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2.13.25
Wilson Sonsini Advises Intevac on Acquisition by Seagate
On February 13, 2025, Seagate Technology Holdings plc, a leading innovator of mass-capacity data storage, and Intevac, Inc., a supplier of thin-film processing systems, announced that Seagate has entered into a definitive agreement to acquire Intevac in an all-cash transaction for $4.00 per share. Wilson Sonsini Goodrich & Rosati has represented Intevac for decades and advised the company in connection with this acquisition.
In connection with the closing of the transaction, Intevac will pay a one-time special dividend of $0.052 per share. Separately, Intevac’s board of directors has declared a regular quarterly dividend of $0.05 per share, which will be paid on March 13, 2025, to Intevac stockholders of record as of February 28, 2025. The transaction and the special dividend deliver aggregate consideration to Intevac stockholders of $4.052 per share, or $4.102 per share including Intevac’s regular quarterly dividend. This represents a premium of 45 percent to Intevac’s closing price of $2.83 per share on December 11, 2024, one day prior to Intevac’s announcement that it had renewed its focus on pursuing strategic options; a premium of approximately 21 percent to Intevac’s closing price of $3.38 per share on February 12, 2025; and an aggregate value of approximately $119 million, including both dividends.
In connection with the closing of the transaction, Intevac will pay a one-time special dividend of $0.052 per share. Separately, Intevac’s board of directors has declared a regular quarterly dividend of $0.05 per share, which will be paid on March 13, 2025, to Intevac stockholders of record as of February 28, 2025. The transaction and the special dividend deliver aggregate consideration to Intevac stockholders of $4.052 per share, or $4.102 per share including Intevac’s regular quarterly dividend. This represents a premium of 45 percent to Intevac’s closing price of $2.83 per share on December 11, 2024, one day prior to Intevac’s announcement that it had renewed its focus on pursuing strategic options; a premium of approximately 21 percent to Intevac’s closing price of $3.38 per share on February 12, 2025; and an aggregate value of approximately $119 million, including both dividends.
Client Highlights
1.16.25
Wilson Sonsini Advises Smith Point Capital on Prophecy’s $47 Million Series B-1
On January 16, 2025, Prophecy, a leading data copilot company, announced the completion of a $47 million Series B-1 funding round. The round was led by Smith Point Capital, with HSBC joining as a new investor. Existing investors, including Berkeley SkyDeck, DallasVC, Insight Partners, JPMorgan Chase, and SignalFire, also participated. Wilson Sonsini Goodrich & Rosati advised Smith Point Capital on the transaction.
Client Highlights
1.11.24
Wilson Sonsini Advises Transphorm on $339 Million Acquisition by Renesas
On January 11, 2024, Renesas Electronics Corporation (Renesas, TSE: 6723), a premier supplier of advanced semiconductor solutions, and Transphorm, Inc. (Transphorm, Nasdaq: TGAN), a global leader in robust gallium nitride (GaN) power semiconductors, announced that they had entered into a definitive agreement pursuant to which a subsidiary of Renesas will acquire all outstanding shares of Transphorm’s common stock for $5.10 per share in cash, for a transaction value of approximately $339 million. Wilson Sonsini Goodrich & Rosati advised Transphorm on the transaction.
Client Highlights
11.10.21
Wilson Sonsini Represents MegaChips Corporation in SiTime’s Follow-on Public Offering
On November 9, 2021, SiTime Corporation, a leader in MEMS timing, announced the pricing of its follow-on public offering of 2,000,000 shares of its common stock at a price to the public of $225.00 per share, including 1,000,000 shares of common stock to be sold by MegaChips Corporation and 1,000,000 shares of common stock to be issued and sold by SiTime. Wilson Sonsini Goodrich & Rosati is advising MegaChips Corporation in the transaction.
SiTime will not receive any proceeds from the sale of shares of common stock by MegaChips Corporation. The gross proceeds of the offering to SiTime, before deducting underwriting discounts and commissions and other offering expenses, are expected to be $225.0 million, excluding any exercise of the underwriters’ option.
The Wilson Sonsini Goodrich & Rosati team advising MegaChips Corporation in connection with the transaction includes senior and founding partner Larry Sonsini and corporate partners Doug Schnell and Erika Muhl.
For more information, please see SiTime’s press release.
