Lisa Fontenot

Lisa A. Fontenot

Partner
Baker & McKenzie LLP

Biography

Lisa A. Fontenot has advised clients as to mergers and acquisitions,and securities transactions. regulation and corporate governance matters for 25 years.

Ms. Fontenot is ranked as a leading attorney in the Corporate Law and Mergers & Acquisitions Law categories of the current and prior editions of The Best Lawyers in America©. She was previously named a Woman Leader in Tech Law by The Recorder – San Francisco, a Woman of Influence by the Silicon Valley Business Journal, and shortlisted for the 'Best in Media and Entertainment' Euromoney Legal Media Group Americas Women in Business Law Award.

Practice Focus

Ms. Fontenot counsels clients across a variety of industries with particular expertise in the technology, media and telecommunications sectors. She counsels U.S. and international companies on their strategic transactions, including public and private M&A, cross-border acquisitions, divestitures, carve-outs, joint ventures and investments. Ms. Fontenot advises companies and their Boards of Directors as to public and private securities offerings, securities regulation and corporate governance or activism matters and represents private equity/venture capital investors in connection with their investments in, and equity dispositions of, portfolio companies and related securities and governance matters.

Representative Legal Matters

Prior to joining the Firm, Lisa handled the following representative M&A matters:

  • Advised EnPro Industries on its USD 305 million acquisition of Taiwan-based semiconductor services company LeanTeq Co., Ltd.

  • Advised a technology company on its acquisition of Irish computer vision/AI technology company; Finnish, French and US asset divestitures; acquisition of Canadian software company; acquisition of German communications technology company; equity investment in Dutch technologycompany; acquisition of Dutch parallel processing technology company; acquisition of RF assets from Japanese corporation; carve-out acquisition from U.S. public technology company; joint venture with technology company and private equity firm and subsequent sale of JV; communications technology carve-out divestiture to Caymans buyer; and acquisition of digital technology business from Canadian seller.

  • Advised Nasdaq-listed Adept on its tender offer by Omron Corporation and Adept's acquisitions of Denmark-based InMoTx, MobileRobots, NanoMotion, Pensar-Tucson, Meta Control Technologies, HexaVision Technologies and Chad Industries.

  • Advised Infineon on its acquisition of DSL-CPE business from Texas Instruments; USD 450 million plus earnout acquisition of cellular/satellite receiver business from LSI Corporation; and merger with Primarion.

  • Advised PeopleSoft on its USD 1.8 billion cash/stock tender offer of publicly-traded J.D. Edwards & Company and the USD 10.3 billion hostile takeover of PeopleSoft.

  • Advised Actian on its acquisition of Nasdaq-listed Versant Corporation.

  • Advised AT&T Services on its acquisition of Brocade Communications' technology assets.

  • Advised Cadence Design Systems on numerous M&A matters, including its USD 253 million 'white knight' acquisition of Nasdaq-listed Quickturn Design Systems, the subject of a hostile tender offer by Mentor Graphics; the USD 300 million acquisition of Nasdaq-listed Simplex Solutions; and merger with CadMOS Design Technology.

  • Advised Zynga on its acquisitions of Spooky Cool Labs, Zindagi Games, PuzzleSocial, Harpan and USD 100 million asset acquisition from Peak Games.

  • Advised Playdom on its USD 763 million sale to Disney.

  • Advised Playfish Ltd. on its USD 400 million cash and equity sale to Electronic Arts.

  • Advised Power Factors on its sale to Oaktree Capital's Solarrus.

  • Advised UK-based Macrospace, Ltd. on its sale to predecessor Glu Mobile.

  • Advised GE Power Systems on acquisitions of Praxis Engineers and Bently Nevada Corporation.

  • Advised THQ on several studio acquisitions.

  • Advised Hungary-based Graphisoft N.V. on its acquisition of Drawbase Software.

  • Advised Gigatronics on its mergers with Microsource and Ultracision.

  • Advised Gores in its acquisition of the waterjets business of Avure Technologies from Flow International.

  • Advised Nortel Networks on its acquisition of Tasman Networks.

Representative private equity/strategic investments and dispositions:

  • Adept - strategic common stock and PIPE financings.

  • AT&T Services - equity investments.

  • Cadence Design Systems - equity and convertible debt investments in private companies.

  • Technology company - equity investments and debt financings by corporate venture capital unit in numerous companies.

  • Gryphon Investors - restructuring and debt and equity financings of Celerity Group.

  • Healthcare IT company - common equity and convertible note financings.

  • Initial Capital - sale of equity of Supercell Oy to Softbank; merger of Nexmo with Vonage Holdings; minority equity investments.

  • Life sciences corporate venture capital unit - multiple preferred stock investments.

  • M8 Capital - lead venture capital investments.

  • Medem - preferred stock and convertible note financings and sale of equity investment to a private equity firm.

  • Rimini Street - PIPE financings.

  • Xilinx - equity investments in private companies and funds.

  • Several private mobile gaming company equity financings.

Representative public offerings:

  • Next Games - US Counsel in its Fininsh IPO and private placements.

  • Adept - multiple public common stock offerings and registered direct offering.

  • Graphisoft N.V. (representing Deutsche Bank) - IPO.

  • Harrah's Entertainment (representing Morgan Stanley) - senior debt offerings.

  • HP - 1441A Zero Coupon Subordinated Notes offering.

  • Lexar Media (representing JP Morgan Chase) - IPO.

  • THQ - public common stock offering.

  • Public technology company - bond offering.

  • Whole Foods Market (representing Morgan Stanley) - 144A Zero Coupon Note offering.

  • Proposed IPOs of CRL Networks and Interpacket Networks and spin-off and of Tality from Cadence Design Systems.

Professional Honors

  • Leading Attorney in Corporate Law and Mergers & Acquisitions Law, The Best Lawyers in America
  • Woman Leader in Tech Law, The Recorder, San Francisco, 2016
  • Woman of Influence, Silicon Valley Business Journal, 2017
  • Shortlisted for Best in Media and Entertainment, Euromoney Legal Media Group Americas Women in Business Law Award, 2017 and 2018

Professional Associations and Memberships

  • American Bar Association
  • California State Bar Association
  • Society for Corporate Governance - Member
  • American Heart Association Go Red for Women movement, Greater San Francisco Bay Area - Executive Leadership Team
  • UPWARD Inc. (non-profit) - Member of Board of Directors

Admissions

  • California~United States

Education

  • University of Virginia (JD Order of the Coif) (1994)
  • University of Virginia (MA Foreign Affairs) (1994)
  • Georgetown University School of Foreign Service (BS magna cum laude) (1990)
  • Université Nice Sophia Antipolis (EU Cert., Political Science, European Community Studies) (1989)

Publications

Ms. Fontenot is co-Editor of The Practical Guide to SEC Proxy and Compensation Rules, a Wolters Kluwer treatise 

Co-author, "Fiduciary Duty Considerations For Boards Of Cos. Using AI,” Law360, January 2020

Co-author, "Implications of AI on Board Oversight,” Corporate Board Member, October 2019

Author, "Public Company Virtual-Only Annual Meetings," The American Bar Association's The Business Lawyer Vol. 73, Winter 2017-2018

Author, "Questions to Ask If You’re Considering Going Virtual," Directors & Boards, August 2017

Author, "Lessons From Del. On Good Faith, Fair Dealing In Earnouts," Law360, August 2016