Sarah P. PaynePartner
Sarah Payne is resident in the Firm’s Silicon Valley office and has a broad-based corporate practice advising clients on a wide range of transactions, focusing on public and private securities offerings and public and private company mergers and acquisitions. Ms. Payne is co-head of the Firm’s Technology M&A and Finance Group.
Ms. Payne is also active in the Firm’s corporate governance practice and advises clients on their continuing reporting obligations, Sarbanes-Oxley processes and other general corporate matters.
Ms. Payne also serves on the Corporations Committee of the Business Law Section of the State Bar of California.
- “Mergers & Acquisitions: Trends & Developments You Need To Know,” panel at the 42nd Annual Securities Regulation Institute in 2015
- “Recent Developments in Securities Law,” panel at the 2013 Annual Meeting of the California State Bar
- “Earnouts in Private Company M&A: Selected Considerations,” panel at the Practising Law Institute seminar, Acquiring or Selling the Privately Held Company 2012, 2013 and 2015
- Participation in the “The Return of the Tender Offer,” panel at the Practising Law Institute seminar, Mergers and Acquisitions 2010: What You Need to Know Now, in San Francisco
- Investor Relations and Social Media, in Bloomberg Law (co-author)
- Corporate Governance Update for Bloomberg Law Reports – Corporate Law (co-author)
- Controlling Stockholder Liability, in Bloomberg/BNA’s Securities Regulation & Law Report (co-author)
- ‘Ultra Vires’ Doctrine, in Bloomberg/BNA’s Corporate Counsel Weekly (co-author)
- Merger Activity, in Bloomberg/BNA’s Mergers & Acquisitions Law Report (co-author)
- Inadvertent Contract Formation – The Perils of Electronic Communications, in Bloomberg/BNA’s Mergers & Acquisitions Law Report (co-author)
- Preparing for a Sale Transaction, in Bloomberg/BNA’s Mergers & Acquisitions Law Report (co-author)
- Bloomberg Law article on Top-Up Options in Tender Offers (co-author)
- Recognized on the Daily Journal's list of the "Top 100 Women Lawyers in California" in 2015
- Recognized on the Daily Journal's list of the "Top 100 Lawyers in California" in 2014 and 2015
- Recognized on the Daily Journal’s list of the “Top 20 Lawyers Under 40 in California” in 2014
- Recognized as a “Rising Star” in M&A by ILFR1000 (2014, 2015, 2016)
- Recognized as “Lawyer of the Week” by The Times (2014)
- Recognized among Daily Journal’s Top Women Lawyers of 2012. The list recognized women lawyers in the State of California who are at the top of their practice.
- Recognized as a Law360 2012 Rising Star for her work in M&A. Winners are chosen based on the strength of their accomplishments in their respective practice groups.
- Recognized as Dealmaker of the Week for her leading advisory role in Silver Lake’s sale of Skype to Microsoft by The Am Law Daily, May 13, 2011
- Recognized for Capital markets: equity offerings – advice to issuers & managers by The Legal 500 United States (2014, 2015)
SELECTED REPRESENTATIONSSelected Public Company Securities Transactions
- the underwriters in the $25.0 billion initial public offering of Alibaba Group Holding Ltd.
- the initial purchasers in the $8.0 billion senior notes offering of Alibaba Group Holding Ltd.
- the underwriters in the initial public offering of Blackhawk Network Holdings, Inc.
- the underwriters in the initial public offering and follow-on offering of Data Domain, Inc.
- EchoStar Corporation in its $1.1 billion senior secured notes and $900 million senior unsecured notes offering in connection with its acquisition of Hughes Communications, Inc.
- the underwriters in the 2011 and 2012 follow-on offerings and the 2012 convertible senior subordinated notes offering of Exelixis, Inc.
- the underwriters in the 2011 $1.25 billion senior notes offering by The Gap, Inc.
- The PMI Group, Inc. in securities and other transactions, including its common stock, senior debt and convertible notes offerings
- the U.S. placement agents, Sandler O’Neill + Partners, Barclays Capital and FBR Capital Markets, in the $730 million recapitalization of Sterling Financial Corporation
- the underwriters in the 2012 sale by the U.S. Department of the Treasury of shares of common stock of Sterling Financial Corporation
- VeriFone Systems, Inc. in its follow-on offering and its convertible notes offering
- Alcan Inc. in its defense of an unsolicited offer from Alcoa Inc. and its subsequent sale to Rio Tinto plc, as well as its spin-off of Novelis Inc.
- Amgen Inc. in its $10.5 billion acquisition of Onyx Pharmaceuticals, Inc.
- Canada Pension Plan Investment Board in its participation in a consortium that acquired Asurion Corporation
- counsel to Centerview Partners as financial advisor to Cisco Systems Inc. in its $5 billion acquisition of NDS Group Ltd.
- Fiserv, Inc. in its $465 million acquisition of CashEdge Inc.
- New Century Financial in the proxy fight between New Century Financial and Greenlight
- NXP B.V. in its disposition of its television systems and set-top box business lines to Trident Microsystems and its strategic alliance with Virage Logic Corporation
- The PMI Group, Inc. in the disposition of its interests in FGIC Corporation and RAM Holdings Ltd.
- Silver Lake and Skype Global S.à.r.l. in the $8.5 billion acquisition of Skype by Microsoft Corporation (Silver Lake led the investor consortium as seller in the transaction; Ms. Payne was recognized as a “Dealmaker of the Week” by Am Law Daily for her leading role in this transaction, May 13, 2011)
- Teva Pharmaceutical Industries in its $40.5 billion acquisition of Allergan’s Generics Business (pending)
- Thomas Weisel Partners Group, Inc. in its acquisition of Westwind Capital Corporation and its acquisition by Stifel Financial Corporation
- Valeant Pharmaceuticals International, Inc. in its $15.8 billion acquisition of Salix Pharmaceuticals, Ltd., its $1.4 billion sale of certain filler and toxin assets to Galderma S.A. and in its $2.6 billion acquisition of Medicis Pharmaceutical Corporation
- VeriFone Systems, Inc. in its acquisition transactions, including its acquisitions of InterCard AG (pending), Hypercom Corporation, Clear Channel’s taxi advertising business, Semtek Innovative Solutions Corporation and Point International
- co-counsel to Vineyard National in the proxy fight between Vineyard National and certain of its shareholders
- Vista Equity Partners in its acquisition of Sirsi Corporation and its disposition of Applied Systems, Inc.
- chairman of the board of Westwood One in the equity investment in Westwood One Inc. by The Gores Group, LLC
- Zynga Inc. in its acquisition of NaturalMotion Limited
Ms. Payne has represented venture capital and family office investors in connection with numerous venture capital investments, including investments in:
- Ad Infuse
- Amp’d Mobile
- Associated Content
- Danger, Inc.
- Dovebid, Inc.
- Perpetual Entertainment
- Pivot Solutions
- PureVideo Networks