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Carlos W. Ellerbe
Partner
Corporate
San Francisco
cellerbe@wsgr.com

D650-565-3562

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Carlos W. Ellerbe is a corporate and securities partner at Wilson Sonsini Goodrich & Rosati. Over the past 25 years, Carlos has represented well over 100 technology companies and investors in matters such as entity formation and organization; capital formation (venture capital financings and public offerings); licensing and other technology transactions; and mergers and acquisitions. Carlos has extensive experience in advising directors and officers on corporate governance and fiduciary duty matters.

Prior to law school, Carlos worked at KPMG for almost seven years as a consultant and an auditor. As a consultant, Carlos worked with large institutions and emerging growth companies in developing business process and organizational strategies. As an auditor, Carlos led teams in determining whether his clients' financial statements were in accordance with GAAP, and he advised directors and officers on effective internal controls and other operating policies and procedures.

Experience

Carlos W. Ellerbe is a corporate and securities partner at Wilson Sonsini Goodrich & Rosati. Over the past 25 years, Carlos has represented well over 100 technology companies and investors in matters such as entity formation and organization; capital formation (venture capital financings and public offerings); licensing and other technology transactions; and mergers and acquisitions. Carlos has extensive experience in advising directors and officers on corporate governance and fiduciary duty matters.

Prior to law school, Carlos worked at KPMG for almost seven years as a consultant and an auditor. As a consultant, Carlos worked with large institutions and emerging growth companies in developing business process and organizational strategies. As an auditor, Carlos led teams in determining whether his clients' financial statements were in accordance with GAAP, and he advised directors and officers on effective internal controls and other operating policies and procedures.

Education
  • J.D., The George Washington University Law SchoolWith Honors
  • B.S., University of Maryland, College Park
Admissions
  • State Bar of California
  • Certified Public Accountant
Credentials
Education
  • J.D., The George Washington University Law SchoolWith Honors
  • B.S., University of Maryland, College Park
Admissions
  • State Bar of California
  • Certified Public Accountant

Select Representations

  • Twitch (formerly Justin.tv) in corporate matters, venture capital financings and licensing matters. Amazon acquired Twitch for almost $1 billion.
  • Zappos in corporate matters, venture capital financings and vendor transactions. Amazon acquired Zappos for approximately $1 billion.
  • YouTube in its early stage corporate matters and its initial venture capital financing. Google acquired YouTube for approximately $1.65 billion.
  • Fenix International in its acquisition by ENGIE; Caspida in its acquisition by Splunk; Audience in its acquisition of Sensor Platforms; Socialcam in its acquisition by Autodesk; Teranetics in its acquisition by PLX Technology; Mimosa Systems in its acquisition by Iron Mountain; and Visual Numerics in its acquisition by Rogue Wave Software.
  • Komag in a public offering after emerging from bankruptcy; Merrill Lynch as underwriter of a public offering by InVision Technologies; HealtheTech in its initial public offering; and Credit Suisse as underwriter of a public offering by Neurocrine Bioscences.
Matters

Select Representations

  • Twitch (formerly Justin.tv) in corporate matters, venture capital financings and licensing matters. Amazon acquired Twitch for almost $1 billion.
  • Zappos in corporate matters, venture capital financings and vendor transactions. Amazon acquired Zappos for approximately $1 billion.
  • YouTube in its early stage corporate matters and its initial venture capital financing. Google acquired YouTube for approximately $1.65 billion.
  • Fenix International in its acquisition by ENGIE; Caspida in its acquisition by Splunk; Audience in its acquisition of Sensor Platforms; Socialcam in its acquisition by Autodesk; Teranetics in its acquisition by PLX Technology; Mimosa Systems in its acquisition by Iron Mountain; and Visual Numerics in its acquisition by Rogue Wave Software.
  • Komag in a public offering after emerging from bankruptcy; Merrill Lynch as underwriter of a public offering by InVision Technologies; HealtheTech in its initial public offering; and Credit Suisse as underwriter of a public offering by Neurocrine Bioscences.
Focus Areas
  • Corporate
  • Corporate Governance
  • Emerging Companies and Venture Capital
  • Environmental, Social, and Governance
  • Mergers & Acquisitions
Recent Insights
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Wilson Sonsini Advises Shutterfly on CADY’s Acquisition of Lifetouch Assets
On August 26, 2025, CADY, a leading school photography company, announced the acquisition of Lifetouch’s high school photography accounts in select schools in the Mid-Atlantic, Southeast, and Texas. Wilson Sonsini Goodrich & Rosati advised Shutterfly, which owns the Lifetouch brand, on the transaction.
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Wilson Sonsini Advises SimpliPhi Power on Acquisition by Briggs & Stratton
On September 7, 2021, Briggs & Stratton, a recognized global leader in providing power to get work done,  announced that it has acquired SimpliPhi Power, a California-based manufacturer of energy storage and management systems that store solar, grid, and wind power for future use by residential, commercial, and industrial customers. The terms of the deal were not disclosed. Wilson Sonsini Goodrich & Rosati advised SimpliPhi Power on the transaction.

Through the acquisition, Briggs & Stratton will accelerate its growth into the energy storage system market, expanding the business to offer a comprehensive range of products that provide safe, reliable, and affordable energy solutions to a broader group of customers in this fast-growing market.
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