Kevin K. Rooney

Mr. Rooney is a partner in the Corporate practice group in the firm's Silicon Valley office.

Areas of Practice

Mr. Rooney has represented many leading Silicon Valley and Bay Area public and private companies. In addition, he has represented a number of Canadian technology and growth companies in U.S. transactions and securities offerings. His practice focuses on a wide variety of corporate, securities and related matters, in particular, mergers and acquisitions and public and private financing transactions.

Mr. Rooney previously practiced at Hayden Bergman Rooney, a Professional Corporation in San Francisco, as a name partner.  In addition, he was an attorney with Wilson Sonsini Goodrich & Rosati, Professional Corporation, in Palo Alto and Davies Ward Phillips & Vineberg LLP in Toronto.

Mr. Rooney is an Adjunct Professor at USF School of Law teaching Corporate Transactions, a new course offering that he designed, and a Lecturer at U.C. Berkeley HAAS School of Business (MBA) co-teaching Business Law. In addition, he has been a guest participant at classes at Stanford Graduate School of Business. Kevin is an Advisory Board Member (Ontario) to the TSX Venture Exchange.  

Education

• LL.B., Dalhousie Law School
• Hons. Co-op B.A.Sc., University of Waterloo (Mechanical Engineering)

Admissions

• California
• Ontario

Lead counsel in the following representative transactions:

Mergers & Acquisitions

• Globalive Communications Corp. in its $70 million cash tender offer for all of the outstanding shares of Yak Communications Inc. (NASDAQ: YAKC) concurrent secured debt financing and subsequent going private transaction.
• Nightingale Informatix Corporation (TSX: NGH.V) in its $13 million cash merger acquisition of VantageMed Corporation (OTC Bulletin Board: VMDC.OB) and concurrent secondary offering in the U.S. by private placement.
• SiRF Technology Holdings Inc. (NASDAQ: SIRF) in its $136 million stock merger acquisition by CSR plc (LSE: CSR) (transaction components).
• Foreign public company in its abandoned merger acquisition of a laser semiconductor company.
• Solar Semiconductor Inc. in its $375 million failed stock acquisition by Trans-India Acquisition Corporation (AMEX: TIL).
• Hoya Corporation (TSE First Section) in its acquisition of intellectual property and certain other assets from the former Xponent Photonics, Inc. (amount undisclosed).
• Nightingale Informatix Corporation (TSXV: NGH) in its $12.3 million sale of a U.S. division to Netsmart Technologies Inc.
• Digital Music Group, Inc. (NASDAQ: DMGI) in its up to $7 million cash and stock merger acquisition of Digital Rights Agency, LLC.
• Berkeley Capital Corp. I (TSXV: BCP.P) in its "qualifying transaction" with iLOOKABOUT Holdings Inc. by way of amalgamation.
• Berkeley Capital Corp. II (TSXV: BIZ.P) in its "qualifying transaction" with Med BioGene Inc. (TSXV: MBI) by way of private placement investment.
• Actuate Corporation (NASDAQ: ACTU) in its up to $30 million cash acquisition of performancesoft inc.
• Fortinet, Inc. in its acquisition of intellectual property and certain other assets from IPLocks, Inc. (amount undisclosed).
• Fortinet, Inc. in its acquisition of intellectual property and certain other assets from Woven Systems, Inc. (amount undisclosed).
• Calypso Technologies, Inc. in its acquisition of all of the assets of Codefarm Limited (amount undisclosed).
• Calypso Technologies, Inc. in its acquisition of all of the assets of Green River Computing Sevices Inc. (amount undisclosed).
• Globalive Wireless Communications Corp. in its successful bid for licenses in Industry Canada's AWS spectrum auction backed by Orascom Telecom in a transaction valued at over $600 million.
• Globalive Wireless Communications Corp. in its various restructurings following regulatory review.
• Globalive Communications Corp. in various acquisitions and dispositions of private companies and assets in Canada and the United States.

Corporate Finance

• Med BioGene Inc. (TSXV: MBI) in its U.S. initial public offering of approximately $30 million of common shares on NASDAQ (pending).
• Trans-India Acquisition Corporation in its initial public offering of 11,500,000 units at $8.00 per unit, where each unit consists of one share of common stock and one warrant to purchase one share of common stock at $5.00 per share, on AMEX.
• Digital Music Group, Inc. in its initial public offering of 3,900,000 shares of common stock at $9.75 per share on NASDAQ.
• Berkeley Capital Corp. I in its initial public offering of 4,000,000 common shares as a capital pool company on the TSX Venture Exchange.
• Berkeley Capital Corp. II in its initial public offering of 5,000,000 common shares as a capital pool company on the TSX Venture Exchange.
• Med BioGene Inc. (TSXV: MBI) in its U.S. Regulation D offering of units as part of its Canadian secondary offering.

Venture Capital

• O2 MedTech, Inc. in its formation, core technology acquisition, Series A and Series B preferred stock financings (amounts undisclosed).
• Tivix, Inc. in its formation and Series A preferred stock financing and debt financing (amounts undisclosed).
• 100E Limited in its formation and Series A preferred stock financing (amount undisclosed).
• Investors in Sensory Networks, Inc.'s $10 million Series C preferred stock financing.
• CommunityWalk, Inc. in its debt financing (amount undisclosed).
• Orgoo, Inc. in its organization and debt financing (amount undisclosed).

