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The cell phone business is becoming a replay of the personal computer business, according to Dennis DeBroeck, with growing integration of functions. The Fenwick & West partner represented GPS chip maker Global Locate in its negotiations with Irvine chip maker Broadcom Corp. Through its $146 million cash acquisition of Global Locate, announced June 12, Broadcom wants to combine its WiFi technology with Global Locate’s GPS functions. It will be the only semiconductor supplier in the world with top-tier customers in Bluetooth, WiFi, FM radio and GPS, four of the key wireless technologies now being added to next-generation mobile phones, Broadcom said in a press release. Former Global stockholders would split an additional $80 million in cash if the company meets certain performance goals, Broadcom added. Lawyers spent a lot of time focused on the earnout stipulation, DeBroeck said. “Anytime you do an earnout, people are trying to project future actions and future behaviors,” he said. “Earnouts are often fraught with subsequent controversy or disputes if the parties’ interests aren’t aligned.” Lawyers on both sides also had to put in extra time on due diligence stemming from Global Locate’s ongoing patent infringement litigation with rival SiRF Technology Inc., and a related International Trade Commission case. DeBroeck said he had to quickly get up to speed on Global Locate’s business and the industry, having been brought in as the company’s California counsel specifically for the deal. Its founders shuttle between New Jersey, their home base, and San Jose, he said, where they opened a major office. Global’s regular outside counsel is on the East Coast. Fenwick’s team also included Silicon Valley partners Barton Bassett, Darryl Woo and Jeffrey Vetter, San Francisco of counsel Mark Porter, San Francisco associate Gaelen Gates, and Silicon Valley associate Gal Hoffman. On Broadcom’s side was a LATHAM & WATKINS team led by partners Patrick Seaver and Charles Ruck. The team also included Los Angeles partners Daniel Schecter, Bob Steinberg, Karen Bryan, Laurence Stein and Samuel Weiner; Silicon Valley partner Joseph Yaffe, of counsel Michael Schallop and associates Christopher Hazuka, Adrian Lu, Mark Tung and William Weesner; Orange County partners Shayne Kennedy, Joseph Farrell and David Barby and associates David Calder, Timothy Andrews and David Wheeler; San Francisco associate Joshua Holian; and San Diego associate Noel Brock.

Petra Pasternak

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