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PDF Solutions

By Ross Hanig
The Recorder
August 9, 2001

PDF Solutions Inc. hit the Nasdaq July 27 in a $54 million initial public offering with legal help from Orrick, Herrington & Sutcliffe.

The San Jose company priced its 4.5 million shares at $12 each, the top of the range it declared on filings with the Securities and Exchange Commission in mid-September.

PDF's stock went on to gain 26 percent in its first day of trade, closing at $15.15.

"You're seeing some of the typical volatility that we see a lot of today," said Peter Cohn, the partner on the deal at Orrick, speaking to some of the stock market's general fluctuations of late. "But companies with real business and real revenue are able to get out in this."

PDF has posted increasing annual revenues since at least 1998, according to SEC filings. But even as the company netted $20.1 million of revenue in 2000, it also lost $9.1 million. The company lost $145,000 in 1999 and $404,000 in 1998 on revenues of $11.8 million and $6.2 million respectively.

PDF provides infrastructure technologies and services for semiconductor companies to better make integrated circuits.

Orrick and partners at the firm own 14,996 shares of PDF, according to SEC filings. Going by the company's close at $15.06 on August 6, those shares are worth approximately $225,840.

The firm earned $300,000 for its work on the IPO, according to SEC filings, substantially below the common fee of $500,000.

"A highly efficient law firm," Orrick associate Lowell Ness responded jokingly. But on a more serious note, Cohn said, "I don't see this as a flat fee; people are charging for their time and materials."

Cohn and Ness in Menlo Park worked alongside associates M. Elise Alexander, Hsinya Shen and David Wood..

The deal's underwriters, Credit Suisse First Boston, Robertson Stephens and Dain Rauscher Wessels, turned to Wilson Sonsini Goodrich & Rosati for counsel. At the firm, partners Mark Bertelsen and Jose Macias in Palo Alto led corporate associates Burke Norton, Elise Brinck and Samuel Wu.

© 2001 law.com Inc. © 1999-2001 NLP IP Company,

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