Seth Traxler, P.C.

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

• 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 

• Silver Lake and Sixth Street Partners in their $1 billion investment in Airbnb

• Valence Media and Billboard in the acquisition of the music-industry data, software and analytics business of Nielsen Holdings

• 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

• 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