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David A. Lipkin

Partner
Palo Alto, (650) 813-4236
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David A. Lipkin is a member of the firm's Corporate Practice Group in our Palo Alto office, concentrating on mergers and acquisitions and related securities law matters.  He leads the M&A practice in Palo Alto and is a member of the firm's M&A Strategy Committee, which is comprised of the leaders of our global M&A practice. 

Mr. Lipkin specializes in representing both public and private acquirers and target companies in large, complex and sophisticated M&A transactions, including tender offers, negotiated mergers and other acquisition structures involving both strategic investors and private equity firms.  He also has extensive experience in transactions involving the representation of special committees, and the representation of global and national investment banking firms in their financial advisory and fairness opinion activities.  Although the predominant focus of Mr. Lipkin's M&A practice has been companies in the technology and life sciences sectors, his M&A experience also extends across many other industries and businesses.  Since 1999, Mr. Lipkin has been involved in over 250 M&A transactions.

Mr. Lipkin joined Morrison & Foerster in 2011 after practicing in Silicon Valley for 12 years. From 1994 through 1998, he served as Associate General Counsel of a Xerox subsidiary charged with rehabilitating, and then arranging and negotiating the disposition of, Xerox's insurance and other financial services businesses, and led a series of M&A transactions involving the sale of businesses valued at over $3 billion. He also served as Chief Information Officer, designing and implementing a series of collaborative software applications to manage these transactions.  Prior to that, he engaged in a general corporate practice at a firm in San Francisco for 12 years.

Mr. Lipkin is an active member of the Mergers & Acquisitions Committee of the American Bar Association's Business Law Section, including serving as Vice-Chair of its Technology Subcommittee, and has spoken on a variety of M&A topics for the Practising Law Institute and in other forums, including special committees, management buyout transactions, fiduciary principles of Delaware corporate law and post-closing remedies in private transactions.  He is a member of the Board of Directors of Legal Community Against Violence, a public interest law center dedicated to preventing gun violence, and has served on additional educational and charitable boards. 

The following is a list of representative M&A transactions handled by Mr. Lipkin:

Acquisitions and Dispositions of Publicly-Traded Companies

  • Represented Japanese wireless carrier SoftBank in its acquisition of a 78% stake in wireless operator Sprint Nextel ($21.6 billion). This deal is the largest Asian acquisition or investment in the U.S.
     
  • Represented Gilead Sciences, Inc. in its acquisitions of Myogen, Inc. ($2.5 billion), CV Therapeutics, Inc. ($1.5 billion) and Triangle Pharmaceuticals, Inc. ($463 million)
     
  • Represented Quantum Effect Devices, Inc. in its acquisition by PMC-Sierra, Inc. ($2.3 billion)
     
  • Represented Siebel Systems, Inc. in its acquisition of Janna Systems, Inc. ($975 million)
     
  • Represented Compellent Technologies, Inc. in its acquisition by Dell, Inc. ($960 million)
     
  • Represented Aspreva Pharmaceuticals Corporation in its acquisition by Galenica AG ($915 million)
     
  • Represented RF Micro Devices, Inc. in its acquisition of Sirenza Microdevices, Inc. ($900 million)
     
  • Represented BEI Technologies, Inc. in its acquisition by Schneider Electric SA ($562 million)
     
  • Represented Verity, Inc. in its acquisition by Autonomy Corporation plc ($500 million)
     
  • Represented Synopsys, Inc. in its proposed acquisition of Monolithic Systems Technology, Inc. ($400 million) and its acquisition of Nassda Corporation ($190 million)
     
  • Represented Applied Materials, Inc. in its acquisition of an interest in a joint venture organized by Dainippon Screen
     
  • Represented Acquicor, Inc. in its acquisition of Jazz Semiconductor, Inc. ($260 million), and represented Jazz in its subsequent sale to Tower Semiconductor Ltd. ($169 million)
     
  • Represented Peet's Coffee, Inc. in its proposed acquisition of Diedrich Coffee, Inc. ($250 million)
     
