Seth Traxler, P.C.
Overview
Seth Traxler co-leads Kirkland’s global Technology & IP Transactions practice. He serves as lead counsel in complex or strategic deals where technology assets or opportunities are core to the deal’s value proposition.
Seth helps clients negotiate joint ventures, strategic alliances, outsourcing and service agreements, acquisitions/sales, licenses, development and collaboration agreements, and other strategic commercial contracts. He also works closely with the Kirkland Corporate/M&A Practice on the technology and IP aspects of corporate transactions.
Seth’s long and successful track record has earned him a ranking for six consecutive years in the IAM Patent 1000, which noted that his “tech-intensive M&A experience is virtually second to none” and called him “a master craftsman of complex, international deals of all stripes.” He was also recognized for “Technology: Transactions” and “Patents: Licensing” in the 2018–2020 editions of The Legal 500 United States. He is a Recognized Practitioner in the 2018 edition of Chambers USA.
Seth also helps lead Kirkland’s Cybersecurity & Data Privacy Practice. His experience includes advising Boards of Directors when clients experience significant security breaches.
Seth serves as a Director of the Kirkland & Ellis Foundation and serves on the Firm’s Technology Committee.
Experience
Representative Matters
Mergers & Acquisitions
Seth has served as a key advisor in numerous significant M&A transactions for public and private companies. He has worked on more than 125 completed technology-intensive M&A deals and more than 50 completed carve-outs.
Public Company Representations
- Wyndham Destinations on its acquisition of the Travel + Leisure brand, travel clubs, and all other related assets from Meredith Corporation, together with a long-term license back to Meredith Corporation for its magazine and digital content operations, along with multiple content and data licenses
- Naver Corporation in its pending $600 million acquisition of Wattpad, which will combine Wattpad’s leading social storytelling platform with Naver’s WEBTOON, a leading global digital comics platform
- United Airlines Holdings, Inc. on a $6.8 billion financing comprised of $3.8 billion of bonds and $3.0 billion of term loans secured by the airline’s loyalty program, MileagePlus
- Norwegian Cruise Lines in its $2.4 billion transaction involving four different capital markets products, the first-ever four-tranched marketed financing
- Accenture, a leading global professional services company, in multiple deals, including: the acquisition of Symantec’s Cyber Security Services business from Broadcom, Inc.; the joint venture with Apax Partners from the carve-out of Accenture’s Duck Creek Technologies insurance software business; the $830 million carve-out sale of its Navitaire travel systems business to, and long-term strategic alliance with, Amadeus SA
- General Motors in its $2.25 billion investment from the SoftBank Vision Fund in GM Cruise Holdings LLC, GM’s autonomous vehicle (AV) business, at a $11.5 billion valuation
- Lee Enterprises Inc. in a five-year agreement with Berkshire Hathaway Inc. to manage Berkshire Hathaway’s newspaper and digital operations in 30 markets
- Abbott in its $5.8 billion acquisition of Alere Inc.
- Grubhub Inc. on its strategic partnership with Yum! Brands and on its strategic partnership with and $287.5 million acquisition of Yelp Inc.’s online food-ordering business, Eat24
- Wyndham Worldwide in its separation via spin-off into two separate publicly traded hospitality companies valued at approximately $11 billion, Wyndham Hotels & Resorts, Inc. and Wyndham Destinations, Inc.
Private Equity Sponsor Transactions
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The Carlyle Group in its acquisition of Jagex, one of the largest and most successful British video game studios, developing and publishing video games on PC and mobile
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Silver Lake and Sixth Street Partners in their $1 billion investment in Airbnb
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Valence Media and Billboard in the acquisition of the music-industry data, software and analytics business of Nielsen Holdings
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ELEMIS, the number one luxury British skincare brand, in its definitive agreement to be acquired by L’Occitane International S.A., the leading manufacturer and retailer of natural cosmetics with a portfolio of premium beauty brands, for $900 million
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Valence Media in its $60 million minority stake in Fulwell 73, an Emmy-winning British independent production company. Fulwell 73 produces The Late Late Show With James Corden and Drop the Mic, as well as the documentaries Class of 92 and I Am Bolt
- Fortress Credit Advisors LLC in its $300 million term loan to Iconix Brand Group, and in its $282 million financing for the take-private acquisition of Perry Ellis International
- Thoma Bravo, a premier investor in technology companies, in its acquisitions of more than 40 software companies, including: the $950 million acquisition of next-generation application security testing (AST) provider Veracode; the $950 million carve-out acquisition of Symantec’s SSL business; the $1.025 billion carve-out acquisition of Digital Insight from Intuit; the $1.35 billion carve-out acquisition of Lexmark’s enterprise software business; the $1.6 billion take-private acquisition of Barracuda Networks, a cloud-enabled security and data protection solutions provider; and the carve-out acquisition (with co-investor Madison Dearborn Partners) of Kaufman, Hall & Associates’ software division to create Syntellis Performance Solutions.
