image description

Nader A. Mousavi

Partner

Nader A. Mousavi

Partner
Palo Alto +1-650-461-5600+1-650-461-5600 +1-650-461-5700+1-650-461-5700
New York +1-212-558-4000+1-212-558-4000 +1-212-558-3588+1-212-558-3588
mousavin@sullcrom.com

Nader A. Mousavi is a partner in Sullivan & Cromwell’s Palo Alto office and is co-head of the Firm’s Intellectual Property and Technology Group and the Firm’s Cybersecurity Group. A leader in the field of technology and intellectual property transactions and strategy, Mr. Mousavi has been recognized as one of the “World’s Leading Patent Practitioners” by Intellectual Asset Management (IAM) Patent 1000 (2012-2016) and as one of the “Top 100 Lawyers in California” by Daily Journal (2012). He is a Lecturer in Law at Stanford Law School (2015, 2016) where he teaches a course on Patent and Technology Licensing.

Mr. Mousavi focuses his practice on the intellectual property and technology aspects of high-stakes transactions, including mergers, acquisitions, spin-outs, joint ventures, collaborations, financings, licenses and settlements. He has extensive experience in the licensing and transfer of patents, trademarks, trade secrets, know-how, content, pharmaceuticals, data, software and other technology.

Prior to joining S&C, Mr. Mousavi was a partner at WilmerHale where he co-founded the firm’s Palo Alto office. Earlier in his career, he served as the general counsel to a telecommunications software (SaaS) company through its acquisition by a leading broadband equipment company.

Awards and Recognitions

  • The American Lawyer – named as one of the “Lateral All-Stars,” a list honoring the most significant partner moves of the year (2010)
  • Chambers USA: America’s Leading Lawyers for Business – recognized for IT and Outsourcing (2008-2015)
  • Daily Journal – named as one of the “Top 100 Lawyers in California” (2012)
  • IAM Licensing 250: The World’s Leading Patent and Technology Licensing Lawyers – recognized in 2010 and 2011/2012 (the only years this recognition was given)
  • IAM Patent 1000 – The World’s Leading Patent Practitioners (2012-2016)
  • IAM Strategy 300 – The World’s Leading IP Strategists (2015, 2016)
  • The Legal 500 United States – recognized for Patent Licensing and Transactional Law (2014, 2015)
  • Northern California Super Lawyers (2009-2014)
  • Silicon Valley/San Jose Business Journal – recognized as one of the top “40 under 40” business professionals in Silicon Valley (2007)

Professional Activities
Mr. Mousavi is a member of the Advisory Board for Stanford Law School’s Program in Law, Science & Technology and is the law school’s National Reunion Chair. Mr. Mousavi is also a member of the Advisory Board for the Silicon Valley Chapter of the Licensing Executives Society.

Publications

  • “IP deals meet bankruptcy: what every IP professional needs to know,” Intellectual Asset Management (IAM) magazine (May/June 2014) (co-author)
  • “The Evolving Role of Intellectual Property in M&A Transactions,” Intellectual Asset Management (IAM) magazine (July/August 2011)
  • “Reach-Through Rights and the Patentability, Enforcement, and Licensing of Patents on Drug Discovery Tools,” Hastings Science & Technology Law Journal (Winter 2009) (co-author)
  • “Deals An Evolving Art – New Focus on Accounting Standards May Lead Companies to Resist Deal-making Structures,” Silicon Valley/San Jose Business Journal (March 23, 2007) (co-author)
  • “Open Secrets: How Public Records Laws Can Hamper Public-Private Research Partnerships,” Biotech Briefing (Spring 2006) (co-author)
  • “When the Public Does Not Have a Right to Know: How the California Public Records Act is Deterring Bioscience Research and Development,” Duke Law and Technology Review (2005)


