Gregory Roussel, Fenwick & West partner. (Jason Doiy / The Recorder)
SAN FRANCISCO — Facebook tapped Fenwick & West to advise it on its roughly $2 billion acquisition of Oculus VR, the startup behind the virtual reality Rift headset. Irvine-based company was advised by Bingham McCutchen. Its venture investors were advised by Goodwin Procter.
The $2 billion price tag includes $400 million in cash and 23.1 million Facebook shares valued at about $1.6 billion, with an additional $300 million earn-out payable in cash and stock if Oculus hits unspecified milestones. The transaction, announced Tuesday, is expected to close in the second quarter of 2014.
Last month, when Facebook bought mobile-messaging startup WhatsApp for $19 billion, it turned to Weil, Gotshal & Manges; Fenwick represented WhatsApp.
In a statement, Facebook founder and CEO Mark Zuckerberg said of the virtual reality platform founded in 2012: “Oculus’ mission is to enable you to experience the impossible. Their technology opens up the possibility of completely new kinds of experiences.”
Fenwick’s Silicon Valley-based team included corporate partner Gregory Roussel and associates Ken Myers, Luis Bacalao, Nam Kim, Jordan Roberts and foreign lawyer clerks Yael Perl and Guilherme Potenza; partner and chairman of the firm’s executive compensation and employee benefits group Scott Spector and associates Adriana Sherwood, Kristin O’Hanlon and Patrick Grilli; technology transactions partner Stephen Gillespie and associates Michael Riskin and Madeline Zamoyski; patent associate Greg Hopewell; trademark associates Kiran Belur and Mark Jansen; tax partner Adam Halpern and associates Larissa Neumann and Julia Ushakova-Stein; and employment practices associate Sheeva Ghassemi-Vanni.
Roussel, Halpern and Spector also advised Facebook on its $1 billion acquisition of photo-sharing site Instagram in 2012.
The Bingham McCutchen team representing Oculus VR was led by Washington, D.C.-based partner Andrew Ray and included labor and employment partner Jacqueline Cookerly Aguilera in Los Angeles; partner and coleader of the firm’s tax group Donald-Bruce Abrams and partners Natascha George and Matthew Schnall in Boston; counsel Andrew Orr in Silicon Valley; and corporate associates Lise Lipowsky in Los Angeles, Ruoke Liu in Boston and Tyler Mah in Silicon Valley.
The Goodwin team advising the consortium of investors, which included Andreessen Horowitz, Matrix Partners and Spark Capital, was led by partners Lawrence Chu in Silicon Valley and Jared Jensen in San Francisco. Partner Kelsey Lemaster in San Francisco and associate Jeffrey Cheng in Silicon Valley provided additional support.
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