  • Represented Chordiant Software, Inc. in its acquisition by Pega Systems ($160 million)
     
  • Represented Nvidia Corporation in its acquisition of assets of 3dfx ($137 million)
     
  • Represented Symyx Technologies, Inc. in its acquisition of the MDL Information subsidiaries of Reed Elsevier ($123 million)
     
  • Represented BakBone Software Incorporated in its acquisition by Quest Software, Inc. ($55 million)
     
  • Represented Blue Martini Software, Inc. in its acquisition by Golden Gate Capital ($54 million)
     
  • Represented Simtek Corp. in its acquisition by Cypress Semiconductor Corporation, Inc. ($46 million)
     
  • Represented Avigen, Inc. in its acquisition by MediciNova, Inc. ($40 million)
     
  • Represented GSI Commerce, Inc. in its acquisitions of Fogdog, Inc. ($38 million) and Ashford.com, Inc. ($14 million)
     
  • Represented Cryocor, Inc. in its acquisition by Boston Scientific Scimed, Inc. ($17 million)

Acquisitions and Dispositions of Privately-Held Companies

  • Represented Gilead Sciences, Inc. in its acquisitions of Corus Pharma, Inc. ($365 million) and Arresto Biosciences, Inc. ($225 million plus an earnout)
     
  • Represented PGP Corporation ($300 million) and Sygate Technologies, Inc. in their respective acquisitions by Symantec Corporation
     
  • Represented saraide, inc. in its acquisition by InfoSpace, Inc. ($300 million)
     
  • Represented Datallegro Software, Inc.,Rapt, Inc., Winternals Software, Inc., AVIcode, Inc. and 3dv Systems, Inc. (asset sale) in their respective acquisitions by Microsoft Corporation
     
  • Represented salesforce.com, inc. in its acquisition of Jigsaw Data Corporation ($142 million)
     
  • Represented Adema Technologies, Inc. in its acquisition by E-Ton Solar Tech Co. Ltd. ($150 million)
     
  • Represented Voyant Technologies, Inc. in its acquisition by Polycom, Inc. ($145 million)
     
  • Represented Quest Software, Inc. in its acquisitions of Vintela Software, Inc. ($75 million), Imceda Software, Inc. ($61 million) and Surgient, Inc. 
     
  • Represented Asurion, Inc. in its acquisition of Warranty Corporation of America ($75 million)
     
  • Represented AllBusiness.com, Inc. in its acquisition by Dun & Bradsteet, Inc. ($57 million)
     
  • Represented GSI Commerce, Inc. in its acquisitions of Fetchback, Inc. and ClearSaleing
     
  • Represented InStranet, Inc. in its acquisition by salesforce.com, inc. ($31 million)
     
  • Represented a company organized by Jeffrey Moorad in its acquisition of the San Diego Padres baseball team
     
  • Represented Verity, Inc. in its acquisition of the enterprise search business of Inktomi Corporation ($25 million)
     
  • Represented TimesTen, Inc. and Hyperroll, Inc. (asset sale) in their respective acquisitions by Oracle Corporation
     
  • Represented Five Across, Inc. and Digital Fairway Corporation in their respective acquisitions by Cisco Systems, Inc.
     
  • Represented ProactiveNet, Inc. in its acquisition by BMC Software, Inc.
     
  • Represented Safeview, Inc. in its acquisition by L3 Communications Corporation
     
  • Represented Acucorp, Inc. in its acquisition by Micro Focus (US), Inc.
     
  • Represented Nvidia Corporation in its acquisition of Exluna
     
  • Represented Wind River Systems, Inc. in its acquisitions of AudeSi Technologies Inc., ICEsoft and Berkeley Software Design, Inc.

