Transactions
Aug. 6, 2002
Lawyers Help Symantec With Quartet of Deals
Creating an avalanche of work for Silicon Valley lawyers, Norton anti-virus maker Symantec Corp. of Cupertino has inked four deals to broaden its offering of online security products.
Creating an avalanche of work for Silicon Valley lawyers, Norton anti-virus maker Symantec Corp. of Cupertino has inked four deals to broaden its offering of online security products.
In mid-July, Symantec announced plans to acquire three companies: Recourse Technologies Inc. of Redwood City for $135 million; Riptech Inc. of Alexandria, Va., for $145 million; and SecurityFocus Inc. of San Mateo for $75 million.
Earlier in July, Symantec said it would acquire Mountain Wave Inc. of Falls Church, Va., for $20 million.
All four are cash deals.
"The stock market is down, so Symantec determined the optimum currency to use for these acquisitions was cash," says Chairman and corporate partner Gordon Davidson of Palo Alto's Fenwick & West.
The firm represents Symantec in the deals with Recourse, Riptech and Mountain Wave.
As of June 30, Symantec had $1.6 billion in cash on its balance sheet.
Other law firms in California and elsewhere in the nation also are working on the Symantec acquisitions.
San Francisco's Heller Ehrman White & McAuliffe represents Symantec in the SecurityFocus deal. Meanwhile, Cooley Godward of Palo Alto serves as counsel to Recourse, while Palo Alto's Wilson Sonsini Goodrich & Rosati represents SecurityFocus.
Covington & Burling of Washington, D.C., represents Riptech, and Pietragallo, Bosick & Gordon of Pittsburgh serves as counsel to Mountain Wave.
Davidson says, "The challenge in all the deals was to bring them to closure in time for Symantec's quarterly earnings release, which was the target date for the announcement of the deals."
That goal was met, with Symantec announcing the latter three deals as well as quarterly earnings on July 17.
Intellectual property due diligence is a critical part of these types of deals, Davidson says.
Others agree.
"A company like Recourse is being acquired for its technology and its products, which are software products," says Eric M. Reifschneider, Cooley's lead technology attorney in the Recourse transaction.
"Recourse is about as clean as a company gets," he adds. "There were really no significant issues or problems with its intellectual property."
Cooley partner Richard E. Climan, the firm's lead mergers-and-acquisitions attorney on the deal, notes that Reifschneider has nurtured Recourse from "the cradle." Reifschneider has served as de facto general counsel for the company since it was formed in 1999.
Symantec in-house attorney Hans Brasseler also played a key role in the acquisitions.
Toni Vranjes
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