- TPG in its $450 million investment in Vice Media
- KKR in its investment in the Ultimate Fighting Championship (UFC) league
- Cerberus Capital Management in its carve-out acquisition of Staples’ European business and its carve-out acquisition of Avon’s North American business
- Blackstone in its acquisition of SESAC Holdings, a leading music rights organization
Joint Ventures, Strategic Alliances and Collaborations
- Eos Energy Storage in its strategic partnership with Holtec International, Inc., including the formation of HI-POWER, LLC, to manufacture and commercialize Eos’ next generation batteries
- Accenture in its joint venture with Apax Partners from the carve-out of Accenture’s Duck Creek Technologies insurance software business
- Wyndham Hotel Group in a joint venture with five other industry participants to launch Room Key, Inc., a digital platform business for the travel industry
- Bain Capital in connection with capitalizing and launching Virgin Cruises, including the long-term license agreement with Virgin Group; negotiation of the brand license agreement with Virgin Enterprises in connection with Bain’s $3.5 billion acquisition of Virgin Australia
- Siluria Technologies in a collaboration agreement for the development of technology to convert methane to ethylene through oxidative coupling
- Mazor Robotics in robotic surgery technology strategic alliance with Medtronic
- Open Invention Network, a joint venture of eight companies (Google, IBM, NEC, Philips, Red Hat, Sony, SUSE, and Toyota) and 2300+ licensing participants, which is the largest patent non-aggression community and supports the freedom of action with respect to the Linux operating system
- Celerity Pharmaceuticals in its collaboration with Baxter International Inc. to develop eight pharmaceutical drugs
Software, Service and IT Deals
- software development agreements
- IT platform agreements
- outsourcing agreements
- implementation and integration agreements
- managed services agreements
Patent Licenses and IP Monetization Deals
- patent licenses, patent pledges, patent pools
- royalty buy-outs
- IP-focused investment funds
- secured financings with patents as collateral
Brand, Trademark, and Copyright Deals
- Representing clients in joint venture and/or brand licensing relationships with the National Football League, Major League Baseball, Dow Jones, Playboy, Martha Stewart, American Girl, The Wall Street Journal, and Arnold Palmer
- Counseling media and entertainment companies, as well as film, record labels, music publishers, theatrical producers, publishing, and gaming clients
Clerk & Government Experience
Law ClerkHonorable John GradyUnited States District Court for the Northern District of Illinois1998–1999
More
Thought Leadership
Seminars
Seth has presented domestically and internationally at leading IP organizations, corporations, and law schools, including at events such as Boardroom Forum and seminars hosted by PwC and Navigant Consulting.
Credentials
Admissions & Qualifications
- 1997Illinois
Courts
- United States District Court for the Northern District of Illinois1998
Languages
- English
- Spanish
Education
- Northwestern Pritzker School of LawJ.D.cum laude1997Articles Editor, Northwestern Law Review
- University of KansasB.A.cum laude1993Phi Beta Kappa
Community
Seth's involvement in civic and pro bono matters has included serving as a board member for the highly-acclaimed Writers’ Theatre and for Equip for Equality, an advocacy organization for people with disabilities, including serving as co-chair for EFE’s 20th anniversary event. Seth has also volunteered time for several other charitable organizations including the Constitutional Rights Foundation, the Chicago Humanities Festival and Millennium Park. An active contributor to pro bono matters, Seth has received the Kirkland Pro Bono Service Award for Outstanding Service in each of the years 2007 through 2018.