- J.D., Notre Dame Law School, cum laude, 2006
- B.A., Vanderbilt University, cum laude, with honors, 2003
- Admitted in California. Not admitted in New York.
Adam Shipley helps his clients resolve problems. Adam’s business minded approach helps his clients maintain focus on achieving their business goals.
Areas of Practice
Adam is expert in representing clients in their most significant transactions—including structuring, negotiating, documenting and, most importantly, closing the transactions.
Mergers and Acquisitions
Adam has extensive experience negotiating and managing company sale transactions, on behalf of both buyers and sellers.
For example, Adam recently represented:
- CA, Inc. (Nasdaq: CA) in its acquisition of Runscope Inc. (2017);
- Corporate members of Fidelis Care in the $3.75 billion sale of Fidelis Care to Centene Corporation (2017, closing pending);
- Ardian North America Direct Buyouts in its acquisition of Dynamic Technologies S.p.A. (2017);
- Electro Rent Corporation (Nasdaq:ELRC) in its $382 million sale to Platinum Equity (2016);
- Trench Plate Rental Co. in its sale to Oaktree Capital Management, L.P. (2016);
- March Vision Care in its sale to UnitedHealth Group (2016);
- Nipro Corporation in its acquisition of Infraredx, Inc. (2015); and
- DR Systems, Inc. in its sale to Merge Healthcare (2015).
Adam has an industry focus on healthcare, and spends a significant portion of his time advising healthcare organizations on transactional, regulatory and governance matters. Adam has extensive experience counseling healthcare organizations in significant transactions, including, for example, representations of Montefiore Medical Center, March Vision Care, Pacific Dental Services, Heritage Development Organization and Sansum Clinic. Adam routinely assists healthcare clients with sale of the company transactions, joint ventures and affiliations.
Startup Companies and Venture/Growth Capital Transactions
Adam represents startup companies in their formation and day-to-day legal needs as well as investors and early stage companies in financing transactions.
Adam has had the excellent opportunity to represent many promising startup companies in connection with his involvement with the UCSD StartR graduate school incubator program and Founder Institute. Recently, Adam has worked with companies including Elcelyx, Inc., Atara Biotherapeutics, Inc. and Scorestream, Inc. in successful venture financing transactions.
Adam also represents investors including, for example, institutional investors Kleiner Perkins Caufield & Byers, Fortistar, Fosun Group and Shanghai Pharmaceuticals.
Adam regularly advises publicly traded companies with securities, transactional and corporate governance matters. Representing public companies requires extensive knowledge of securities laws, Securities and Exchange Commission regulations and stock exchange rules—all in addition to fundamental corporate law—which Adam has been acquiring since he began his law career.
Public company clients include:
- LendingTree (Nasdaq:TREE);
- Kratos Defense & Security Solutions, Inc. (Nasdaq:KTOS);
- Electro Rent Corporation (Nasdaq:ELRC); and
- Avery Dennison Corporation (NYSE:AVY).
Pro Bono Matters
Adam believes in providing pro bono legal services for worthy causes. Adam is outside corporate legal counsel to Circulate San Diego, which is a grassroots organization promoting walkable, bikeable and sustainable development in the San Diego region. Adam periodically provides transactional advice to GLAAD. Adam also recently won a pro bono asylum case.
San Diego Rising Star, Super Lawyers, 2016, 2017
Federal Court Clerkship
Adam clerked for the Honorable Federico A. Moreno in Miami, Florida. Clerking for Judge Moreno, the (then) chief United States District Judge of the Southern District of Florida, provided Adam an appreciation of how litigation works—and an excellent perspective for strategizing how to mitigate litigation risks in transactional and corporate governance matters.
Healthcare Providers, Health Insurance and Hospitals
- Represented the corporate members of Fidelis Care, New York’s largest Medicaid manage care plan, in the $3.75 billion sale of Fidelis Care to Centene Corporation, the nation’s largest Medicaid managed care plan provider.
- Represented Montefiore Medical Center in connection with a joint venture with Crystal Run Healthcare.
- Represented March Vision Care, a vision care benefits administrator, in connection with its sale to UnitedHealth Group.
- Represented Visalia Medical Clinic, a multi-specialty medical group practice, in its affiliation with the Kaweah Delta Health Care District through the creation of the Kaweah Delta Medical Foundation.
- Represented two large medical groups in Orange County, California in their consolidation into one medical group consisting of approximately 250 physicians.
- Represented Heritage Development Organization (an affiliate of Heritage Provider Network) in connection with its negotiation of the Physician Network Development and Care Coordination Collaboration Agreement with Fresenius Medical Care.
- Represented Sansum Clinic in connection with its acquisition of Sansum Clinic Pharmacy.
- Represented two surgery centers in Southern California in connection with the sale of a controlling interest in the surgery centers to a private equity group.
- Represented buyer in connection with its acquisition of a dialysis center in Houston, Texas.
Pharmaceutical, Medical Device and Medical Technology
- Represented Multi Modal Imaging Corporation, an intellectual property licensing concern with intellectual property related to advanced MRI technology used in executive health/human longevity services, in its venture financing by and joint venture with an affiliate of Genting Berhad.
