Stewart L. McDowell is a partner in the San Francisco office of Gibson, Dunn & Crutcher. She is a member of the firm's Corporate Transactions Department and is Co-Chair of the firm's Capital Markets Practice.
Ms. McDowell's practice involves the representation of business organizations as to capital markets transactions, mergers and acquisitions, SEC reporting, corporate governance and general corporate matters. She has significant experience representing both underwriters and issuers in a broad range of both debt and equity securities offerings. She also represents both buyers and sellers in connection with U.S. and cross-border mergers, acquisitions and strategic investments.
Ms. McDowell received her law degree from the University of Virginia School of Law in 1995 and her Bachelor of Arts degree from Princeton University in 1991.
Ms. McDowell is a member of the California State Bar and the New York Bar Association.
Representative Public and 144A Offerings
- The Rubicon Project – initial public offering
- YuMe. – representation of Citigroup Global Markets and Deutsche Bank Securities in initial public offering
- Marin Software – representation of Goldman Sachs and Deutsche Bank Securities in initial public offering
- Xoom- representation of Barclays and Needham in initial public offering
- Restoration Hardware – initial public offering
- RPX Corporation – representation of Goldman Sachs and Barclays in initial public offering
- Accuray Incorporated – two 144A convertible note offerings
- Amazon.com, Inc. – registered convertible note offering
- Ancestry.com, Inc. – initial public offering
- Cadence Design Systems, Inc. – three 144A convertible note offerings
- Xilinx, Inc. –$1 billion senior note offering and two 144A convertible note offerings
- Intel Corporation – $6 billion and $5 billion senior note offerings; two144A convertible note offerings; 144A offerings of notes convertible into Samsung common stock owned by Intel
- Financial Engines – representation of Goldman Sachs in initial public offering
- IndyMac Bancorp – representation of underwriters in warrant and income redeemable equity securities offering
- Texas Industries, Inc. – representation of underwriters in trust preferred securities offering
- Thoratec Corporation – 144A offering of convertible notes
- Wells Fargo & Company – representation of underwriters in over 40 global notes offerings, medium-term note programs, bank note programs and trust preferred and enhanced trust preferred securities offerings; representation of underwriters in common stock offering and Treasury warrant auction.
Representative Mergers and Acquisitions
- Cadence Design Systems, Inc. – cash merger acquisitions of public companies Verisity Ltd., a Nasdaq listed Israeli company and Simplex Solutions, Inc. Cash merger acquisitions of Denali Software, Cosmic Circuits, Altos Design Automation, Azuro, Inc., Taray, Neolinear, Celestry Design Technologies, Verplex Systems, and Taray. Asset acquisitions of two business groups from IBM.
- Conversant, Inc. – sale of division to IAC/Interactive Corp., cash and stock acquisition of Dotomi, Inc., Commission Junction and WebClients. Cash acquisitions of SET Media, Greystripe and Investopedia.
- Intuit, Inc. – cash acquisitions of Docstoc and Good April.
- China Network Systems – sale of shares of Taiwanese cable system to MBK Partners
- St. Jude Medical, Inc. – cash and stock acquisitions of public companies AGA Medical and E.P. Medsystems and staged acquisitions of Nanostim and CardioMems.
- Wyse Technology, Inc. - representation of the principal shareholders of Wyse Technology in connection with sale to Dell Corporation. Representation of principal shareholders in prior investment by Garnett & Helfrich Capital, L.P. and subsequent recapitalization.
- Intel Corporation – cash merger acquisition of Templex Technology, asset acquisitions from New Focus, Inc., Iospan Wireless, Inc., Sparkelor Corporation and West Bay Semiconductor, Inc. Asset sales of two business groups to EMCORE Corporation.
- Serena Software, Inc. – simultaneous US/UK cash and share offer for UK-based Merant plc. Cash merger acquisitions of Pacific Edge Software, Data Scientific Corporation and Apptero, Inc. Representation of founder and management in going-private transaction with Silver Lake Partners.
- Leica Geosystems Holdings AG – cash and stock merger acquisition of Cyra Technologies, Inc.
- Lazard – representation of Lazard as financial advisor to Virologic in its acquisition of Aclara Biosciences, to Aspreva Pharmaceuticals in its acquisition by Galencia, to Solexa in its acquisition by Illumina, to Gilead Sciences in its acquisition of Myogen and to Astellas Pharma in its unsolicited offer for CV Therapeutics.
- Silicon Valley Bancshares – acquisition of assets of Alliant Partners and Woodside Asset Management.