Lisa A. Fontenot has advised clients as to mergers and acquisitions and other complex corporate transactions, securities transactions, and securities regulation and corporate governance matters for over 25 years.
Ms. Fontenot is ranked as a leading attorney in the Corporate Law and Mergers & Acquisitions Law categories of The Best Lawyers in America© and is shortlisted for the 'Media and Entertainment Lawyer of the Year' Euromoney Women in Business Law Award. She was previously named a Woman Leader in Tech Law by The Recorder – San Francisco, and a Woman of Influence by the Silicon Valley Business Journal.
Ms. Fontenot counsels clients with particular expertise in the technology and media sectors. She advises U.S. and international companies to successfully execute their strategic transactions, including public and private M&A, cross-border acquisitions, divestitures, carve-outs, joint ventures and investments. Ms. Fontenot also advises issuers as to public and private securities offerings, securities regulation and corporate governance or activism matters and represents investors in connection with their investments in, and equity dispositions of, portfolio companies.
Ms. Fontenot is also a member of the Steering Committee, Interactive Entertainment Sector.
Representative Legal Matters
Mergers and Acquisitions:
- Advising Universal Entertainment Corp and Okada Manila on the pending USD 2.5 billion SPAC merger with 26 Capital Acquisition Corp.
- Advising Aurora Acquisition Corp. on its pending USD 6.9 billion De-SPAC transaction to transform Better into a public company, and led PIPEs by SoftBank and by Novator Capital.
- Advised ClearSale in its acquisition of ChargeBackOps.
- Advised SecurityAdvisor Technologies in its acquisition by KnowBe4, Inc.
- Advised Ukraine-based Depositphotos in its acquisition by Vistaprint.
- Advised Hutch Games on its USD 275 million plus earn-out sale to the Modern Times Group (MTG).
- Advised Bespoke Capital Partners in its divestiture of Vinventions.
- Advised Initial Capital as selling stockholder in the sale of Supercell Oy to Softbank, Nexmo to Vonage Holdings, AppGyver to SAP and a US-based private gaming company.
- Advised semiconductor company in acquisition of Swedish technology company.
- Advised EnPro Industries on its USD 305 million acquisition of Taiwan-based semiconductor services company LeanTeq Co., Ltd.
- Advised a Fortune 100 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 publicly-traded Dutch technology company; acquisition of Dutch 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 Zynga on its acquisitions of Spooky Cool Labs, Zindagi Games, PuzzleSocial, Harpan and USD 100 million asset acquisition from Peak Games.
- 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 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 UK-based Macrospace, Ltd. on its sale to Glu Mobile.
- Advised Power Factors on its sale to Oaktree Capital's Solarrus.
- Advised GE Power Systems on acquisitions of Praxis Engineers and Bently Nevada Corporation.
- Advised THQ on several gaming studio acquisitions.
- Advised Hungary-based Graphisoft N.V. on its acquisition of Drawbase Software.
- 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:
- EDF Group corporate venture arm EDF Pulse Ventures as part of Persefoni's USD 101 million Series B equity financing.
- Fintech corporate venture capital unit equity investments in US and international fintech companies.
- Initial Capital - minority investments in multiple gaming, e-sports and other related consumer service technology companies.
- Adept - strategic common stock and PIPE financings.
- AT&T Services - equity investments.
- Cadence Design Systems - equity and convertible debt investments.
- Fortune 100 Technology company - corporate venture capital unit equity investments and debt financings.
- Gryphon Investors - restructuring and debt and equity financings of Celerity Group.
- Healthcare IT company - common and preferred equity and convertible note financings.
- 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.
Representative Capital Markets matters:
- Rimini Street - public common stock offerings and preferred stock redemptions (2020 and 2021).
- Next Games - US Counsel in its Finnish IPO and private placements.
- Adept - multiple public common stock offerings and registered direct offering.
- Harrah's Entertainment (representing Morgan Stanley) - senior debt offerings.
- THQ - public common stock offering.
* Includes matters before joining Baker McKenzie.
- Leading Attorney in Corporate Law and Mergers & Acquisitions Law, The Best Lawyers in America - 2019 to current
- Shortlisted for Best in Media and Entertainment, Euromoney Women in Business Law Award, 2022, 2017 and 2018
- Woman Leader in Tech Law, The Recorder, San Francisco, 2016
- Woman of Influence, Silicon Valley Business Journal, 2017
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) - Former member of Board of Directors (2015-2020)
- California~United States
- University of Virginia (JD Order of the Coif)
- University of Virginia (MA Foreign Affairs)
- Georgetown University School of Foreign Service (BS magna cum laude)
- Université Nice Sophia Antipolis (EU Cert., Political Science, European Community Studies)
Publications & Recent Speaking Engagements
- Co-author, "Legal Priorities When Prospecting Your Next AI Acquihire", Corporate Counsel, Law.com
- Co-author, "Public Company Virtual Annual Meetings: The 2020 Watershed and Path Forward," American Bar Association. The Business Lawyer, Vol 76, Summer 2021
- Co-editor of The Practical Guide to SEC Proxy and Compensation Rules, a Wolters Kluwer treatise, and Co-author of "Audit Committee Disclosure and Related Requirements"
- Co-author, "SEC Adopts Final Rules to Modernize Regulation S-K Disclosure," Baker McKenzie InsightPlus, September 2020
- 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, "Lessons From Del. On Good Faith, Fair Dealing In Earnouts," Law360, August 2016