Mayer Brown Rowe & Maw (MBR&M) has won back software company Protege Holdings, a client that it lost to Clifford Chance during the height of the technology boom. The technology company instructed MBR&M on its transatlantic merger with California-based Voquette.
Despite Protege's longstanding relationship with the legacy firm of Rowe & Maw, the company turned to Clifford Chance in June 2000 for legal advice on its second-round fundraising. At that time Protege was proposing a Nasdaq listing and wanted a law firm with a transatlantic capability.
Protege president and chief executive officer Larry Levy told The Lawyer that Clifford Chance was too expensive and lacked experience in advising smaller clients. In the wake of Rowe & Maw's merger with Mayer Brown & Platt, Protege returned to MBR&M, which could now advise on US federal and state law.
Andrew Sharples of MBR&M's London office, who led on the deal, said: “Although the legacy firm of Rowe & Maw had worked with Protege for a number of years, the combination with Mayer Brown & Platt was a key factor in the client instructing the firm on this transaction. The combination enabled us to handle all aspects of the transaction on both sides of the Atlantic.”
The merger, which was effected by way of an agreement under Californian law, created the Semagix Group. MBR&M's Los Angeles office advised Protege on Californian and US federal aspects of the transaction, including US securities considerations. The US team was led by partner Richard Greta. The Voquette shareholders were advised by the San Francisco office of US firm Morrison & Foerster.
Greta said: “The transaction itself was interesting because it raised a myriad of complex legal issues involving the securities and tax laws of several countries, the interplay of United Kingdom and United States corporate governance laws with various required regul-atory filings in those countries, and also required the development of an efficient transactional structure and approach.”