Partner
Corporate
EXPERIENCE:
Robert G. Day is a partner at Wilson Sonsini Goodrich & Rosati, where he works with public and private technology companies through all stages of their growth, as well as with investment banks and venture capital, growth equity, and private equity firms. Bob specializes in areas of corporate and securities law, including general corporate representation, public offerings, private placements, and mergers and acquisitions. He also has considerable experience in counseling publicly held companies on disclosure matters, corporate governance, complex securities laws issues, and defensive measures. Bob frequently represents investment banks in their underwriting transactions and he also has broad transactional experience representing venture capital and private equity firms and their portfolio companies. Bob is a frequent speaker on topics relating to public offering issues and corporate governance and disclosure matters.
REPRESENTATIVE MATTERS:
* The underwriters in Upwork, Inc.'s $215 million initial public offering
* The underwriters in Zuora, Inc.'s 2018 $177 million initial public offering
* Pluralsight, Inc. in its $358 million initial public offering
* Gigamon, Inc. in its 2017 $1.6 billion sale to Elliott Management, Evergreen Coast Capital, and Qatar Investment Authority
* Robertson Stephens, LLC in its acquisition by Long Arc Capital
* Jive Software, Inc. in its 2017 sale to ESW Capital, LLC
* The initial purchasers in GoPro, Inc.'s 2017 $175 million convertible senior notes offering
* The underwriters in IronPlanet, Inc.'s initial public offering (sold to Ritchie Bros. in dual-track process)
* Hipmunk, Inc. in its 2016 sale to SAP
* Harmonic Inc. in its 2016 strategic warrant agreement with Comcast
* Alaska Permanent Fund Corporation in its 2016 $927 million secondary sale of American Homes 4 Rent Class A common shares
* Vormetric, Inc. in its 2016 $450 million sale to Thales
* comScore, Inc. in its 2016 acquisition of Rentrak
* Vivint Solar, Inc. in its 2015 $2.2 billion merger agreement with SunEdison and 2016 termination of merger agreement
* Harmonic Inc. in its 2015 $125 million convertible senior notes offering
* comScore, Inc. in its 2015 strategic alliance with WPP's data investment management division, Kantar, and in the acquisition of certain of WPP's European internet audience measurement assets
* Vivint Solar, Inc. in its 2014 initial public offering
* The underwriters in GoPro, Inc.'s 2014 initial public offering and follow-on public offering
* Answers in its 2014 sale to Apax Partners
* Answers in its 2013 acquisition of ForeSee Results
* Fusion-io, Inc. in its 2013 sale to SanDisk Corporation
* Fusion-io, Inc. in its 2011 initial public offering and follow-on public offering
* AFCV Holdings in its 2011 acquisition of Answers Corporation
* Harmonic Inc. in its acquisition of Omneon
* Harmonic Inc. in its $150 million self-tender
* The underwriters in Proofpoint, Inc.'s initial public offering and convertible note offerings
* The underwriters in Guidewire, Inc.'s initial public offering and follow-on offering
* Cyan, Inc. in its 2013 initial public offering
* PayLease in its 2014 sale to Francisco Partners
* Sprinkles Cupcakes in its 2013 sale of controlling equity interests to Karp Reilly
* Jive Software, Inc. in its initial public offering
* Aviat Networks in activist defense
* Harmonic Inc. in activist defense
* comScore, Inc. in its initial public offering
* The underwriters in IPG Photonics' initial public offering and follow-on public offering
* Fusion-io, Inc. in its acquisition of io-Turbine
* The underwriters in Ancestry's initial public offering and follow-on public offerings
SELECT CLIENTS:
Companies represented in public offerings, mergers and acquisitions, and corporate law and governance include:
* AFCV Holdings, LLC
* AlphaSmart, Inc.
* Answers Corporation
* Aviat Networks, Inc.
* comScore, Inc.
* Diamond Multimedia Systems, Inc.
* Fusion-io, Inc.
* Gigamon, Inc.
* Harmonic Inc.
* Inter-Tel, Incorporated
* International Manufacturing Services, Inc.
* Jive Software, Inc.
* McAfee, Inc.
* Pluralsight, Inc.
* Proxim Corporation
* Sipex Corporation
* Vivint Solar, Inc.
* Vormetric, Inc.
* Yext, Inc.
Underwriters represented in public offerings include:
* BofA Merrill Lynch
* Citigroup
* Credit Suisse
* Deutsche Bank Securities
* Goldman, Sachs & Co.
* J.P. Morgan
* Morgan Stanley
* Piper Jaffray
* UBS Securities
* Thomas Weisel Partners
EDUCATION:
* J.D., Stanford Law School, 1993
* A.B., History and Economics, Stanford University, 1989
ASSOCIATIONS AND MEMBERSHIPS:
* Member, American Bar Association
HONORS:
* Listed in the 2013-2018 editions of Best Lawyers in America in the area of corporate law
* Selected for inclusion in the 2012-2018 editions of Northern California Super Lawyers
SELECT PUBLICATIONS:
* Co-author, The Initial Public Offering: A Guidebook for Executives and Boards of Directors, Third Edition, Bowne & Co., October 2008
* "Administrative Watchdogs or Zealous Advocates? Implications for Legal Ethics in the Face of Expanded Attorney Liability," 45 Stanford Law Review 645, 1993
SELECT SPEAKING ENGAGEMENTS:
* Adjunct Visiting Lecturer, Capital Markets and Securities Regulation, Stanford Law School, Spring 2009
* Eighth, Ninth, and Tenth Annual Ernst & Young IPO Transformation CEO Retreats
* Corporate Board Member's East Coast Peer Exchange and West Coast Peer Exchange
ADMISSIONS:
* State Bar of California
