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Walter I. Conroy Partner
Email: wconroy@mofo.com Phone: (415) 268-7461 Fax: (415) 268-7522 |
Mr. Conroy is a partner in the firm’s Corporate Finance Group and a co-chair of the firmwide Mergers & Acquisitions Group. Mr. Conroy’s practice includes a broad range of corporate and securities transactions focusing on U.S. and international mergers and acquisitions, joint ventures, strategic alliances, and public and private securities offerings. His experience includes transactions in industries including, software; investment banking; Cleantech; print, film and digital media; telecommunications; electronics; consumer products; foodstuffs; wineries and many other industries. He has represented both issuers and underwriters in public offerings and private placements of equity and debt. Mr. Conroy has represented several investment banks acting as financial advisor in M&A transactions. Mr. Conroy’s recent transactions include the representation of:
- Thomson: Represented Thomson’s Technicolor Services Division in connection with the purchase of a broadcast distribution center from NBC Universal.
- Restoration Hardware: Represented Restoration Hardware, a Nasdaq-listed company, in the sale of Restoration Hardware to Catterton Partners, a private equity firm.
- Thomson: Represented Thomson, a French NYSE-listed company, in the sale of its worldwide audio-video business, including the sale of the RCA mark.
- Thomson: Represented Thomson in the sale of its worldwide consumer electronics accessories business.
- Cash 1: Represented Cash 1 LLC and affiliates in the sale of its California operations.
- Thomson: Represented Thomson in its acquisition of privately held PRN Corporation, a leader in out-of-home video advertising networks.
- Scharffen Berger Chocolate Maker Inc.: Represented Scharffen Berger in its acquisition by The Hershey Company.
- Century Theatres/Cinemark: Represented Century Theatres in its sale to Cinemark.
- B.P. Marsh & Co.: Represented B.P. Marsh in the sale of its equity stake in Carpenter Moore Insurance Services to NASDAQ Insurance Agency.
- MarketWatch, Inc./Dow Jones & Co., Inc.: Represented MarketWatch in its sale to Dow Jones for $520 million.
- Thomson Inc.: Represented Thomson in the restructuring of Thomson’s investment in DreamWorks LLC and Thomson’s participation in the DreamWorks Animation IPO.
- Ruffino S.r.l./Constellation Brands, Inc.: Served as U.S. counsel to Ruffino S.r.l. in the sale of a 40% equity stake to New York-based Constellation Brands.
- JMP Securities: Represented JMP Securities, a San Francisco-based investment banking and asset management firm in connection with its sale of $34 million of equity to institutional investors and restructuring of its existing equity interests.
- Thomson S.A./Hughes Network Systems: Represented Thomson in the acquisition of the set–top box manufacturing assets of Hughes Network Systems, Inc. for up to $400 million.
- Fujitsu IT Holdings, Inc./Softek/Investcorp: Represented Fujitsu IT Holdings in the carve-out and subsequent sale of its subsidiary, Softek, to a private equity syndicate lead by Investcorp.
- Technicolor, Inc./DreamWorks: Represented Technicolor in its investment in DreamWorks LLC and related commercial arrangements.
- Imagine Media (Business 2.0)/Time Warner: Represented Imagine Media in the sale of the publication Business 2.0 to Time Warner for approximately $70 million.
- Odwalla Inc.: Represented Odwalla Inc. in its acquisition by The Coca-Cola Company through a cash tender offer followed by a second step merger for total consideration of approximately $185 million.
- Ravenswood Winery/Constellation Brands: Represented Ravenswood Winery, a Nasdaq-quoted company, in its sale to Constellation Brands in a $160 million cash merger.
- Objective Systems Integrators/Agilent Technologies: Represented OSI in its $600 million tender offer acquisition by Agilent Technologies, Inc.
- McGrath RentCorp/Tyco: Represented McGrath RentCorp in its proposed $480 million acquisition by Tyco International.
- Verio, Inc.: Represented Verio in its tender offer for over $1 billion of its debt securities.
- B.P. Marsh & Co.: Represented B.P. Marsh, a U.K. firm, in managing and structuring its investments in its U.S. subsidiaries.
- Harvey Nash plc.: Represented Harvey Nash, a U.K. firm, in several acquisitions of U.S. companies, including Broadbay, Inc.
- more.com/HealthCentral.com: Represented more.com in the sale of substantially all of its assets to HealthCentral.com.
Mr. Conroy is co-author of “Managing the Deal in 2008: The Developing Role of Proxy Advisory Services” (Deal Drivers Half Year 2008 Data), “Some Lessons from 2007: The Year of the MAC” (Deal Drivers Full Year 2007 Data) and “Acquiring or Selling a Controlled Company in the U.S.” (Global Counsel M&A Handbook, 2005-2006). He is a member of the Business and Intellectual Property sections of the California Bar Association.
Mr. Conroy joined Morrison & Foerster in 1999, and worked in the firm’s New York office before moving to the San Francisco office in September 2000.
Mr. Conroy received his A.B. from Cornell University in 1989 and his J.D. from Fordham Law School in 1996, where he was an associate editor of the Fordham Law Review. Mr. Conroy is admitted to practice in California and New York.






