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Cooley Godward partner Suzanne Hooper usually doesn’t eat her lunch at the KFC fast-food restaurant in Palo Alto, Calif. But when she stepped up to the counter in December, she was making good on a bet she had lost. A few months earlier, when the IPO market had withered, Hooper knew it would be a struggle for client Rigel Pharmaceuticals Inc. to go public. She and an associate on the deal wagered over when the company would make it to market, with the loser buying lunch. This was Rigel’s second crack at going public. Last April, its first attempt crashed after the Nasdaq tanked. When the South San Francisco�based biotech company went back to market in September, it hoped to raise up to $90 million. But as the weeks ticked by and the market again deflated, underwriter Morgan Stanley Dean Witter found investor interest weak. Hooper feared that Rigel might not get its IPO out by the end of the year. And even though that’s how she made her bet, she hoped to prove herself wrong. “This was a very tough deal to get done,” says the 35-year-old Hooper, a fast-rising partner at one of the nation’s premier firms for emerging growth companies. (Cooley ranks second in the number of companies it took public in 2000.) “These guys managed to come into the market at the two worst possible times.” It was frustrating for Hooper, who has worked on roughly 15 public offerings at Cooley, and saw so many breeze through in giddier times. Rigel responded by lowering its sights: In the two months after it filed its September prospectus, it slashed in half the number of offered shares and trimmed the price to $7 a share, from an earlier range of $8�$10. Because of changes like these, Rigel made so many amendments to its offering prospectus that Hooper worried that the Securities and Exchange Commission might force the company to recirculate the document. “That is usually the death knell of an offering,” she says. Instead, she and company officials decided to take a conservative approach and recirculated the document on their own initiative in early November. “We swallowed hard and tried again,” Hooper says. Getting this deal done meant a lot to Hooper. For one thing, Rigel’s chief operating officer, Brian Cunningham, is a former Cooley partner. In addition, Hooper feels an affinity for biotech companies such as Rigel, which develops drugs to fight transplant rejection and autoimmune conditions. “I can actually care a fair amount about what those companies do. Their endgame is developing drugs to treat diseases,” she explains. “I can care a lot more about them than the next B-to-B company.” On November 29 Rigel finally made it, raising $35 million in the market. Hooper, who thought the market would be even harder to crack, lost her bet with the associate. Even as the IPO market disintegrated at the end of 2000, Rigel stayed busy as less viable startups put themselves up for sale. She represented Ask Jeeves Inc. in its acquisition of Direct Hit Technologies Inc. and eBay Inc. in its purchase of Half.com Inc. Other deals she headed include client InterNAP Network Services Corporation’s purchase of CO Space Inc. for $500 million, and Molecular Devices Corporation’s acquisition of LJL BioSystems Inc. Hooper began developing her M&A expertise during the four years she worked as an associate at Los Angeles’ Gibson, Dunn & Crutcher, where she helped staff big M&A deals. When she moved to Cooley in 1996 as an associate, she was plunged into the world of IPOs and follow-on offerings. The versatility continues to pay off. “Right now, I’m doing exclusively M&A,” says Hooper, who became a Cooley partner at the start of 1999. She says the current business environment is “one of the oddest times I’ve seen.” She explains, “I have an incredible number of deals, but no traction. If they all go forward, it will be impossible for me to get them all done.” Hooper was happy to lose her bet about the date of Rigel’s IPO. But why did she and the associate, John Wicks, end up at KFC? The Cooley partner explains that she is a finicky eater, and Wicks thought it would be funny to subject her to greasy fast food. For the record, Hooper reports that “it wasn’t that bad.”

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