- Represented Nipro Corporation, a medical device manufacturer and distributor based in Japan, in connection with its acquisition of Infraredx, Inc., a manufacturer of medical imaging systems.
- Represented DR Systems, Inc., a manufacturer of medical imaging information systems, in connection with its sale to Merge Healthcare.
- Represented Fosun Group, an investment conglomerate headquartered in Shanghai, China, in connection with its investment in Saladax Biomedical, Inc., a development stage pharmaceutical company.
- Represented venture capital group Kleiner Perkins Caufield & Byers in connection with the spin-off and Series A Preferred Stock financing of True North Therapeutics, Inc., a development stage pharmaceutical company.
- Represented venture capital group Kleiner Perkins Caufield & Byers in connection with its financing of iPierian, Inc., a development stage pharmaceutical company.
- Represented Elcelyx, Inc., a development stage pharmaceutical company, in its spin-off of certain assets.
- Represented Atara Biotherapeutics, Inc. and its sister companies (Nina Biotherapeutics, Inc., Pinta Biotherapeutics, Inc., and Santa Maria Biotherapeutics) in connection with a Series A Preferred Stock financing.
Information Technology, Software and Online
- Represented CA, Inc. (Nasdaq: CA), a software company, in connection with its acquisition of Runscope Inc., a developer and provider of API applications.
- Represented I Drive Safely, LLC, a provider of online driver safety schools in more than 40 states, in connection with its sale to Compass Capital Partners, L.P.
- Represented TargetSolutions, Inc., a provider of online management solutions for public agencies, in connection with its sale to RedVector.com, LLC.
- Represented SiliconSystems, Inc., a manufacturer of solid state memory devices, in connection with its sale to Western Digital Corporation.
- Represented Pomeroy IT Solutions, Inc., a provider of information technology products and services, in connection with its sale to Platinum Equity, LLC.
- Represented Z57, Inc., a leading provider of web sites, lead management and lead generation solutions for real estate agents, in connection with its sale to Constellation Software, Inc.
- Represented Scorestream, Inc., a mobile app for high school and local sports scores and updates, in connection with its Series Seed Preferred Stock financing.
- Represented Samba Holdings, Inc., a provider of driver safety data to employers and school districts, in connection with its sale to Cerca Group, LLC.
- Represented Lenco Mobile Inc., a provider of internet and mobile phone advertising solutions, in its acquisition of assets from Superfly Advertising, Inc.
- Represented Lenco Mobile Inc., a provider of internet and mobile phone advertising solutions, in its acquisition of iLoop Mobile, Inc.
- Represented Trooval.com, Inc. in connection with its sale of Series A-1 Preferred Stock to venture capital group North Bridge Venture Partners.
Manufacturing, Construction and Industrial
- Represented Ardian North America Direct Buyouts in its acquisition of Dynamic Technologies S.p.A., a manufacturer of automobile engine components.
- Represented Trench Plate Rental Co., a provider of trench protection equipment service and solutions to the construction industry, in connection with its sale to Oaktree Capital Management, L.P.
- Represented Electro Rent Corporation, a lessor and reseller of electrical test equipment with operations in the United States, China and Europe, in connection with its sale to Platinum Equity in a $382 million going private transaction.
- Represented National Technical Systems, Inc., a provider of testing, inspection and certification solutions, in connection with its sale to Aurora Capital Group.
- Represented Hunter Industries Incorporated, a manufacturer of irrigation equipment, in its acquisition of FX Luminaire, Inc., a manufacturer of landscape lighting fixtures.
- Represented Two Jinn, Inc., the owner of the 52 Aladdin Bail Bonds retail locations in the western United States, in connection with its sale of assets to Endeavour Capital Partners.
- Represented Rizvi Traverse Management, a private equity group, in a going private transaction of Playboy Enterprises, Inc.
- Represented Eplica, Inc., a temp worker agency, in its acquisition of assets from Contractor’s Employment Services, Inc., a competitor agency.
- Represented a private investor in connection with the acquisition of three franchised restaurants in San Diego County.
- Represented Frontera Investment, Inc., a chain of retail check cashing, payday loan, wire and pawn stores, in connection with its sale of Series A Preferred Stock to Metropolitan Retail Capital, LLC.
Public Company Representation
Representative client engagements include:
- LendingTree, Inc. (Nasdaq:TREE);
- National Technical Systems (Nasdaq:NTSC);
- Electro Rent Corporation (Nasdaq:ELRC);
- RadNet, Inc. (Nasdaq:RDNT);
- Avery Dennison Corporation (NYSE: AVY);
- Represented Kratos Defense & Security Solutions, Inc. (Nasdaq:KTOS) in its tender offer for up to $175 million aggregate principal amount of its 7.000% Senior Secured Notes due 2019.
Real Estate Investment Fund Formation
Mr. Shipley represents fund promoters in connection with the structuring, formation and operation of real estate investment funds with investment focuses on multi-family and commercial real estate properties.
- JOBS Act Eases IPOs, The Recorder, February 7, 2013
Corporate & Securities Law Blog Posts
- "Smaller Reporting Companies Given Additional Time to Comply with Auditor Attestation Report on Internal Control over Financial Reporting," October 5, 2009
- "SEC approves NYSE Rule change regarding Broker Non-Votes," July 15, 2009
Healthcare Law Blog Posts