Louis Lehot

Mr. Lehot is a partner in the Corporate, Securities and M&A practice group in the firm's Palo Alto and New York offices, and serves as the chair of the firm’s capital markets and public company mergers and acquisition practices.

Areas of Practice

Mr. Lehot's practice focuses on advising public and private companies and their financial sponsors and investment banks in M&A transactions, capital raising transactions, public offerings and private placements of equity, equity-linked and debt securities, as well as corporate governance, disclosure, financial reporting, proxy, stock exchange and securities law compliance matters.  Mr. Lehot has represented both public and private clients in the United States and globally, with a focus on cross-border M&A and capital markets transactions. Mr. Lehot regularly represents U.S. and non-U.S. registrants before the SEC, FINRA, NYSE and NASDAQ.

Most recently, Mr. Lehot represented:

• MetricTest, a leading provider for buying, renting and leasing new and refurbished electronic test equipment, in the sale of its outstanding capital stock by its shareholders to Microlease, Inc., the U.S. subsidiary of Microlease plc, a global electronic test equipment provider based in the United Kingdom (2011)
• New Wave Media, the owner of the AdoTube™ online video advertising network, in its completed merger with Exponential Interactive, Inc. (2011)
• the financial advisors to Quepasa Corporation in its acquisition of myYearbook.com in a $100 million cash and stock transaction (2011)
• Represented LegalZoom.com, Inc. in connection with a transaction involving Institutional Venture Partners, Kleiner Perkins Caufield & Byers and certain existing stockholders of Legalzoom.com (2011)
• the special committee of the board of directors of Tongjitang Chinese Medicines (NYSE: TCM) in a going-private transaction with its founder, affiliates of Chinese private equity firm Fosun and financed by CITIC (2010-2011)
• Northrop Grumman Corporation (NYSE: NOC) in a $1.5 billion public offering of senior notes and concurrent subsidiary tender offers for up to $1.9 billion in outstanding debt securities (2010)
• RealD (NYSE: RLD) in its $230 million initial public offering on the New York Stock Exchange (2010)
• RadNet (NASDAQ: RDNT) in its $545 million debt refinancing and high yield note issuance (2010)
• Energy and Power Solutions, Inc. in its attempted initial public offering (2010)

Mr. Lehot also represents emerging private companies with compelling technologies and their venture capital investors in formation, financing and liquidity transactions.

Prior to joining Sheppard Mullin, Mr. Lehot practiced with Simpson Thacher & Bartlett in its Silicon Valley office and with Shearman & Sterling in its New York, London and Paris offices. Mr. Lehot speaks fluent French.

Education

• J.D., Boston College Law School, 2000, Cum Laude
• B.S.F.S., Georgetown University, 1994, Cum Laude
• C.E.P., Institut d'Etudes Politiques de Strasbourg (France), 1993

Admissions

• California
• New York

Mr. Lehot’s clients have included AdoTube, AOL, Agilent, CBRE, CheckAlt Payment Solutions, CSR plc, Hanwha, Lawson Software, Learning Tree International, MetricTest, Northrop Grumman, OpenTable, RadNet, RealD, Seagate, SiRF, STMicroelectronics and Tongjitang Chinese Medicines, investment banks including Bank of America Merrill Lynch, Citi, Credit Suisse, Deutsche Bank, Goldman Sachs, Morgan Stanley, Raymond James, UBS and Wachovia, as well as leading Bay Area-based financial sponsors. In addition, Mr. Lehot has acted for the Capital Markets Committee of the Securities Industry and Financial Markets Association ("SIFMA") and regularly advises SIFMA members on the Master Agreement Among Underwriters and the Master Selected Dealers Agreement.

M&A representations:

• MetricTest, a leading provider for buying, renting and leasing new and refurbished electronic test equipment, in the sale of its outstanding capital stock by its shareholders to Microlease, Inc., the U.S. subsidiary of Microlease plc, a global electronic test equipment provider based in the United Kingdom (2011)
• New Wave Media, the owner of the AdoTube™ online video advertising network, in its completed merger with Exponential Interactive, Inc. (2011)
• Raymond James & Associates, Inc. as financial advisor to Quepasa Corporation in its $100 million cash and stock merger with myYearbook.com (2011)
• The special committee of the board of directors of Tongjitang Chinese Medicines, an NYSE-listed public company, in negotiating an agreement and plan of merger with a bidder group led by its chairman and Fosun Industrial in a going-private transaction (2010-2011)
• The founders of QAD Inc. in its dual-class recapitalization (2009-2010)
• SiRF Technology Holdings, a NASDAQ-listed public company, in connection with its agreement and plan of merger with CSR plc, a London Stock Exchange listed foreign private issuer, in a stock-for-stock combination (2009)
• Credit Suisse as financial advisor to SPAC vehicle Heckmann Corporation in its acquisition of China Water & Drinks (2008)
• Hellman & Friedman LLC in connection with the leveraged buyout and debt financing of Goodman Global, Inc., and its tender offers for outstanding fixed and floating rate notes (2007-2008) and Goodman Global in its exchange offer for new 13.50%/14/00% senior subordinated notes (2008)
• AOL LLC, in the acquisition of Sphere Source, Inc. (2008)
• AOL LLC, in the acquisition of Goowy Media Inc. (2008)
• Silver Lake Partners and TPG in connection with the sale of Network General Corporation to NetScout Systems, Inc. in a combined cash, stock and debt transaction (2007)
• VF Holding Corp. and its wholly owned subsidiary, Vertafore, Inc., portfolio companies of Hellman & Friedman LLC, in the purchase of all of the outstanding shares of common stock of Advanced Solutions, Inc. (2007)
• Seagate Technology in connection with $1.8 billion acquisition of Maxtor Corporation (2006)
• Elevation Partners in connection with its strategic investment in Forbes Media LLC (2006)
• International Petroleum Investment Company (Abu Dhabi) in its investment in Borealis A/S (2005)
• Novartis, in the demerger of its agribusiness and crop science units and combination with the agrochemicals business of AstraZeneca to form Syngenta (2000)

