Practice
Michael Dorf is a partner in the firm’s Mergers & Acquisitions Group and is based in the San Francisco office. Mr. Dorf has extensive experience in public and private mergers & acquisitions and related corporate governance matters. He has represented strategic and financial buyers and sellers in a wide range of public and private business combination transactions, including mergers, stock and asset acquisitions and divestitures, tender and exchange offers, minority investments, joint ventures and corporate partnering transactions. He also has significant experience in cross-border transactions, including acquisitions involving Canadian, Israeli and Indian companies. He has also represented issuers in leveraged transactions and public and private offerings of debt and equity securities. Mr. Dorf joined the firm as a partner in 2008. From 2005 to 2008, Mr. Dorf was a partner in the San Francisco office of O’Melveny & Myers LLP, and from 2000 to 2005, Mr. Dorf was a partner in the San Francisco office of Wilson Sonsini Goodrich & Rosati.

Mr. Dorf has been cited in the Chambers USA Guide to America’s Leading Business Lawyers and has been recognized as one of the leading lawyers in the Bay Area by Bay Area Lawyer magazine.

• Sybase in several transactions, including its (i) $5.8 billion sale to SAP, (ii) acquisition of Extended Systems, (iii) acquisition of AvantGo, (iv) acquisition of Mobile365, (v) acquisition of XcelleNet, (vi) exchange offer for New Era of Networks, and (vii) acquisitions of several private companies
• Francisco Partners in several transactions, including its (i) acquisition of the Source Photonics business unit of MRV Communications, (ii) acquisition of Quantros, (iii) acquisition of QuadraMed, (iv) acquisition of the Webtrends business of NetIQ, (v) acquisition through Electrical Components International of the Wire Harness Business of Viasystems Group, (vi) acquisition of Ex Libris Ltd., (vii) acquisition from Elsevier of Endeavor Information Systems and the restructuring of Endeavor and Ex Libris to form Ex Libris Group, and (viii) sale of Ex Libris Group to Leeds Equity Partners
• STMicroelectronics N.V. in its sale of Numonyx Holding B.V., a joint venture between STMicroelectronics, Intel and Francisco Partners, to Micron Technology
• Intuit in several transactions, including its acquisition of PayCycle, its acquisition of Electronic Clearing House and its acquisitions of several private companies
• VMware in its acquisition of Shavlik Technologies
• Sun Microsystems in several transactions, including its acquisition of Cobalt Networks and its acquisitions of several private companies
• Webtrends, a Francisco Partners portfolio company, in several transactions, including its (i) acquisition of Transpond, (ii) acquisition of the assets of WideMile, (iii) disposition of the assets of its WebPosition product line to a management-led group, and (iv) acquisition of ClickShift
• Vector Capital in its acquisition of a minority stake in, its unsolicited proposal to acquire, and its agreement to co-invest equally with Francisco Partners in the negotiated acquisition of, WatchGuard Technologies, and its terminated acquisition of BroadVision
• Technology Crossover Ventures in the restructuring of its investment in RJ O’Brien
• Tower Semiconductor Ltd. in its acquisition of Jazz Technologies
• Spansion in its acquisition of Saifun Semiconductors Ltd.
• Cell Genesys in its sale to BioSante
• CMC Biopharmaceuticals A/S in its acquisition of the ICOS biologics contract manufacturing business of Eli Lilly
• Electrical Components International, a Francisco Partners portfolio company, in its acquisition of the Noma Wire and Cable Assembly Business of GenTek Inc.
• LANDesk Software, a Vector Capital portfolio company, in its sale to Avocent
• Business Objects in its acquisition of Inxight Software
• NuView in its acquisition by Brocade Communication Systems
• Corio in its acquisition by IBM
• Bank of America Merrill Lynch as financial advisor to salesforce.com in its acquisition of the shares of its Japanese subsidiary that it did not already own
• Houlihan Lokey Howard & Zukin in providing a fairness opinion to Corgi International in its transaction with Master Replicas and Cards
• Seven Hills Partners as financial advisor to Iomed in its acquisition by ReAble Therapeutics

• “Earn-Outs and Other Deferred Consideration Rights,” The Review of Securities & Commodities Regulation, March 2002
• “Acquisitions and Sales Involving Technology Companies,” Advising High-Technology Companies (PLI)
• “Securities Filings and Disclosure Matters in M&A Transactions,” Drafting Securities Filings 2010 (PLI)
• “Evolving Due Diligence Strategies for Buyers and Sellers in M&A Transactions,” Inside the Minds: Business Due Diligence Strategies 2011 (Aspatore Books)