August 30, 2011 5:47 PM

IPO Pipeline Starting to Flow for Lawyers Again After Slow Summer

Posted by Brian Baxter

The market for initial public offerings cooled this summer along with the global economy but the last week of August brought a flurry of new filings.

Ten companies filed their intentions to go public this week, making it the most active week for IPOs since the beginning of May, according to Renaissance Capital, which tracks IPO filings in the United States. The new filings bring the pipeline for IPOs in the U.S. to 182 so far this year, the most in a decade, Renaissance reports.

The turmoil rollicking stocks this month had some partners from Am Law 200 firms concerned about how clients would react to the uncertainty in the market, according to a report by sibling publication The Recorder. Yet despite the postponement of several big IPOs and others taking cover until the economy improves, market fears have yet to completely freeze up the IPO market.

Some recent IPO filings of note:

Angie's List: The Indianapolis-based online marketplace for local services announced plans last week to raise $75 million. Davis Polk & Wardwell partners Francis Currie and Martin Wellington in Menlo Park, Calif., are representing Angie's List.

Latham & Watkins partners Christopher Kaufman and Tad Freese, also based in Menlo Park, are advising underwriters led by Bank of America/Merrill Lynch. Legal fees related to the work are not yet available, according to an SEC filing by Angie's List.

Brightcove: Despite the fact that operating losses will continue through 2012, Brightcove, a provider of online video tools and hosting technology, announced last week that it intends to raise $50 million in a coming IPO.

Goodwin Procter technologies group cochair William Schnoor and partner Joseph Theis are representing Cambridge, Mass.-based Brightcove. Andrew Feinberg serves as Brightcove's chief legal officer.

Wilmer Cutler Pickering Hale and Dorr partner David Westenberg is advising underwriters led by Morgan Stanley and Stifel Nicolaus Weisel. Legal fees related to the IPO were not yet available, according to an SEC filing by Brightcove.

Carbonite: A leading provider of online backup solutions, Boston-based Carbonite was rather lonely earlier this month when it was the only company to push forward with an IPO during a particularly volatile week for the capital markets.

Foley & Lardner emerging technologies chair Susan Pravda and partners Paul Broude and Edouard LeFevre in Boston advised Carbonite, which raised $62.5 million. Danielle Sheer, a former Willkie Farr & Gallagher associate, serves as the company's general counsel.

Davis Polk's Wellington is advising underwriters led by BoA/Merrill Lynch and JPMorgan Chase. An SEC filing by Carbonite puts legal fees and expenses related to the IPO at $1.57 million.

Community Choice Financial: Formed this year to issue unsecured short-term consumer loans, Dublin, Ohio-based alternative financial retailer Community Choice Financial filed last week plans to raise up to $230 million.

Jones Day partners Christopher Kelly and Michael Solecki in New York are advising Community Choice as it prepares to go public. Bridgette Roman serves as the company's general counsel.

Cravath, Swaine & Moore partner Craig Arcella is representing underwriters led by Credit Suisse, Jefferies & Company, and Stephens. Legal fees related to the proposed offering are not yet available, according to an SEC filing by Community Choice.

Dynamic Offshore Resources: Owned by private equity giant The Carlyle Group, Houston-based Dynamic Offshore Resources filed with the SEC last week plans to raise more than $400 million.

Vinson & Elkins partners T. Mark Kelly and Matthew Pacey in Houston are advising DOR on its efforts to go public. Former Thompson & Knight senior partner Thomas Lamme serves as general counsel for DOR, which specializes in acquiring and developing oil and gas projects in the Gulf of Mexico.

Latham partners Sean Wheeler and Ryan Maierson in Houston are representing underwriters led by Citibank, Credit Suisse, and Deutsche Bank Securities. (Maierson joined Latham in April from Baker Botts.) Legal fees related to the IPO were not yet available, according to an SEC filing by DOR.

