David Healy is Co-Chair of the Mergers & Acquisitions Group of the law firm of Fenwick & West. In addition to advising technology companies in mergers and acquisitions, joint ventures, strategic partnering transactions and spin-offs, Dave's practice also includes startup and public company issues, venture capital financings, public offerings and licensing matters. From December 2011 to April 2012, Dave served as Interim General Counsel of Hewlett-Packard Company.
Dave has represented a wide range of public high-technology companies, including HP, Cadence, Synaptics, Spansion, Silver Spring Networks, McKesson, Dell, VERITAS, Opsware and Sun Microsystems. Dave's clients have also included startups backed by numerous prominent VC firms, including Andreessen Horowitz, Kleiner Perkins, Sequoia, Benchmark and NEA. Dave has negotiated sales of his clients to major companies, such as HP, Oracle, Intel, Cadence, ATI, EMC and Maxtor. Dave has also represented a number of VC firms, including Andreessen Horowitz, Norwest Venture Partners, Kleiner Perkins and TA Associates.
Dave has had primary responsibility for business transactions ranging from $20 million to over $3 billion. Transactions include representing HP on its recent acquisition of Vertica Networks and its recent agreement to sell its Video Collaboration business unit to Polycom; McKesson’s recent acquisition of MedVentive; acquisitions and joint ventures for Sun Microsystems, Exodus' $2.1 billion acquisition of Global Crossing's Web hosting business; the sale of Opsware to HP in a $1.6 billion cash tender offer; a $2.5 billion offshore joint development and manufacturing agreement for Dell; VERITAS' $3.4 billion acquisition of Seagate's NSMG business; eBay’s sale of its Skype communications unit, in a deal valuing Skype at $2.75 billion, to an investor group that included Silver Lake and Andreessen Horowitz; the $875 million acquisition by Rational of Pure Atria; Compuware's $350 million tender offer for Data Processing Resources Corporation; the Intel-Mattel "Smart Toys" joint venture; a satellite joint venture for Lockheed; the $239 million Marimba-BMC merger; the $142 million sale of Jigsaw Data to Salesforce.com; the $130 million Micron-Interland merger; the $75 million Kana-Broadbase merger; acquisition work for Transforma Acquisition Group Inc. (a special-purpose acquisition entity); the $21 million sale of NetXen to QLogic; the sale of Hifn (NASDAQ: HIFN) to Exar; Silver Spring Networks' acquisition of Greenbox Technology; MKS Instruments’ sale of Ion Systems to Illinois Tool Works; and numerous other acquisitions by Magma Design Automation, Opsware, Neoforma, Exodus and Cadence Design Systems.
Dave has been a regular speaker on merger, joint venture, strategic partnering, technology, valuation and startup issues and has served as Acting General Counsel to Cadence Design Systems. He has co-chaired the Thomson/West Legalworks Western M&A Forum for a number of years, and he conceived and moderated the ongoing Fenwick & West M&A Seminar Series (which has featured many prominent business executives and VCs, including Ray Lane of Kleiner Perkins and Oracle; Don Lucas, former chair of Oracle and Cadence; Ray Bingham, former CEO of Cadence and partner at General Atlantic; Ned Barnholt, former CEO of Agilent; Ram Shriram, founding director of Google; Mark Garrett, CFO of Adobe; and S. Atiq Raza, former president of AMD).
Dave has been recognized by Global M&A Network as one of Americas Top 50 M&A Lawyers. He has also been selected as a Northern California "Super Lawyer" in the area of Mergers and Acquisitions.
Dave clerked with the Supreme Court of California.
Divestitures: Typical Negotiated Issues, Nov. 2011
Recent M&A Trends & Developments, June 2011
Recent M&A Trends & Developments, Dec. 2009
"Top Ten" M&A Deal Insights From Leading CEOs, CFOs and VCs - M&A Seminar Series: Key Tips From All Eight Sessions
M&A Seminar Series [below are links to single sessions only]
- Session Eight: CEO View: Top Ten Summary/Summary of Panelist Interviews/Transcript (Ben Horowitz, co-founder and former President and CEO of Opsware; Dave Orton, former President and CEO of ATI Technologies; Tony Zingale, former CEO and President of Mercury Interactive)
- Session Seven: VC/Chairman/CEO/Founder View (Summary and Transcript) (Glen Antle, Trident CEO & Cadence founder; Mike Child, Managing Director, TA Associates; Don Lucas, VC & Oracle and Cadence Board Member; Jim Solomon, Cadence founder)
- Session Six: Director/Executive/VC View (Summary and Transcript) (Ray Lane, Kleiner Perkins; Ned Barnholt, former Agilent CEO; Ray Bingham, partner General Atlantic and former CEO Cadence)
- Session Five: VC/Board Member View (Summary) (Ram Shriram, VC & Google founder; Atiq Raza, former CEO NexGen and CEO RMI; Jim Hogan, VC & former SVP Cadence; Eric Keller, CEO Movaris and former Marimba Board member)
- Session Four: CEO View (Summary) (Rajeev Madhavan, CEO Magma; Rich Wyckoff, former CEO Marimba; John Sanguinetti, former President, Chronologic and Forte Design; Charlie Huang, VC, former CEO CadMOS, VP BD Cadence)
- Session Three: CFO View (Summary) (Greg Walker, CFO Magma, Bill Porter, CFO Cadence; Mark Garrett, CFO Documentum and CFO Adobe)
- Session Two: Business Development Executive's View (Summary) (Mark Bailey, DFJ ePlanet partner, former SVP BD Symantec & Healtheon; Greg Wagenhoffeer, Dir. M&A, Magma; Michel Courtoy, M&A VP Cadence & CEO Certess)
- Session One: Investment Banker View (Summary) (Tim Ng, Deutsche Bank; Mike Kelly, Broadview; Glenn Daniel, Houlihan)
M&A Development: Deal Process and Protections (Netsmart, Lear and Topps): Lessons On What Not To Do When Selling Your Company, Fenwick & West, September 24, 2007.
M&A Development: Emerging Communications—Court Finds Financially Sophisticated Director Personally Liable for $77 Million (In Re Emerging Communications), Fenwick & West Corporate and Securities Law Update, November 9, 2004.
M&A Development: Omnicare—Court Declares Certain Deal Protection Mechanisms Unenforceable (Omnicare v. NCS Healthcare), Fenwick & West Corporate Securities Law Update, May 16, 2003.
Joint Ventures and Other Growth Alternatives