Robert G. Day

Partner at Wilson Sonsini Goodrich & Rosati PC

Robert G. Day

Robert G. Day

Partner at Wilson Sonsini Goodrich & Rosati PC

Biography

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

Overview
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Number of Awards

13

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Senior & Founding Partner at Wilson Sonsini Goodrich & Rosati PC

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Associate at Wilson Sonsini Goodrich & Rosati PC

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Partner at Wilson Sonsini Goodrich & Rosati PC

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Partner at Goodwin Procter LLP

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Robert G. Day
Partner at Wilson Sonsini Goodrich & Rosati PC
Education
J.D.
Class of 1993

Stanford began offering a curriculum in legal studies in 1893, when the university engaged its first two law professors. One was Benjamin Harrison, former President of the United States, who delivered a landmark series of lectures on the Constitution. The other was Nathan Abbott, who served as head of the nascent law program. Abbott assembled a small faculty to which he imparted a standard of rigor and excellence that endures to this day.In an effort to acknowledge the emerging professional nature of the department, Stanford's Board of Trustees passed a resolution in 1908 to substitute the term 'law school' for 'law department,' though technically the law program remained a department within the university.The law school was at the forefront of efforts to institute the California Bar exam, which was added to the requirements to practice law in California in 1919. The law school was accredited by the American Bar Association in 1923, the year the ABA began certifying law schools.

A.B., History & Economics
Class of 1989

Stanford University, located between San Francisco and San Jose in the heart of California's Silicon Valley, is one of the world's leading teaching and research universities. Since its opening in 1891, Stanford has been dedicated to finding solutions to big challenges and to preparing students for leadership in a complex world.

Memberships
Member
Current

American Bar Association provides legal services. It provides law school accreditation, continuing legal education, legal information and other services to assist legal professionals. The firm has members which include judges, court administrators, law professors, and non-practicing attorneys. The company was founded on August 21, 1878 and is headquartered in Chicago, IL.

Career History
Partner
Current

Wilson Sonsini Goodrich & Rosati PC is the premier legal advisor to technology and growth enterprises worldwide, as well as the investment banks and venture capital firms that finance them. Over the past five decades, Wilson Sonsini Goodrich & Rosati has established its reputation by having an unmatched knowledge of its clients' industries and deep and long-standing contacts throughout the technology sector.The firm's legal expertise serves clients at all stages of growth, from venture-backed start-up companies to multibillion-dollar global enterprises. The firm's clients include some of the most recognized names in the technology, retail, life sciences, venture capital, and finance sectors.Their broad range of services and legal disciplines are focused on serving the principal challenges faced by management and the boards of directors of business enterprises. The firm is nationally recognized as a leader in corporate governance, public and private offerings of equity and debt securities, mergers and acquisitions, securities class action litigation, intellectual property litigation, joint ventures and strategic alliances, and technology licensing and other intellectual property transactions.The firm has offices in Austin, Georgetown, DE, Hong Kong, New York, Palo Alto, San Diego, San Francisco, Seattle, Shanghai, and Washington, DC.

Adjunct Visiting Lecturer, Capital Markets & Securities Regulation
2009

Stanford began offering a curriculum in legal studies in 1893, when the university engaged its first two law professors. One was Benjamin Harrison, former President of the United States, who delivered a landmark series of lectures on the Constitution. The other was Nathan Abbott, who served as head of the nascent law program. Abbott assembled a small faculty to which he imparted a standard of rigor and excellence that endures to this day.In an effort to acknowledge the emerging professional nature of the department, Stanford's Board of Trustees passed a resolution in 1908 to substitute the term 'law school' for 'law department,' though technically the law program remained a department within the university.The law school was at the forefront of efforts to institute the California Bar exam, which was added to the requirements to practice law in California in 1919. The law school was accredited by the American Bar Association in 1923, the year the ABA began certifying law schools.

Transactions
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Cambium Networks Corp. issued USD Ordinary Shares

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Pluralsight, Inc. issued . USD Common Stock

Details Hidden

Upwork, Inc. issued USD Common Stock

Awards & Honors
2018
Super Lawyers - Northern California Super Lawyers
2018
Best Lawyers - Best Lawyers in America, Corporate Law
2017
Super Lawyers - Northern California Super Lawyers
Other Affiliations
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