Eloqua: Vienna, Va.-based software company Eloqua filed last week plans to raise up to $100 million through an IPO in order to help the company pay off debt. Founded in 2000, Eloqua has turned to Goodwin Procter partners Christopher Austin, David Cappillo, and Mark Burnett in Boston for outside counsel as it plans to go public. The company's general counsel is Stephen Holsten.

Latham partner Rachel Sheridan in Washington, D.C., is advising underwriters led by Deutsche Bank and JPMorgan. Legal fees related to the IPO are not yet available, according to an SEC filing by Eloqua.

Genomatica: San Diego-based Genomatica, a company that makes renewable chemicals from bacteria instead of oil, filed plans last week to raise $100 million. Thomas Coll, head of the business and technology practice at Cooley in San Diego, is advising Genomatica on its IPO, along with partners Charles Kim and Charles Blair.

Wilson Sonsini Goodrich & Rosati partners Allison Spinner and Richard Blake in Palo Alto are advising underwriters led by Jefferies & Company, JPMorgan, and Morgan Stanley. Legal fees related to the IPO are not yet available, according to an SEC filing by Genomatica.

Inergy Midstream: The storage and transportation subsidiary of Kansas City, Mo.-based parent Inergy announced last week it would pursue an IPO of its common units in order to raise $300 million. Inergy Midstream has turned to Vinson partners David Oelman and Gillian Hobson in Houston for counsel as it seeks to go public. Laura Ozenberger serves as general counsel of parent Inergy.

Baker Botts partners Joshua Davidson and Laura Tyson in Houston are advising underwriters led by Barclays Capital and Morgan Stanley. Legal fees related to the IPO are not yet available, according to an SEC filing by Inergy Midstream.

Jive Software: Technology stocks have been all the rage in the latest cycle of public listings, and Palo Alto–based Jive Software became the latest company in the tech sector to enter that arena, announcing its intention to raise $100 million.

Wilson Sonsini vice-chairman Jeffrey Saper and partner Robert Day in Palo Alto are advising Jive, a provider of social networking tools for businesses, in its offering. Jive named William Pierznik, founder of the Portland, Ore.-based Alto Law Group, as its new general counsel in June.

Fenwick & West chairman Gordon Davidson and partner Jeffrey Vetter are representing underwriters led by Goldman Sachs and Morgan Stanley. Legal fees and expenses related to the offering are not yet available, according to an SEC filing by Jive.

Laredo Petroleum: An affiliate of New York–based private equity firm Warburg Pincus, Laredo Petroleum announced last week it would raise up to $450 million, as the Tulsa-based oil and gas production company became the new IPO in the energy sector.

Christine LaFollette, partner-in-charge of Akin Gump Strauss Hauer & Feld's Houston office, is advising Laredo as it goes public. Kenneth Dornblaser, a founding member at Tulsa's Johnson & Jones and now of counsel with the firm, became Laredo's general counsel in June. Both LaFollette and Dornblaser counseled Laredo that same month on its $1 billion acquisition of Broad Oak Energy.

Andrews Kurth corporate and securities cochair G. Michael O'Leary in Houston is representing underwriters led by BoA/Merrill Lynch, Goldman Sachs, JPMorgan, and Wells Fargo. Legal fees related to the listing are not yet available, according to an SEC filing by Laredo.

New Source Energy: This week Oklahoma City-based New Source Energy, which develops oil and natural gas projects, filed with regulators a plan to raise $100 million.

Roger Stong and James Larimore, partners with Crowe & Dunlevy in Oklahoma City, are representing New Source on its efforts to go public. New Source named V. Bruce Thompson as its new general counsel this month.

Mayer Brown capital markets and financial institutions cochair Edward Best and partner Dallas Parker are advising underwriters led by BMO Capital Markets and KeyBanc Capital Markets. Legal fees related to the upcoming IPO were not yet available, according to an SEC filing by New Source.

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