SiTime will not receive any proceeds from the sale of shares of common stock by MegaChips Corporation. The gross proceeds of the offering to SiTime, before deducting underwriting discounts and commissions and other offering expenses, are expected to be $225.0 million, excluding any exercise of the underwriters’ option.
The Wilson Sonsini Goodrich & Rosati team advising MegaChips Corporation in connection with the transaction includes senior and founding partner Larry Sonsini and corporate partners Doug Schnell and Erika Muhl.
For more information, please see SiTime’s press release.
Client Highlights
2.22.21
Firm Advises Selling Stockholder MegaChips Corporation on SiTime’s Follow-On Public Offering
On February 17, 2021, SiTime Corporation, a leader in MEMS timing, announced the pricing of its follow-on public offering of 3,000,000 shares of its common stock at a price to the public of $127.00 per share, including 1,500,000 shares of common stock to be sold by MegaChips Corporation and 1,500,000 shares of common stock to be issued and sold by SiTime. Wilson Sonsini Goodrich & Rosati is advising MegaChips Corporation in the transaction.
SiTime will not receive any proceeds from the sale of shares of common stock by MegaChips Corporation. The gross proceeds of the offering to SiTime, before deducting underwriting discounts and commissions and other offering expenses, are expected to be $190.5 million, excluding any exercise of the underwriters’ option. The offering is expected to close on February 22, 2021, subject to customary closing conditions.
The Wilson Sonsini team advising MegaChips Corporation in the transaction includes Senior and Founding Partner Larry Sonsini and corporate partners Doug Schnell and Erika Muhl.
SiTime will not receive any proceeds from the sale of shares of common stock by MegaChips Corporation. The gross proceeds of the offering to SiTime, before deducting underwriting discounts and commissions and other offering expenses, are expected to be $190.5 million, excluding any exercise of the underwriters’ option. The offering is expected to close on February 22, 2021, subject to customary closing conditions.
The Wilson Sonsini team advising MegaChips Corporation in the transaction includes Senior and Founding Partner Larry Sonsini and corporate partners Doug Schnell and Erika Muhl.
Press Releases
12.07.20
Wilson Sonsini Elects 15 New Partners
Wilson Sonsini Goodrich & Rosati, the premier provider of legal services to technology, life sciences, and growth enterprises worldwide, today announced that the firm has elected 15 new partners from its attorney ranks. The promotions will be effective February 1, 2021.
Client Highlights
11.04.20
Wilson Sonsini Advises Telenav Special Committee in $241 Million Management Take-Private
On November 3, 2020, Telenav, Inc., a leading provider of connected-car and location-based services, announced that it has entered into a definitive merger agreement to be acquired by V99, Inc., a Delaware corporation led by HP Jin, co-founder, president, and chief executive officer of Telenav, for $4.80 per share in an all-cash transaction that values Telenav at approximately $241 million. Acting upon unanimous recommendation by a special committee, the Telenav board of directors unanimously approved the merger agreement and the merger, with Mr. Jin and Samuel T. Chen (a director at Telenav) recusing themselves from all related discussions and abstaining from the vote. The special committee negotiated the terms of the merger agreement with assistance from its independent financial and legal advisors. Messrs. Jin and Chen and a certain entity affiliated with Mr. Chen are expected to provide debt financing in connection with the proposed transaction. Wilson Sonsini Goodrich & Rosati represented Telenav’s special committee in the transaction.
Client Highlights
9.03.20
Wilson Sonsini Advises QuantumScape in Merger with Kensington Capital Acquisition Corp.
On September 3, 2020, QuantumScape Corporation, a developer of next generation solid-state lithium-metal batteries for use in electric vehicles, and Kensington Capital Acquisition Corp., a special purpose acquisition company (SPAC), announced a definitive agreement for a business combination that would result in QuantumScape becoming a publicly listed company. The combined company will be named QuantumScape and is expected to remain listed on the NYSE. Wilson Sonsini Goodrich & Rosati is advising QuantumScape in the transaction.
Client Highlights
6.17.20
Wilson Sonsini Advises MegaChips in SiTime's Follow-on Public Offering
On June 16, 2020, SiTime Corporation, a market leader in MEMS timing, announced the completion of its follow-on public offering of 4,025,000 shares of its common stock at a price to the public of $32 per share. MegaChips Corporation sold 2,500,000 shares of common stock, and SiTime issued and sold 1,525,000 shares of common stock in the offering.