Foley & Lardner Advises Black Duck Software on Pending Sale to Synopsys

Foley & Lardner is advising Black Duck Software, Inc. on its pending sale to Synopsys. Massachusetts-based Black Duck is a leading provider of automated solutions and open source software. Synopsys provides high-quality, silicon-proven IP solutions for SoC designs.

Under the terms of the definitive agreement, Synopsys will pay approximately $565 million, or $548 million net of cash acquired, to acquire Black Duck. In addition, Synopsys will assume certain unvested equity of Black Duck employees. The transaction will be funded by Synopsys in cash and is subject to Hart Scott Rodino regulatory review and other customary closing conditions. The deal is expected to close in December 2017.

The multidisciplinary, cross-office Foley team was co-led by Susan Pravda, managing partner of Foley’s Boston office, and partner Beth Felder (Boston). They were assisted by special counsel Michael Callahan, (Boston) and associates Corey Sheahan (New York) and Seth Pearson (Boston) on all corporate matters.

The IP team included partner and co-chair of Foley’s Technology Industry Team Matthew Karlyn (Boston) and partner John Lanza (Boston). The Benefits team included partner Leigh Riley (Milwaukee) and senior counsels Casey Fleming (Milwaukee) and Isaac Morris (Milwaukee) as well as special counsel Kathleen Dreyfus Bardunias (New York). Partner James Nicholas (Boston) advised on employment matters; partner Christopher Swift (Washington) advised on export compliance; partner John Palmer (Chicago) advised on tax matters; and partner Alan Rutenberg (Washington) and senior counsel Benjamin Dryden (Washington) advised on HSR/regulation.