Karen Ballack of Weil, Gotshal & Manges handled the IP- and technology-related aspects of Yahoo Inc.’s most important string of transactions: Its reverse spinoff of its operating business, its sale to Verizon for roughly $4.8 billion, and the related transfer of about 4,000 patents to a new Yahoo subsidiary. Ballack recently told The Recorder about the bittersweet nature of helping a client sell off itself.
What were your professional highlights of the past year? What made that deal or those deals stand out? One of the professional highlights for me this past year was working closely with the Yahoo team in analyzing, and coming up with strategies and creative solutions to resolve and overcome the myriad of complex technology and IP issues and challenges in connection with Yahoo’s reverse spinoff of its operating business, auction sale of that business, and $4.48 billion acquisition of that business by Verizon. I oversaw a team of over 50 Weil attorneys across offices in the United States, Europe and Asia in the process. It was very exciting to close Verizon’s acquisition of Yahoo’s operating business, as it meant the start of a new chapter for Yahoo. However, it was also bittersweet in that the acquisition marked the end of an era for a pioneering company in the internet space.
With which clients do you have the longest relationships? How far back do those relationships go? I have worked closely with GlobalFoundries for almost eight years and Yahoo for almost six years on a variety of strategic technology and IP collaborations/arrangements, M&A transactions and investment transactions, including advising GlobalFoundries on all technology and IP aspects of its acquisition of IBM’s global commercial semiconductor business, and advising Yahoo on many strategic patent arrangements and all technology and IP aspects of over 30 of its M&A deals.
Why do you think clients come back to you? What can they get from you that they don’t get from someone else? I think clients appreciate that, in addition to the depth and breadth of my experience in the tech/IP transactional area, I am pragmatic when working with them to resolve complex issues, always keeping in mind the business objectives of the deal at hand and the client’s deal sensitivities and risk profile. I also think clients appreciate that I work with them and their teams closely in a collaborative manner and consider myself and the Weil team to be an extension of their team, as opposed to “merely” an outside vendor of legal services.
What’s more important in the current market and why: offering bespoke services or being efficient? I don’t think you can say one is more important than the other. It is always important to be efficient in providing legal services, but you have to be able to provide bespoke services to address deals or issues that are complex, sophisticated or unique.
Outside your partners, who is another corporate lawyer you admire and why? Two lawyers I admire are Nancy Raber, formerly with Yahoo Inc., and Susie Giordano at Intel. I am very fortunate to have had the opportunity to work with these dynamic women for several years and have been extremely impressed with how well they lead and inspire their teams on incredibly complex, challenging and significant transactions and in difficult situations. They are smart and talented lawyers with keen business acumen, who know how to get a deal done.