Lawyers at two Silicon Valley firms harvested the fruits of their startup labors when Autonomy Corp. plc agreed to acquire Interwoven Inc. last month. Autonomy, a Cambridge, U.K.-based software group, turned to William Myers at Morgan, Lewis & Bockius LLP in San Francisco to draft the merger agreement with San Jose, Calif.-based Interwoven. Myers works down the hall from Thomas Kellerman, who as a partner at Brobeck Hale and Dorr in London represented Autonomy on its 1998 IPO in London. That firm was a joint venture between San Francisco's Brobeck, Phleger & Harrison LLP and Boston-based Hale and Dorr LLP, which has since merged with Washington's Wilmer Cutler & Pickering LLP.
After Brobeck collapsed in 2003, Kellerman and many of his colleagues joined Morgan Lewis, which represented Autonomy on its 2006 acquisition of Verity Inc. for $500 million and its 2007 purchase of Zantaz Inc., an e-mail archiving and litigation support company, for $375 million. Autonomy used Deutsche Bank AG for advice on both transactions and turned to Edward Law, Thierry Monjauze and Rupert Green on the Interwoven acquisition.
Autonomy is also using Nicholas Holmes at Ashurst in London for advice on the U.K. financing of the deal. Holmes advised Citigroup Inc. in 2007, when that bank served as bookrunner to Autonomy on its issuance of Blinkx plc shares on London's AIM. Citi's Henry Davis, Charlie Lytle and Adam Lister are helping to advise Autonomy on the financing of the Interwoven purchase. Morgan Stanley's Christian Lucas, Mike Wyatt and Rosie Bailey are also advising the buyer.
The target used Matt Quilter, Doug Cogen and David Michaels at Fenwick & West LLP, which handled the legal work on the e-commerce software company's 1999 IPO and at least a dozen acquisitions. Fenwick brought in Ian Stanley and Ed Barnett at London's Allen & Overy LLP as U.K. counsel. Interwoven used Mikhal Katz and Drago Rajkovic of Barclays Capital for banking advice. Barclays inherited the business from Lehman Brothers Inc., which represented Interwoven on its $171 million purchase of iManage Inc. in 2003. Interwoven also got a fairness opinion on Autonomy from David Popowitz and Storm Duncan at Credit Suisse Group.