Russ Denton is a partner in the Emerging Growth practice.

Russ advises clients in mergers and acquisitions, venture capital and private equity financings and public offerings. Russ also has experience representing companies in proxy solicitations and other contests for corporate control, corporate governance and SEC compliance and disclosure matters.

Mergers & Acquisitions

• Represented salesforce.com in its acquisitions of ClickSoftware, MapAnything, Inc., and Acumen Solutions
• Represented Brentwood Associates in its acquisitions of Credentials Solutions and Parchment
• Represented Next Insurance in its acquisition of AP Intego
• Represented Kroll Bond Rating Agency in its acquisition by Parthenon Capital Partners
• Represented Ardagh Metal Packaging in its acquisition of Hart Print
• Represented VMware, Inc. in its acquisitions of Octarine Labs, Inc., Datrium, Inc., Salt Stack, Inc., and Mesh 7
• Represented Centina Systems, Inc. in its sale to Ciena Corporation
• Represented an Australian technology company in the sale of its U.S. subsidiary
• Represented a private equity fund in its acquisition of a healthcare revenue cycle management company
• Represented a state pension plan in numerous private equity coinvestments
• Represented a private equity fund in a carve-out acquisition of a healthcare IT division
• Represented LDR Holding Corporation in its $1.1 billion sale to Zimmer Biomet
• Represented a private medical device company in its $130 million sale to a public company
• Represented a private software company in its acquisition of UAE-based company group
• Represented a private software company in the sale of a division
• Represented a private healthcare information technology company in its acquisition
• Represented a public marketing company in the sale of its printing division via two asset sale transactions
• Represented a private semiconductor company in its sale

Venture Capital Financings

• Represented companies in numerous venture capital investments
• Represented venture capital firms and strategic investors in numerous primary and secondary venture capital investments
• Represented venture funds and investors in SPV and fund formation matters
• Represented Caris Life Sciences Inc. in its Series C and Series D financings

Public Equity Offerings

• Represented Ultragenyx Pharmaceutical Inc. in its PIPE investment in Arcturus Therapeutics Holdings, Inc.
• Represented a medical device company in its $92 million follow-on offering
• Represented a medical device company in its $111.9 million follow-on/secondary offering
• Represented numerous selling stockholders in secondary public offerings
• Represented a pharmaceutical company in its proposed initial public offering
• Represented a medical device company in its $86.25 million initial public offering

Exchange Act/Governance/Proxy Contests

• Regularly counsels publicly traded companies regarding their general corporate and Exchange Act reporting and compliance matters
• Representation of numerous clients in all facets of corporate governance, including shareholder rights plans, NOL rights plans, and Rule 14a-8 shareholder proposals
• Represented both companies and stockholders in numerous proxy contests, consent solicitations and related settlement agreements

Awards & Accolades

• Profiled as one of the leading Technology lawyers in Texas, Chambers & Partners USA: America’s Leading Business Lawyers, (2021 - 2022)
• Profiled byEuromoney Legal Media Group in its inaugural list of Americas Rising Stars Awards in Best in Private Equity (Including Venture Capital) (2018)
• Recognized as a Texas Super Lawyer in Mergers & Acquisitions, Super Lawyers by Thomson Reuters (2018)

Speaking Engagements

• Frequent speaker and presenter, most recently:
  • “Special Issues in Acquiring Venture-Backed Companies” (November 18, 2020)
  • “Corporate Venture Capital Investing” (April 22, 2020)
  • “Main Street Fed Funding: Get ahead of the curve with a briefing from global fin-tech, OakNorth and Shearman & Sterling,” Webinar Presentation (April 15, 2020)
  • “COVID-19 Insights Series: Paycheck Protection Program,” Webinar Presentation (April 14, 2020)
  • “Your First Acquisition,” Association of Corporate Counsel Austin Chapter Business & Law Event (September 20, 2019)
  • “Perspectives on Cutting-Edge Issues in Venture Capital and Private Equity,” American Bar Association Business Law Section Annual Meeting (September 13, 2018)
  • Proxy Statement Interactive Seminar; Austin, Texas (December 13, 2017)
  • Proxy Statement Interactive Roundtable — Corporate Governance Communications Strategies for Shareholder Engagement (December 14, 2016)
  • BDO Year End Accounting and Tax Update - M&A Transactions and Trends (December 10, 2015)

Publications

• Author, “Stacked Deck: Go-Shops and Auction Theory,” Stanford Law Review, 60 Stan. L. Rev. 1529, March 2008.

Other

Russ is an active member of Shearman & Sterling’s FinTech Foundry program, which is designed to support FinTech-related activities of our clients and the wider global FinTech ecosystem. Recently, he served as a mentor for Quesnay’s 2018 Female Founders in Tech Competition, where he advised female-led FinTech startups on their legal needs, helping promote the success of such initiatives.