Investment Banker Representations

  • Represented Goldman, Sachs & Co. in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the proposed acquisition by Samsung Corp. of SanDisk, Inc. ($5.5 billion)
       
    • the proposed acquisition by affiliates of Bain Capital of 3Com Corporation ($2.5 billion)
       
    • the proposed acquisition by NetApp, Inc. of Data Domain, Inc. ($1.8 billion)
       
    • the acquisition by Hewlett-Packard Corporation of Opsware, Inc. ($1.6 billion)
       
    • the combination of Live Nation, Inc. and Ticketmaster Entertainment, Inc. ($800 million)
       
    • the acquisition by Opnext, Inc. of Stratalight Communications, Inc. ($172 million)
  • Represented Merrill Lynch & Co. in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the acquisition by International Business Machines Corporation of SPSS, Inc., Inc. ($1.0 billion)
       
    • the acquisition by BMC Software, Inc., Inc. of BladeLogic, Inc. ($800 million)
       
    • the acquisition by Google Inc. of Postini, Inc. ($600 million)
       
    • the acquisition by PMC-Sierra, Inc. of the storage semiconductor business of Agilent, Inc. ($425 million)
       
    • the proposed acquisition by Harbinger Capital Partners of a majority of the capital stock of Openwave Systems Inc. ($325 million)
       
    • the acquisition by PMC-Sierra, Inc. of Passave, Inc. ($300 million)
       
    • the acquisition by Blue Coat Systems, Inc., Inc. of Packeteer, Inc. ($268 million)
       
    • the acquisition by Imation Corp. of Memorex, Inc. ($350 million)
  • Represented Lazard, Freres & Co. in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the acquisition by S&C Purchase Corp. of the sensors and controls business of Texas Instruments Incorporated ($3 billion)
       
    • the acquisition by General Electric Corporation of the minority interest in GELcore held by Emcore Corporation ($100 million)
  • Represented Evercore Group L.L.C. in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the acquisition by ION Geophysical Corp. of ARAM Systems Ltd. ($346 million)
       
    • the acquisition by Blackbaud, Inc. of Kintera, Inc. ($46 million)
  • Represented Houlihan Lokey Howard & Zukin Financial Advisors, Inc. in its investment banking and fairness opinion activities associated with the acquisition of Zones, Inc. by a privately-held company controlled by Zones, Inc.'s principal shareholder ($110 million)
     
  • Represented Lehman Brothers in its investment banking and fairness opinion activities associated with the acquisition by Roche of BioVeris Corporation ($600 million)
     
  • Represented Pacific Crest Securities, Inc. in its investment banking and fairness opinion activities associated with the acquisition by Entrust, Inc. of Business Signatures Corporation ($50 million)
     
  • Represented GCA Savvian in its investment banking and fairness opinion activities associated with the acquisition by Business & Decision Group of Inforte Corp. ($50 million)
     
  • Represented Merriman Curhan Ford & Co. in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the acquisition by LED Holdings, LLC of Lighting Science Group Corporation ($100 million)
       
    • the acquisition by The Stanley Works of Xmark Corporation from VeriChip Corporation ($45 million)
       
    • the acquisition by Applied Digital Solutions, Inc. of Digital Angel Corporation ($31 million)
       
    • the acquisition by Mamma.com, Inc. of Copernic Technologies, Inc.
  • Represented Friedman Billings in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the acquisition by Lionbridge Technologies, Inc. of Bowne Global Solutions, a division of Bowne & Co., Inc. ($185 million)
       
    • the acquisition by C-Cor Incorporated of nCube Corporation ($89 million)
  • Represented W.R. Hambrecht + Co. in its investment banking and fairness opinion activities associated with the following transactions:
     
    • the acquisition by Clinical Data, Inc. of Genaissance Pharmaceuticals, Inc. ($56 million)
       
    • the acquisition by Compuware Corporation of Adlex, Inc. ($36 million)
  • Represented SG Cowen & Co., LLC in its investment banking and fairness opinion activities associated with the acquisition by Digital Theater Systems, Inc. of Lowry Digital Images, Inc.
     
  • Represented Thomas Weisel Partners in its investment banking and fairness opinion activities associated with the acquisition by Integra LifeSciences Holding Corp. of IsoTis, Inc. ($51 million)
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