Scott Stanton serves as chair of the firm's Corporate Practice Group. Mr. Stanton has significant experience in mergers and acquisitions, securities offerings, and many other corporate matters.
Mr. Stanton serves as primary outside counsel to a number of public and privately held companies, and he regularly represents boards of directors and special committees in complex corporate governance matters. He has developed a deep expertise in SEC reporting matters that enables him to provide expert and practical advice to a broad range of companies in industries such as software, medical devices, life sciences, semiconductors, consumer goods and defense.
In the merger and acquisitions area, Mr. Stanton has special expertise in structuring and negotiating a wide variety of transactions. He has worked on well over a hundred transactions, including public company mergers, tender offers, hostile takeovers and other strategic acquisitions and divestitures. Mr. Stanton’s transactions have ranged in size from less than $5 million to nearly $4 billion in industries such as biometrics, semiconductors, medical devices, life sciences, software, consumer and defense.
In the capital markets area, Mr. Stanton has handled numerous public and private offerings of both debt and equity securities, representing issuers and underwriters. His transactions have ranged from IPOs to PIPEs to registered direct offerings to 144A offerings. He has also represented numerous emerging companies in private placements and venture financings.
Scott Stanton is recommended as a leading lawyer by Best Lawyers In America 2007 - 2011 and Super Lawyers 2008 - 2010. He is a member of the Board of Directors of the Corporate Directors Forum.
Mentor’s $1.1 billion acquisition by Johnson & Johnson
Represented Mentor Corporation in its $1.12 billion all cash acquisition by Johnson & Johnson through a tender offer.
Solarflare Communications’ Series A-1 financing
Represented Solarflare Communications, Inc. in its $48 million Series A-1 financing.
Wavestream’s Series B financing
Represented Wavestream Corp. in its $10 million Series B financing.
Pure Bioscience’s registered direct offerings
Represented Pure Bioscience in two registered direct common stock offerings of $3 million each.
BakBone Software’s acquisition of Coldspark
Represented BakBone Software in it $16 million acquisition of Coldspark, Inc.
Kintera’s acquisition by Blackbaud
Represented Kintera, Inc. in its $46 million all cash acquisition by Blackbaud through a tender offer.
Intergy’s acquisition by Willdan Group
Represented Intergy Corporation in its $16 million acquisition by Willdan Group, Inc.
Cogent’s acquisition of Security Solutions Division of MAXIMUS
Represented Cogent, Inc. in its acquisition of the Security Solutions Division of MAXIMUS.
TouchDown Technologies’ Series D financing
Represented TouchDown Technologies, Inc. in its $28 million Series D financing.
Solarflare Communications’ Series B-1 financing
Represented Solarflare Communications, Inc. in its $26 million Series B-1 financing.
Pepperball Technologies’ merger with Security With Advanced Technology
Represented Pepperball Technologies in its merger of equals with Security With Advanced Technology, Inc.
Cogent’s investment and development agreement with ANP Technologies
Represented Cogent, Inc. in its investment and development agreement with ANP Technologies, Inc.
Inamed’s $3.4 billion merger with Allergan
Represented Inamed Corporation in its $3.4 billion merger with Allergan Inc.
Greenbook Financial’s acquisition by Advanced Equities Financial
Represented Greenbook Financial Services in its $25 million acquisition by Advanced Equities Financial.
Solarflare Communication’s merger with Level 5 Networks
Represented Solarflare Communications, Inc. in its merger of equals with Level 5 Networks and related financing.
Cheerokee’s topping bid for Mossimo
Represented Cherokee Inc. in its topping bid for Mossimo, Inc. and related license buyout with Iconix Brand Group, Inc.
Cogent’s IPO and follow-on offering
Represented Cogent, Inc. in its $248 million initial public offering on the NASDAQ National Market and its $322.5 million follow-on equity offering.
Kintera’s private common stock offerings
Represented Kintera, Inc. in its $20 million, $17.5 million, and $13.5 million private common stock financings.
Solarflare Communications’ Series A-1 financing
Represented Solarflare Communications, Inc. in it $30 million Series A-1 financing.
Cardiff Software’s acquisition by Verity
Represented Cardiff Software, Inc. in its $66 million cash acquisition by Verity, Inc.
Kintera’s numerous acquisitions
Represented Kintera, Inc. in its acquisitions of Prospect Information Network, CTSG, Kindmark, Giving Capital, GoldBox, and American Fundware.
Kintera’s IPO
Represented Kintera, Inc. in its initial public offering on the Nasdaq National Market.
JNI’s acquisition of Applied Micro Circuits
Represented JNI Corporation in its $190 million cash acquisition by Applied Micro Circuits Corporation.
Needham & Company as underwriter in public equity offerings
Represented Needham & Company, Inc. as underwriters of public equity offerings for Ceradyne, Bell Microproducts, Intevac, and Interlink Electronics.
Invitrogen’s convertible note financing
Represented Invitrogen Corporation in its $350 million senior convertible note offering.
Jack in the Box’s acquisition of Qdoba Restaurant
Represented Jack in the Box Inc. in its $45 million cash acquisition of Qdoba Restaurant Corporation.
Jaycor's acquisition by The Titan Corporation
Represented Jaycor in its $100 million acquisition by The Titan Corporation.
Network Peripherals’ merger with FalconStor Software
Represented Network Peripherals in its $300 million all-stock merger with FalconStor Software.
Securities Offerings
Acted as company counsel in public offerings for a number of technology and other companies.
Acted as underwriters’ counsel in public offerings for major investment banking firms.
Venture Capital
Represented technology companies in venture financings with investments by venture capital firms and strategic investors.
Public Companies Counseling & Compliance
Ongoing representation to several public companies including securities compliance and periodic reporting and numerous private companies in the areas of software, medical devices, life sciences, semiconductors, brand licensing and defense contracting.