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The way deals are done these days, not a lot of face-to-face contact is required. Case in point: Bain Capital’s $720 million acquisition of CRC Health Group Inc. Many of the key players involved in the sale of the Cupertino-based company were on the East Coast, and much of their conversation took place in the ether. CRC, one the nation’s largest provider of drug and alcohol treatment services, was represented by New York-based Debevoise & Plimpton, which has no Bay Area office. Franci Blassberg, Debevoise’s lead partner in the deal, said most of the negotiations took place over the phone. Much of the rest of the communication occurred digitally. Everything from loan agreements, to intellectual property information, to employee benefit plans was stored in a virtual data room. Anyone with a password could access the Web room. “Virtual data rooms have become very popular in merger and acquisition transactions, especially in the context of an auction, where there are a number of prospective purchasers who are doing due diligence,” Blassberg said. “That makes travel less necessary.” Indeed, Debevoise and Bain’s lawyers met face to face only once, she said. CRC General Counsel Pamela Burke said the Web room makes the sharing of information a lot easier and is handy in another way � tracking bidder interest. “You can track who’s looking at what and how many times,” she said. Blassberg conceded that it didn’t hurt that many of the involved investment bankers and potential buyers, including Boston-based buyout firm Bain Capital, have East Coast offices as well. CRC runs more than 90 treatment centers in 22 states. The company was put up for sale in an auction managed by JPMorgan Chase & Co. and Merrill Lynch & Co. Inc. The deal is expected to close next year. Assisting Blassberg were Debevoise associates Wai-Ling Chan and Brian Gregory. Bain Capital was represented by Ropes & Gray. Partners Alfred Rose and Nancy Forbes were assisted by associates William Shields and Byung Choi. � Petra Pasternak CROSSING BORDERS Wilson Sonsini Goodrich & Rosati partner Jeffrey Saper and his group of lawyers just helped Israel-based Check Point Software Technologies acquire another company in the Internet security business: Sourcefire Inc. Saper says the $225 million transaction is the latest example of consolidation among enterprise software companies. “You’ve seen that recently with companies like Microsoft, Symantec and McAfee,” Saper said. “We are seeing a lot of the well-financed public companies pick up smaller and private companies.” Sourcefire is the maker of Snort, an open-source intrusion prevention and detection technology. According to advocates, the nonproprietary nature of open source allows for faster detection of bugs because a vast community of security experts is continually updating the code. The acquisition is the largest matter Wilson has handled to date for Check Point, which became a client of the firm about six months ago. Saper, the principal engagement partner, says he knew several of Check Point’s directors, and that Wilson was invited to pitch business. Now Wilson is doing Check Point’s U.S.-based securities work, and the Israel-based law firm Naschitz, Brandes & Co. does work for Check Point there. For Wilson lawyers, the engagement with Check Point is a validation that the firm continues to land more highly coveted cross-border technology work. “The firm is drawing clients from all over the world, people who are trying to access the U.S. markets,” said Steven Liu, a senior associate who worked on the deal. Also instrumental to the deal was Check Point’s general counsel, John Slavitt, who works out of the company’s Redwood City office. Wilson’s team representing Check Point also included partners Michael Ringler, Ivan Humphreys, Selwyn Goldberg and Charles Compton, as well as associates Bart Dillashaw, Lia Rose Alioto, John Ludlum and Richard Woodworth. Sourcefire was represented by Morrison & Foerster partners Lawrence Yanowitch and Thomas Knox, both from the firm’s Northern Virginia office. � Marie-Anne Hogarth

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