he was elected to the Order of the Coif and was the recipient of the Morie Award for outstanding legal writing.<h4>Representative Experience</h4><ul dir="ltr"><li>Smartphone Litigation Co-led a team that successfully tried a series of high-profile smartphone cases, including a jury verdict of over $1 billion.</li><li>Amgen Inc., et al. v. Sandoz Inc., et al. (U.S. District Court for N.D. Cal., Federal Circuit). Secured a victory on behalf of Sandoz Inc. in the first case to interpret the Affordable Care Act’s Biologics Price Competition and Innovation Act (BPCIA). The federal district court ruled in Sandoz’s favor on all issues before the court, adopting Sandoz’s interpretation of the BPCIA in all respects. The court also denied Amgen’s motions urging a contrary interpretation and seeking a preliminary injunction. The Federal Circuit later affirmed the key elements of Sandoz victory. Erik current represents Sandoz in disputes regarding patents directed toward the purification of proteins expressed using recombinant DNA technology.</li><li>In re Sprint Merger Litigation (Kansas District Court; U.S. District Court for the District of Kansas). Represented SoftBank Corporation in litigation that sought to prevent its acquisition of a controlling interest in Sprint Nextel Corporation. Plaintiffs ultimately withdrew their request for a preliminary injunction after oral argument and then voluntarily dismissed their claims after the transaction closed. (2012-2013).</li><li>In re Clearwire Merger and Appraisal Litigation (ACP v. Sprint Corp.) (Delaware Court of Chancery). Representing SoftBank Corporation in breach of fiduciary duty and appraisal litigation associated with Sprint’s cash merger with Clearwire Corporation. Served as lead counsel at a trial of the fiduciary duty and appraisal claims in the fall of 2016. The case is currently one of the largest appraisal actions ongoing in the Court of Chancery.</li><li>In re Crocs, Inc. Securities Litigation; Wheeler v. Snyder, et al. (D. Colo.). Represented Crocs, Inc. and certain of its current and former officers and directors in shareholder derivative lawsuits filed in Colorado. In February 2009, won dismissal of all derivative claims, with prejudice, on first motion to dismiss. No appeal was filed.</li><li>In re Crocs Inc. Securities Litigation (D. Colo.). Represented Crocs, Inc. and its current and former officers and directors in shareholder class actions (claiming violations of the Exchange Act). Won dismissal of all claims with prejudice pursuant to the Securities Litigation Reform Act of 1995 on a first motion to dismiss.</li><li>In re Cogent Merger Litigation (Del. Court of Chancery & Los Angeles County Superior Court). Represented Cogent Inc. and its directors in a lawsuit challenging its merger with the 3M Company. Successfully defeated a motion seeking a preliminary injunction to enjoin the transaction based on alleged breach of fiduciary duties.</li><li>In re Ameristar Merger Litigation (Nevada State Court). On behalf of Pinnacle Entertainment, the buyer of Ameristar Casinos, defeated motions seeking a preliminary injunction against the closing of the merger and obtained a dismissal of plaintiffs claim.</li><li>In re Global Cash Access Securities Litigation (D. Nev.). Represented Global Cash Access and its executives in securities litigation brought against a payment processor who specialized in the gaming industry. Successfully dismissed certain initial claims and then obtained a favorable settlement, which was fully covered by insurance.</li><li>Hattan v. RH, Inc. (Marin County Superior Court). Reached a favorable settlement on behalf of RH in connection with shareholder litigation stemming from a going-private transaction.</li><li>Ned v. Titan Pharm. Inc., et al. (N.D. Cal.). On behalf of Titan Pharmaceuticals, obtained voluntary dismissal of pending class action securities claims against Titan without need to file a motion to dismiss.</li><li>In re Telik Inc. Securities Litigation (S.D.N.Y.). On behalf of Telik Inc., successfully settled a class action litigation challenging the disclosure of Phase III clinical trial results based on payments by insurers without the need for costly or burdensome discovery.</li><li>Baht v. Global Defense Technology & Systems, Inc. (Del. Court of Chancery). Representing Global Defense Technology & Systems Inc. and its directors in litigation challenging its proposed merger with a private equity buyer.</li><li>Elan v. Abraxis (U.S. District Court for the District of Delaware). Represented Abraxis in its high profile patent dispute and trial with Elan regarding technology used in the delivery of chemotherapy agents.</li><li>SEC Investigations. Successfully persuaded the SEC to conclude, without penalties, investigations into alleged federal securities law violations at a software company, a home goods retailer, and a medical device manufacturer. (2005-2011)</li><li dir="ltr">Stock-Options Investigations. Represented multiple U.S. public companies with far-reaching internal investigations regarding the company’s employee stock-option program. (2006-2007)</li></ul><h4>Leadership Roles</h4><ul dir="ltr"><li dir="ltr">Current member of Morrison Foerster’s board of directors</li><li>Treasurer and chair of the Finance Committee for the Law Foundation of Silicon Valley, the largest pro bono service provider in Santa Clara County (San Jose, California)</li><li>Serves on the committee that evaluates civil rule changes in the Northern District of California</li><li>Chair of the Litigation Section of the State Bar of California (2007 – 2008)</li><li>Chair of the Litigation Section’s Rules & Legislation Committee (2005 – 2007)</li></ul>