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MoFo Advises Salesforce on IP, Privacy and Regulatory Matters Related to Its c.$27 Billion Acquisition of Slack

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Morrison & Foerster is advising Salesforce (NYSE: CRM), the global leader in CRM, on the intellectual property, privacy and regulatory aspects associated with the company’s recently announced deal with Slack Technologies, Inc. (NYSE: WORK).

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Morrison & Foerster is advising Salesforce (NYSE: CRM), the global leader in CRM, on the intellectual property, privacy and regulatory aspects associated with the company’s recently announced deal with Slack Technologies, Inc. (NYSE: WORK).The two companies announced on December 1, 2020 that they have entered into a definitive agreement under which Salesforce will acquire Slack. Under the terms of the agreement, Slack shareholders will receive $26.79 in cash and 0.0776 shares of Salesforce common stock for each Slack share, representing an enterprise value of approximately $27.7 billion based on the closing price of Salesforce’s common stock on November 30, 2020.Combining Slack, the most innovative enterprise communications platform, with Salesforce Customer 360 will be transformative for customers and the industry. The combination will create the operating system for the new way to work, uniquely enabling companies to grow and succeed in the all-digital world.The MoFo deal team was led by San Francisco Technology Transactions partner Tessa Schwartz and of counsel Justin Haan, Palo Alto Privacy partner Christine Lyon, San Francisco Technology Transactions associates Brianna Liang Velasco and Alex Siegel, New York Privacy associate Cecillia Xie, and Palo Alto Privacy associate Eleanor Anthony.For more information, read Salesforce’s <a href="https://www.salesforce.com/news/press-releases/2020/12/01/salesforce-definitive-agreement-update/" target="_blank">press release</a>.

MoFo Advises Salesforce on IP, Privacy and Regulatory Matters Related to Its c.$27 Billion Acquisition of Slack

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Tessa Schwartz has an active practice counseling companies on intellectual property issues, and negotiating complex intellectual property and commercial agreements. She advises on a range of strategic transactions, including key patent licenses and acquisitions, technology procurement agreements, and complex development, collaboration, joint-venture and distribution deals. Tessa also regularly advises companies on the IP aspects of their M&A transactions.In addition to maintaining an active practice and working with clients on a daily basis, Tessa currently serves as co-chair of the firm’s Transactions Department. Tessa is also founder and co-chair of the Artificial Intelligence Group.Tessa advises clients primarily in technology and data intensive sectors, representing artificial intelligence (AI), robotics, machine learning, software, SaaS, cloud computing, hardware, consumer electronics and products, social media, Internet, mobility and wireless, e-commerce, advertising, healthcare, fintech, transportation, semiconductor, and other companies. Tessa’s M&A experience includes advising Autodesk, BlackBerry, Fortive, Honeywell, Salesforce, Uber, Unilever, Unity, Walmart, and others on the IP aspects of strategic transactions. Tessa provides clients with prelitigation and litigation advice. She frequently advises executives and senior management on strategic business, legal and commercial issues, including the structuring of transactions, risk management and contract compliance. She also counsels clients with respect to a wide variety of IP issues, including patent exhaustion and implied licenses, standing and standards, the protection of data and other trade secrets and the development and distribution of open-source software.In addition to her transactional expertise, Tessa’s litigation background includes representing clients in arbitration, as well as in state and federal courts in such areas as antitrust, false advertising, unfair competition, breach of contract, securities, trademark, copyright and trade secret law. Her litigation experience includes complex, multidistrict and class action litigation, as well as appellate advocacy.Tessa has been ranked in Chambers and Legal 500, with clients describing her as, “one of the best attorneys I've ever worked with.” Tessa has been recognized by Chambers USA 2022 as being highly experienced in the field of technology and intellectual property transactions. Clients have commented on Tessa as having "...the ability to translate complex topics into what's necessary to get a deal done. She does a good job of making our technology accessible”. Further, Tessa "ticks all of the essential boxes, timely, efficient, knowledgeable and helpful, but she really stands out by taking time to learn our business and our products so she can give practical and actionable advice. Tessa helps us focus on key issues and balance risks to make choices."Tessa’s pro bono efforts have included work for The Biomimicry Institute, Goodwill, Common Sense Media, Business for Social Responsibility, The World Wildlife Fund, Build Change and the Sustainability Accounting Standards Board (SASB). She also provides IP advice to a variety of cultural, media and arts organizations; and other assistance for nonprofits. She recently received the Wiley W. Manuel Award for Pro Bono Legal Services from the State Bar of California.Tessa received her B.A. magna cum laude from Harvard College in 1991. In 1996, she earned her J.D. from the University of California at Los Angeles, where she was elected to the Order of the Coif.Tessa served as global managing partner of Morrison Foerster from 2016 to 2022 and previously served as co-chair of the firm’s Technology Transactions Group.

Tessa Schwartz

Partner

Justin Haan is a partner in the firm’s Technology Transactions Group in the San Francisco office, advising leading technology industry pioneers to help them navigate their most critical IP and technology needs.Justin’s practice focuses on transactions and counseling involving intellectual property and technology, including licensing arrangements, technology transfers, and joint development activities. Justin structures, drafts, and negotiates a wide range of commercial agreements, including software and content licenses, service agreements, reseller arrangements, and collaboration, manufacturing, supply and distribution agreements. He advises clients on the development, procurement and commercialization of cutting-edge technologies, including artificial intelligence, machine learning, augmented/virtual reality, semiconductors, cloud computing services, autonomous vehicles, and unmanned aircraft systems. Justin also counsels clients on open source software, complex patent-related transactions, and the intellectual property aspects of M&A transactions. Justin’s experience includes advising OpenAI, Arm, Autodesk, Meta, Salesforce, SoftBank, Unity, and others on the IP aspects of complex projects involving cutting-edge technologies and fast-evolving areas of law. Justin serves on the firm’s AI industry committee, where he helps to lead and collaborate with attorneys across multiple practices on the rapid advances of generative AI. Justin is also a sought–after speaker and thought leader on artificial intelligence and has spoken at SXSW on the subject of multimodal AI.Before joining the firm, Justin was an intellectual property associate in the New York office of another global law firm.Justin received his J.D., with a certificate in law and technology, from the University of California, Berkeley School of Law, where he won the Prosser Prize in intellectual property in the entertainment industries and was an articles editor for the Berkeley Technology Law Journal. He received his A.B. from Harvard University.

Justin H. Haan

Mergers + Acquisitions

Privacy + Data Security Litigation

Technology Transactions