Lisa A. Fontenot has advised clients as to mergers and acquisitions, capital markets transactions, securities regulation and corporate governance matters for over two decades.
Ms. Fontenot is ranked as a leading attorney in the Corporate Law and Mergers & Acquisitions Law categories of the current edition of The Best Lawyers in America©. Ms. Fontenot was named a 2016 Woman Leader in Tech Law by The Recorder – San Francisco, is recognized as a 2017 Woman of Influence by the Silicon Valley Business Journal and shortlisted for the “Best in Media and Entertainment” Euromoney Legal Media Group Americas Women in Business Law Award for 2017 and 2018.
She counsels clients across a variety of industries, including some of the world’s leading technology companies and innovative startups, with particular expertise in the media, entertainment and technology sector. Ms. Fontenot counsels U.S. and international companies on issues ranging from securities disclosure and governance to strategic transactions, including public and private M&A and other complex corporate transactions. She has extensive experience representing both U.S. and foreign buyers and sellers successfully completing cross-border acquisitions, divestitures, joint ventures and investments. Ms. Fontenot also represents private equity/venture capital investors in connection with their investment in, and equity dispositions of, portfolio companies and related securities matters.
Ms. Fontenot is Editor of A Practical Guide to SEC Proxy and Compensation Rules (Wolters Kluwer) and author of the chapter “Audit Committee Disclosures.” She appears regularly as a speaker at continuing legal education programs about securities and transactional matters.
Ms. Fontenot serves on the Board of Directors of UPWARD and Executive Leadership Team of the American Heart Association Go Red for Women, Greater San Francisco Bay Area.
Ms. Fontenot received her J.D., Order of the Coif, and M.A. in Foreign Affairs from the University of Virginia. She received her B.S., magna cum laude, from Georgetown University’s School of Foreign Service.
Representative M&A Transactions
- Actian – acquisition of Versant Corporation (NASDAQ: VSNT).
- Adept – tender offer of Adept (NASDAQ: ADEP) by Omron Corporation; acquisitions of Denmark-based InMoTx, MobileRobots, NanoMotion, Pensar-Tucson, Meta Control Technologies, HexaVision Technologies and Chad Industries.
- Amazon – acquisition of Canadian bookseller Abebooks.
- AT&T Services – acquisition of Brocade communications technology assets.
- Cadence Design Systems – $253mn “white knight” acquisition of Quickturn Design Systems (NASDAQ: QDSI), the subject of a hostile tender offer by Mentor Graphics; $300mn acquisition of Simplex Solutions (NASDAQ: SPLX); merger with CadMOS Design Technology.
- Fortune 100 technology company – acquisition of computer vision and AI technology company; Finnish, French and US firewall asset divestitures; acquisition of Canadian digital identity management software company; acquisition of German communications technology company; equity investment in Dutch technology equipment manufacturing company (Amsterdam Euronext/NASDAQ); acquisition of Dutch parallel processing technology company; acquisition of RF assets from Japanese corporation; carve-out cable modem acquisition from U.S. public company; joint venture with technology company and private equity firm and subsequent sale of JV; carve-out communications technology divestiture to Caymans buyer; acquisition of digital broadcast technology business from Canadian seller; and other asset acquisitions and mergers with private companies.
- GE Power Systems – acquisitions of Praxis Engineers and Bently Nevada Corporation.
- Giga-tronics – mergers with Microsource and Ultracision.
- Graphisoft N.V. – acquisition of Drawbase Software by Hungary-based Dutch corporation.
- Gores – acquisition of high-pressure waterjets business of Avure Technologies from Flow International.
- Infineon – acquisition of DSL-CPE business from Texas Instruments; $450mn plus earnout acquisition of cellular/satellite receiver business from LSI Corporation; and merger with Primarion.
- Macrospace, Ltd. – sale of U.K. gaming company to Glu Mobile.
- Medem – sale of iHealth assets to Medfusion and sale of Health Care Notification Network to Lee Equity Partners’ PDR Network.
- Nortel – acquisition of Tasman Networks.
- PeopleSoft – cash/stock tender offer of J.D. Edwards & Company (NASDAQ: JDEC); $10bn hostile takeover of PeopleSoft (NASDAQ: PSFT) by Oracle.
- Playdom – up to $760mn sale to Disney.
- Playfish Ltd. – up to $375mn sale to Electronic Arts.
- Power Factors – sale to Oaktree Capital’s Solarrus.
- THQ – several game studio acquisitions.
- Zynga – acquisitions of Spooky Cool Labs, Zindagi Games, PuzzleSocial, Harpan and assets of Peak Games.
Representative Private Equity/Strategic Investments and Dispositions
- Adept – strategic common stock and PIPE financings.
- AT&T Services – equity investments.
- Cadence Design Systems – equity and convertible debt investments in private companies.
- Fortune 100 technology company – equity investments and debt financings by corporate venture capital in numerous private companies and a public company.
- Gryphon Investors – restructuring and debt and equity financings of Celerity Group.
- Healthcare IT Company – common equity and convertible note financings.
- Initial Capital – sale of equity of Supercell Oy to Softbank; merger of Nexmo with Vonage Holdings; private equity investment.
- M8 Capital – lead venture capital investments in preferred stock and/or convertible notes.
- Medem – preferred stock and convertible note financings and sale of equity investment to a private equity firm.
- Valchemy – preferred stock and convertible note financings.
- Rimini Street – PIPE financings.
- Xilinx – equity investments in private companies and funds.
- Several private mobile gaming company equity financings.
Representative Public Offerings
- Next Games – IPO and private placements.
- Adept – multiple public common stock offerings and 2016 registered direct offering.
- Graphisoft N.V. (Representing Deutsche Bank) – IPO.
- Harrah’s Entertainment (Representing Morgan Stanley) – Senior Debt offerings.
- HP – 144A Zero Coupon Subordinated Notes offering.
- Lexar Media (Representing JPMorgan Chase) – IPO.
- THQ – registered common stock offerings.
- Public technology company – Puerto Rican Bond offering.
- Whole Foods Market (Representing Morgan Stanley) – 144A Zero Coupon Note offering.
- Proposed IPO’s of CRL Networks and Interpacket Networks and spinoff and proposed IPO of Tality from Cadence Design Systems.
Recent Speaking Engagements
“Proxy Season Developments,” TheCorporateCounsel.net, The Women’s 100 Conference, June 2019, Palo Alto, CA
“Getting a Fourth Industrial Revolution Deal Done — Managing AI Transactions,” Products with Minds of Their Own 2019: AI and Big Data Legal Developments and Considerations, April 2019, Gibson Dunn, Palo Alto, CA
“Artificial Intelligence and Data-Driven Transactions 2019: A Dynamic Legal Landscape,” April 2019, Practising Law Institute, Santa Clara, CA
“Challenges in 2019: What you and your Board of Directors Should Know,” March 2019, Society for Corporate Governance, Palo Alto, CA
“Artificial Intelligence: Implications for Corporate Governance,” September 2018, Society of Corporate Governance, Western Regional Conference
“AI Bias and Disparate Impact,” Products with Minds of Their Own 2019: Best Practices Launching AI and Autonomous Products, May 2018, Gibson Dunn, Palo Alto, CA
“Managing Transactions Involving Artificial Intelligence and Data Acquisition,” March 2018, Practising Law Institute, Palo Alto, CA
“Challenges in 2017: What you and your Board of Directors Should Know,” March 2017, Society for Corporate Governance, Palo Alto, CA