Capital Markets representations:

• IPO and follow-on offerings for RealD (July and December 2010), OpenTable (2009),  Micron* (2009), CBRE (2008), Heckmann Corporation*, (2007), AMIS Holdings* (2007), ChipMOS* (2006); Business Objects* (2005); ExonHit Therapeutics (2005); ALSTOM (2004), SES Global* (2004); France Telecom (2004); Orange (2001), STMicroelectronics N.V. (2001), Novartis AG and Syngenta AG (2000) (* represented underwriters) 
• Convertible note offerings for GLG Partners, Inc.* (2009) and Micron Technology* (2009 and 2007), an exchangeable note offering for POSCO* (2008), convertible note offerings for Lawson Software (2007), China Medical Technologies (2006) and San Disk Corporation* (2006), and STMicroelectronics (2003) and exchangeable note offerings for France Telecom in respect of shares of Orange and STMicroelectronics (2002 and 2001)
• Multi-billion dollar investment grade bond issuances for Northrop Grumman Corporation (and concurrent subsidiary debt tender offers), Oracle Corporation*, Seagate Technology
• High yield debt issuances and registered exchange offers for Liz Claiborne (2011), RadNet (2010), Rhodia (2005 and 2004)

Private company and venture capital representations:

• Represented LegalZoom.com, Inc. in connection with a transaction involving Institutional Venture Partners, Klein Perkins Caufield & Byers and certain existing stockholders of Legalzoom.com (2011)
• Represented Hanwha in its investments in tenKsolar and Crystal Solar (2011)
• Various private companies with compelling technologies in formation, commercial and financing transactions

Representative SEC representations:

• CBRE Group
• CSR plc
• RealD
• RadNet
• SiRF Technology Holdings/CSR plc 
• Northrop Grumman Corporation
• Goodman Global
• Seagate Technology
• Agilent Technologies
• STMicroelectronics
• Novartis
• Syngenta
• Tongjitang Chinese Medicines
• Volvo
• ALSTOM
• Rhodia
• Technip

Honors

• Legal 500, 2010
• Top Capital Markets Lawyer, Debt and Equity (California), Chambers & Partners USA, 2011
• Rising Star, Northern California Super Lawyers, 2011

Memberships

• Member, American Bar Association, Business Law Section, Subcommittee on Negotiated Acquisitions
• The French-American Chamber of Commerce of San Francisco
• Association for Corporate Growth, Silicon Valley Chapter
• The Churchill Club, Silicon Valley Chapter

Articles

• Quoted in, Cloud Company Hits Market in Week of IPOs, Daily Journal, December 14, 2011
• Quoted in, Redemption Clock For eHarmony is Ticking, Reuters, August 22, 2011
• Quoted in, IPO Delays May Mean Less Pay For More Work, Daily Journal, August 15, 2011
• Mentioned in, "Chinese Pharmaceutical Company is Privatised in Precedent-Setting Deal," China Law & Practice, May 3, 2011
• SEC Leader Signals Revised Rules, The Recorder, May 19, 2011
• Quoted in, How to Deal With Unwanted Suitors: A Ruling in a Delaware Court Suggests Poison Pills are Still Effective and May Continue to be Useful as Deterrents Against Hostile Bids, Investment Dealers' Digest, March 11, 2011 
• Quoted in, 2010:  Five Big Bangs - A Look at five explosive issues in corporate governance and what directors should watch for in 2011, Corporate Board Member, First Quarter, 2011
• Poison Pills With A Twist, The Recorder, January 10, 2011
• A Guide to Poison Pills, The Recorder, December 31, 2010
• SEC Action under Regulation FD for Implicit Communications, Insights, Volume 24, Number 12, December 2010
• The Return of the Poison Pill - Lessons Learned in 2010 from the Selectica and Barnes & Noble Cases, Insights, Volume 24, Number 12, December 2010
• What Non-Financial Foreign Private Issuers Need to Know About the Dodd-Frank Wall Street Reform and Consumer Protection Act, Risk & Compliance Law Report, December 2010
• SEC Enforcement Action Under Regulation FD for Implicit Communications to Selected Analysts, Corporate Board Member, November 24, 2010 
• Getting Active, The Deal, September 30, 2010
• Proxy Access' Effect on Management, The Recorder, September 20, 2010
• The Nuts and Bolts of Proxy Access: A Guide to the SEC's New Regulations on Board Member Nominations, The Recorder, September 13, 2010
• Using Credit Ratings in Public Debt Offerings, Law360, August 19, 2010
• Use Of Credit Ratings Information After Passage of Dodd-Frank Act, The Daily Journal, August 19, 2010