Counsel in the following representative transactions:

Mergers & Acquisitions

• Palm, Inc. (NASDAQ: PALM) in its $250 million stock  acquisition of Handspring, Inc. (NASDAQ: HAND).
• Overture Services, Inc. (NASDAQ: OVER) in its $1.6 billion stock acquisition by Yahoo!, Inc.
• Rational Software Corporation (NASDAQ: RATL) in its $2.1 billion cash acquisition by International Business Machines Corporation (NASDAQ: IBM).
• Simplex Solutions, Inc. (NASDAQ: SLPX) in its $300 million stock acquisition by Cadence Design Systems, Inc. (NASDAQ: CDNS).
• Hewlett-Packard Company (NASDAQ: HPQ) in its $18.5 billion stock acquisition of Compaq Computer Corp. (NYSE: CPQ).
• Palm, Inc. (NASDAQ: PALM) in its failed $264 million stock acquisition of Extended Systems, Inc. (NASDAQ: XTND).
• Homestore.com, Inc. (NASDAQ: HOMS) in its $761 million stock acquisition of Move.com, Inc. (NASDAQ: MOVE).
• Actona Technologies, Inc. in its $82 million cash acquisition by Cisco Systems, Inc. (NASDAQ: CSCO).
• Hewlett-Packard Company (NASDAQ: HPQ) in its cash acquisition of TruLogica, Inc. (amount undisclosed).
• Sun Microsystems, Inc. (NASDAQ: JAVA) in its cash acquisition of Nauticus Networks, Inc. (amount undisclosed).
• VMware, Inc. in its $625 million cash acquisition by EMC Corporation (NASDAQ: EMC).
• Crystal Decisions, Inc. in its $800 million cash and stock acquisition by Business Objects S.A. (NASDAQ: BOBJ).
• Catalytica Energy Systems, Inc. (NASDAQ: CTAL) in its up to $10 million cash acquisition of SCR-TECH, LLC from German sellers.
• Overture Services, Inc. (NASDAQ: OVER) in its $140 million cash and stock acquisition of AltaVista, Inc. and subsequent cash asset sale of AltaVista, Inc. enterprise search unit to FAST Search & Transfer (amount undisclosed).
• Overture Services, Inc. (NASDAQ: OVER) in its $9 million stock acquisition of Keylime Services, Inc.
• eVoice, Inc. in its $60 million cash acquisition by America Online, Inc. (NASDAQ: AOL$)
• Simplex Solutions, Inc. in its $2.5 million intellectual property asset acquisition of the Coyote Systems, Inc. business from Coventor, Inc.
• Simplex Solutions, Inc. in its stock acquisition of Altius Solutions, Inc. (amount undisclosed).
• Teachers’ Private Capital, the private equity arm of Ontario Teachers’ Pension Plan, in its $230 million acquisition of portion of the senior debt of CFM Corporation (TSX: CFM) in default followed by its acquisition of CFM by amalgamation and going private transaction.
• Canadian counsel on a number of large U.S. private equity transactions.
• Onex Corporation (TSX: OCX) in its failed public take-over bid for Canada's two national airlines.
• CIT Group, Inc. (NYSE: CIT) in its $100 million public take-over bid of Newcourt Credit Group Inc. (NYSE,TSE,MSE: NCT).
• Toromont Industries Ltd. (TSX: TIH) in its $2.3 million acquisition of small regional equipment company.
• U.S. hospitality company in connection with amalgamation following public take-over of Canadian hospitality company.

Corporate Finance

• TIBCO Software, Inc. (NASDAQ: TIBX) in its registration of 69,000,000 shares of common stock and repurchase of $115,000,000 of common stock held by Reuters Group PLC.
• Mentor Corporation (NASDAQ: MENT) in its $150,000,000 offering of convertible subordinated notes.
• Netflix, Inc. in its initial public offering of 6,325,000 shares of common stock on NASDAQ.
• Simplex Solutions, Inc. in its initial public offering of 4,600,000 shares of common stock on NASDAQ.
• Canadian national department store in the resrtucturing of its $70 million senior secured credit facility.
• U.S. lender in its $175 million exit-financing loan pursuant to court approved plan of arrangement to restructure TSE 300 company under insolvency protection.
• Nesbit Burns in connection with two asset securitization transactions: issuance of $150 million principal amount of variable funding credit card-backed certificates and issuance of series notes by purchasing conduit trust; and amendment to receivables purchase agreement, certificate issuance agreement and series supplement, and sale of lump sale accounts, and issuance of $200 million principal amount of credit card-backed certificates.
• Mosaic Venture Partners it is formation of a $110 million investment fund.
• Syndicate of lenders in connection with amendment to $70 million loan facility to replace letter of credit security with guarantee.

Venture Capital

• Koila, Inc. in its Series A preferred stock financing and equipment lease financing (amount undisclosed).
• Airgo Networks, Inc. in its Series A, B, C and D preferred stock financings and equipment lease financing (aggregate of $58 million raised).
• Kontiki, Inc. in its Series A preferred stock financing ($18 million raised).
• Truth Software, Inc. in its Series A preferred stock financing (amount undisclosed).
• Netflix, Inc. in its convertible subordinated note and warrant financing (amount undisclosed).
• Telecruz Systems, Inc. in its Series E preferred stock financing (amount undisclosed).
• Orlimar Golf Company in its convertible secured notes and warrants financing (amount undisclosed).

Memberships

• Association for Corporate Growth (Silicon Valley Chapter)