The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Paul Sieben, Partner—Corporate
Paul Sieben represents all stages of technology companies as well as numerous venture capital and private equity firms. Paul’s practice is focused on corporate and securities law, and leverages his extensive experience advising companies and investors in venture capital financings, mergers and acquisitions, early liquidity transactions, spin-offs and buyouts, recapitalizations, public equity offerings and private debt transactions. Paul has served as lead counsel on hundreds of venture capital, angel and private-equity financings, well over a hundred M&A transactions of all sizes, and a significant number of recapitalizations, public offerings and other transactionsómany on behalf of, or opposite, the most well-known tech companies.
Please provide an overview of what, substantively, your practice area entails.
My practice focuses on venture capital, mergers and acquisitions, corporate and securities counseling, company formation, early liquidity transactions, public offerings and other transactions involving technology companies. Much of what I do stems from my work with startups, where I handle formation, founder-related matters, seed investments and venture capital financings for early-stage companies and then continue to represent them in various matters including later stage financings, M&A and corporate governance matters as they grow into larger private and public companies.
What types of clients do you represent?
I represent technology companies of all stages and the investors in those companies. Of course, “technology” encompasses a lot of different niche markets, including software, security, storage, mobile, gaming, cloud, big data, wearables, media, social, Internet and clean technology. So, for example, I’ve represented social media, e-commerce and enterprise software companies in their formation, financing and ultimate sales—and in several instances those sales have been to some of the world’s largest public and private Internet and software companies.
What types of cases/deals do you work on?
I spend most of my time working on venture capital and M&A transactions. In venture transactions, investors typically purchase shares of preferred stock from companies for cash. The terms provide investors with economic benefits, antidilution rights, rights to invest in future financings, governance rights, and various other rights. I negotiate and document these agreements and also help to ensure that material information regarding the company is properly disclosed to, and understood by, the investors. In M&A transactions, buyers and sellers negotiate many terms, including how and when the purchase price is paid, what it consists of (cash or stock), whether the sellers’ assets or stock is sold, the conditions to the transaction, post-closing indemnification rights, executive employment terms and non-competition agreements.
How did you decide to practice in your area?
I love working with tech companies. I enjoy the enthusiasm and brilliance of the entrepreneurs, management members, investors, and board members, and it is fun to be involved with cutting-edge technologies and ideas. I also enjoy the collaborative nature of the Silicon Valley—while negotiations at times can become tense, people are working toward a common goal of completing the transaction and building valuable companies. The community is small enough that lawyers tend to work with one another on multiple deals over time, which fosters civility and good working relationships, even when on opposite sides of the table.
What is a typical day or week like in your practice area?
In any given day, I’m juggling a number of different matters. I may attend a board meeting, negotiate a merger agreement, discuss formation of a company with an entrepreneur, draft a convertible note, and participate in a discussion with one of my partners regarding how to best protect a client’s intellectual property rights. Some days require more focusing
in on one significant project for most or all of the day, but more often than not, I move among several different matters each day.
What is the best thing about your practice area?
The ability to work with innovative companies developing cutting edge technologies and the varietyóboth in types of deals and tasks I’m involved in, and in the people I work with (clients,
other attorneys in my firm and opposing counsel).
What is the most challenging aspect of your practice area?
Also the variety. The need to juggle multiple tasks and transactions while maintaining expected timelines makes time management skills hugely important. In addition, each client has a different set of expectations regarding our services—some want all details laid out so they can make the most informed decisions, while others just want a bottom-line recommendation. It can be a challenge to properly navigate these expectations and to communicate effectively based on the personalities involved.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
As for classes in law school, a basic business organizations class, securities regulation, tax and IP (either a general overview or a more specific area) would be helpful. I also found myself often referring back to my M&A class materials during my first several years of practice. I also strongly recommend to people interested in a Silicon Valley corporate practice to learn basic finance and accounting. A corporate lawyer who knows these areas will have a significant advantage over others in the field.
What misconceptions exist about your practice area? What do you wish you had known before joining your practice area?
I think a major misconception is that all lawyers in the Silicon Valley have the same type of practice. There are in fact many lawyers (and firms) in the Silicon Valley that are not a part of the ecosystem of representing emerging growth technology companies and their investors. Many have highly respectable practices, but don’t work with startups, for example. It is important for new attorneys to really inquire about the types of clients and practices that a particular office or group of lawyers works with.
What is unique about your practice area at your firm, and how has it evolved since you have been at the firm?
O’Melveny’s Silicon Valley office is uniquely positioned to have the best of both worlds—we’re both local and global. We have a thriving emerging company practice in the Silicon Valley where we compete with the large local firms for the top clients. We also have the benefit of a tremendous global platform that enables us to assist with our clients’ growth. This platform includes top notch China, entertainment and media, sports, tax and regulatory practices, as well as a litigation practice consistently recognized as one of the best in the world.
What activities do you enjoy when you are not in the office, and how do you make time for them?
Family time is my most important and enjoyable out-of-the-office activity. I’ve had time to coach my kids’ sports teams, volunteer at their theater activities and just spend quality time being a dad and husband. I also play a lot of guitar. Mobile technology (some of it provided by clients we’ve represented) has made it easy to meaningfully balance work demands and personal life. O’Melveny has also made work-life balance a focus and we’ve gone to great lengths to enable our associates to enjoy their personal lives while still working on the high profile deals and cases for which we are known.