Corporate & Securities Law Blog Articles

• "Delaware Supreme Court Clarifies When a Series of Dispositions will not Trigger an "All or Substantially All" Indenture Covenant," October 11, 2011
• "SEC Fee Rate Adjustment for Section 6(B), Section 13(E) and Section 14(G) To Be Effective October 1, 2011," September 29, 2011
• "SEC Rulemaking: Guide to Newly Effective Eligibility Criteria to Replace Credit Ratings in Public Offerings," September 26, 2011
• "Amendments to SEC Rule 14a-8 Allowing Shareholder Proposals for Proxy Access Regimes to Come into Effect," September 12, 2011
• "SEC Announces Slight Decrease in Fee Rates for Section 6(b), Section 13(e) and Section 14(g) in Fiscal Year 2012," September 6, 2011
• "Legal Update: SEC Fee Rate Adjustments on the Horizon," May 10, 2011
• "SEC Considering New Regulations Governing Capital Formation for Smaller Companies, Crowdfunding, Social and Other New Media," April 21, 2011
• "SPACs 2.0: New SPAC Rules Changes Approved by NASDAQ and NYSE AMEX and New Market Features Make SPACs a More Attractive Investment Vehicle in 2011," March 21, 2011
• "New SEC Proposal To Modify Short Form Registration Statement Eligibility Requirements And Repeal Credit Rating-Based Eligibility For Public Offerings Of Non-Convertible Debt Securities," February 17, 2011
• "SEC Proposes Amendments To Reflect Dodd-Frank's Definition Of "Accredited Investor"," February 7, 2011
• "SEC Fee Rate Adjustment for Section 6(b), Section (13e) and Section 14(g) to Be Effective December 27, 2010," December 29, 2010
• "SEC Enforcement Action Under Regulation FD For Implicit Communications To Selected Analysts," November 17, 2010
• "SEC Adjusts Fee Rates for Section 6(b), Section (13e) and Section 14(g)," October 12, 2010
• "SEC'S Interpretive MD&A Guidance On Liquidity And Capital Resources And Proposed New Rules On Short-Term Borrowing Disclosure," October 11, 2010
• "SEC Stays New Proxy Access Rules," October 5, 2010
• "ALERT: Legal Challenge To SEC's Recently Adopted Proxy Access Rules," September 29, 2010
• "Dodd-Frank: What Non-Financial Foreign Private Issuers Need To Know," September 3, 2010
• "Legal Update: Dodd-Frank Redefines "Accredited Investor" and the SEC Provides New Guidance," September 3, 2010
• "SEC Adopts Mandatory Proxy Access Rule for Shareholder Director Nominations -- Applicable for 2011 Proxy Season," August 27, 2010
• "Registered Public Offerings Of Debt Securities And The Use Of Credit Ratings Information In SEC Filings After Dodd-Frank," August 17, 2010
• "Legal Update: Dodd-Frank Redefines "Accredited Investor"," July 23, 2010
• "SEC Adjusts Fee Rates For Section 6(b), Section (13e) and Section 14(g)", December 21, 2009
• "First SEC Enforcement Action under Regulation G for Misleading Non-GAAP Financial Measures", November 24, 2009

Speeches

• "Q3 2011: Dealmaking Trends and Developments," November 2011
• “Greentech Corporate Strategic Partnering & Investment,” at AlwaysOn’s GoingGreen Silicon Valley Summit 2011, September 27, 2011
• "Current Developments in Capital Raising," TheCorporateCounsel.net Webcast, September 14, 2011
• "Q2 2011: Dealmaking Trends and Developments," August 2011
• "Q1 2011: Dealmaking Trends and Developments," April 2011
• "Money falling from the Cloud," at AlwaysOn's Silicon Valley Innovation Summit 2011, July 28, 2011
• "How Private Companies are Benefitting from the Gold Rush in Online Video Advertising," at ELEVATE Online Video Advertising Summit East, 2011, June 7, 2011
• "M&A In the Cloud," at AlwaysOn's OnDemand conference Palo Alto 2011, March 29, 2011
• "Who’s Keeping Your Data Safe?," at AlwaysOn's OnDemand conference Palo Alto 2011, March 29, 2011
• "The Art of the M&A Deal," at AlwaysOn's Venture Summit Silicon Valley 2010, December 15, 2010

Events

• Digital Media Law Forum at the Commonwealth Club Silicon Valley, February 23, 2011, M&A for 2011: Meet the Players
• The Return of the IPO as a Viable Exit - Key Indicators, Considerations and Early Action Items, September 16, 2010, Third Thursday Emerging Company Webinars