SELECTED REPRESENTATIONS

  • Alcatel-Lucent, in connection with its memorandum of understanding with Nokia under which Nokia will make an offer for all of the equity securities issued by Alcatel-Lucent, through a public exchange offer in France and in the United States, in an all share transaction valuing Alcatel-Lucent at €15.6 billion
  • Amgen, in its $10.5 billion acquisition of Onyx Pharmaceuticals, Inc. and in its $1.16 billion acquisition of Micromet, Inc.
  • Anheuser-Busch InBev, in its $20.1 billion acquisition of the remaining stake it did not already own in Grupo Modelo and in the related sales of Compañía Cervecera de Coahuila for $2.9 billion, and a 50% interest in Crown Imports for $1.85 billion, to Constellation Brands as part of its divestiture of U.S. trademark and other rights in Modelo brands including “Corona”
  • AT&T Inc., in connection with (i) its $108.7 billion pending acquisition of Time Warner Inc.; (ii) its $1.875 billion acquisition of Nextel Mexico; (iii) its $2.5 billion acquisition of Iusacell; and (iv) in the $950 million sale of AT&T Advertising Solutions and AT&T Interactive to an affiliate of Cerberus Capital Management, L.P. As part of the transaction, AT&T received approximately $750 million in cash, a $200 million note and a 47% equity interest in YP Holdings, the newly formed holding company that owns Ad Solutions and ATTi
  • Bayer HealthCare, subsidiary of Bayer AG, in its $1.2 billion acquisition of Conceptus, Inc.
  • CLS Bank, in its outsourcing to IBM of IT infrastructure essential to the global financial system
  • Cúram Software, in its acquisition by IBM Corporation
  • CVS Health, in its $12.7 billion acquisition of Omnicare, Inc.
  • Endo International plc, in its$2.6 billion acquisition of Auxilium Pharmaceuticals, Inc.
  • Fiat, representing Chrysler Group LLC in connection with debt issued to UAW Retiree Medical Benefits Trust in connection with Fiat’s acquisition of majority ownership
  • Fiserv, in its $465 million acquisition of CashEdge
  • Gildan Activewear, in its $350 million acquisition of Gold Toe Moretz
  • Harris Corporation, in its $4.75 billion acquisition of Exelis, Inc.
  • HSBC Holdings, in the $2.6 billion sale of its credit card and retail services business in the United States to Capital One Financial Corporation
  • Idenix Pharmaceuticals, in its $3.85 billion acquisition by Merck
  • ING Groep, in the $3.1 billion sale of ING Bank of Canada (ING Direct Canada) to The Bank of Nova Scotia and the $9 billion sale of its ING Direct USA online banking operation to Capital One Financial Corp.
  • Kodak, in connection with (i) its worldwide patent cross-licenses with Agfa, Samsung and LG and (ii) its worldwide restructuring, including the sale of its portfolio of 1,100 digital imaging patents to Intellectual Ventures, and a series of associated patent licensing transactions with 12 licensees including Apple, Google, Microsoft, Facebook, Samsung, Amazon, Adobe, Fujifilm, HTC, Huawei, Research in Motion and Shutterfly
  • Kraft Foods Group, in its $55 billion merger with H.J. Heinz Company to create The Kraft Heinz Company
  • McCartney Productions Limited, in an agreement with Hewlett Packard to digitize and deliver via a private cloud the music and content library of former Beatle Paul McCartney
  • Nippon Steel & Sumitomo Metal Corporation, in its sale and purchase agreement with ThyssenKrupp AG and ArcelorMittal SA under which Nippon Steel and ArcelorMittal have agreed to purchase ThyssenKrupp Steel USA, LLC for approximately $1.55 billion
  • Office of the Commissioner of Major League Baseball (MLB) and MLB Advanced Media ("MLBAM"), in connection with The Walt Disney Company’s acquisition of a 33% stake (and an option to acquire a controlling stake) in BAMTech, LLC (U.S.), a company previously formed by MLBAM and separated from MLBAM as part of the transaction
  • Ontario Teachers' Pension Plan, in its acquisition of PODS
  • Pharmasset, in its $11 billion acquisition by Gilead Sciences
  • Popular, in the sale of a 51% interest in its processing subsidiary, EVERTEC, and related processing, merchant acquiring and technology businesses, to Apollo Management, through the establishment of a $900 million joint venture
  • Ruckus Wireless, in its $1.5 billion acquisition by Brocade Communications Systems
  • An investor consortium led by Silver Lake Partners, in the $2 billion acquisition of a 65% interest in Skype Technologies, S.A. from eBay, Inc., including the resolution of all intellectual property disputes with Skype’s founders
  • Silver Lake Partners and Skype, in connection with the $8.5 billion sale of Skype to Microsoft
  • SK Global Chemical Co., Ltd., in its 50-50 joint venture agreement with SABIC Industrial Investment Company, for a total investment of $595 million
  • Skype, in its agreement with Facebook to make Skype products and services available on Facebook platforms
  • Valeant Pharmaceuticals, in its acquisition of PreCision Dermatology, Inc. for $475 million; in its $15.8 billion acquisition of Salix Pharmaceuticals, Ltd.; in its $2.6 billion acquisition of Medicis Pharmaceutical Corporation; and in its $56 billion unsolicited merger proposal and tender offer for Allergan Inc., later terminated
  • VeriFone Systems, in its $485 million acquisition of Hypercom Corporation
  • Versa Capital Management, in connection with the acquisition of Sport Chalet by Vestis Retail Group, which is owned by funds advised by Versa
  • Zynga, in its acquisition of NaturalMotion Ltd. for $527 million in cash and equity