The Work

March 22, 2011 5:21 PM

Fenwick on Two Internet Deals: Facebook and Shutterfly Purchases

Posted by Tom Huddleston Jr.

UPDATE: 3/22/11, 6:45 pm, The tenth graf of this article has been updated with additional counsel to Facebook.

Online photo-sharing service Shutterfly, Inc., announced Monday that it reached an agreement with Tiny Prints, Inc., to purchase the online stationary store for $333 million in cash and stock.

Shutterfly plans to buy closely held Tiny Prints, which operates and, for about $141 million and around 3.9 million shares. 

Shutterfly is being advised by Morrison & Foerster, with a team led by San Francisco corporate partner Brandon Parris. Corporate partner Robert Townsend, tax partner Robert Cudd, and employee benefits partner Michael Frank also are advising. Charlotte Falla is general counsel for Shutterfly.

Fenwick & West serves as Sunnyvale, Calif.-based Tiny Prints's legal counsel. That firm's team includes corporate partners Ted Wang and Andrew Luh; employee benefits partner Blake Martell; technology transactions partners Lawrence Granatelli and Mark Ostrau; and tax partner Ronald Schrotenboer. 

The firm advised Tiny Prints in the past. It represented the company in a strategic investment from Summit Partners and Technology Crossover Ventures in 2008.

As part of the deal, which is expected to close in the next 30 to 60 days, Shutterfly would also reserve 1.4 million shares of stock for a Tiny Prints employee equity program. Tiny Prints investors would own about 12 percent of the combined company.

Bloomberg notes that this is Shutterfly's largest investment since it went public in 2006. The company is looking to expand its online offerings and sales. 

Another of Fenwick's clients, Facebook, also reached an agreement on a small--by its standards--deal this week, as the social-networking giant agreed to purchase London-based mobile application developer Snaptu.

Fenwick served as Facebook's counsel in 2008, helping the company earn an exemption from the U.S. Securities & Exchange Commission that allowed it to continue distributing equity to new employees. On this week's deal, the firm fielded a legal team led by M&A partner Gregory Roussel, based in the firm's Mountain View, Calif., office. Roussel previously represented Facebook in its 2009 acquisition of online sharing service FriendFeed, according to the Fenwick Web site.

Joining Roussel from Fenwick & West was technology transactions partner Ralph Pais, M&A partner Scott Spector, and tax partner Adam Halpern. Partners Alon Sahar and Hanan Haviv of Herzog Fox & Neeman served as local Israeli counsel.

Snaptu, which also has offices in Tel Aviv and Silicon Valley, announced the transaction on its Web site on Sunday. While terms of the deal were not disclosed, the Haaretz Newspaper in Israel reported that the transaction could be worth as much as $70 million. 

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