Goodwin Procter is expanding its mergers and acquisitions practice with Kirkland & Ellis partner Joshua Zachariah, adding deal making firepower in markets that have proven busy despite the coronavirus pandemic.
Zachariah will work primarily in the firm’s Boston office, but will also serve clients out of its New York, San Francisco and Silicon Valley offices.
He joined Kirkland in 2010 from Skadden Arps Slate Meagher & Flom where he spent roughly five years as an associate. He has handled public company M&A matters for private equity and public company clients, including domestic and cross-border acquisitions and dispositions, joint ventures, strategic investments, SPAC transactions, and take-privates.
Goodwin has benefited from the work of attorneys like Zachariah who do work for clients in the private equity, life sciences, and technology spaces, which have remained high demand deal areas in 2020 even as other sectors struggle. According to the firm’s global M&A chair Stuart Cable, Goodwin finished its fiscal year on Sept. 30 with double digit growth.
“We could not have designed Josh any better to fit at the confluence of capital, given his private equity experience, and our industry verticals, notably, tech and life sciences,” Cable said.
Zachariah’s clients have included Cision Ltd. in its $2.74 billion sale to a Platinum Equity affiliate and The Simply Good Foods Company in its $1 billion acquisition of Quest Nutrition, LLC. He’s also represented the likes of Vista Equity Partners, Bristol-Myers Squibb, and middle-market private equity firm HGGC.
Though he has worked opposite the firm on transactions over the years, Zachariah said his move to Goodwin began through conversations with Cable, who also serves as the firm’s vice chair.
Cable said Goodwin is organized more like an investment bank than many of its Big Law competitors. The firm focuses on five industry verticals— life sciences, technology, private equity, real estate, and financial services or fintech— rather being organized by functional practice areas.
The firm’s investment in the life sciences and technology spaces and its focus on helping innovating companies secure capital and grow over the last decade has led to a string of successful Goodwin clients, including some that have gone public, Zachariah said.
“When you have that many companies coming out of your practice that are successful, there’s going to be a significant amount of transactional work coming out of that and that’s been the case,” he said.
So far in 2020, Goodwin has advised on 349 deals worth $119 billion, coming in third behind perennial deal-machines Kirkland and Latham & Watkins in total deal count, according to Bloomberg data.
Goodwin took lead roles on Slack Technologies Inc.’s $25.7 billion sale to salesforce.com Inc. and MyoKardia Inc.’s $13.1 billion sale to Bristol-Myers Squibb.
Zachariah said he sees an opportunity to help the Goodwin team continue to “really scale it up.” The firm’s strategic focus also means that it has domain expertise, like its deep bench of IP and regulatory lawyers, which is a benefit to existing and potential new clients, he said.
Deal Making ‘Perfect Storm’
Cable said that the firm’s focuses on life sciences and technology that began a decade ago have proven to be smart choices as private equity and venture capital bet big on these industries.
Just last week, Cable noted, Goodwin represented AbCellera Biologics, which is developing an antibody treatment for Covid-19, in its IPO. The IPO closed at $555.5 million late Tuesday.
“It has worked out beyond anyone’s expectations and it has led us to this point as we flip the calendar it’s the perfect storm of deal making,” Cable said.
Unlike the big Wall Street firms or Latham and Kirkland, Goodwin lawyers consider themselves “life cycle experts,” said Cable.
“We go in there with the founders on day one and we represent these companies from inception, all the way from soup to M&A exit, in some cases many years later,” he said.
He said cited Slack as an example, which the firm represented in its 2019 direct listing.
Goodwin and Cable have also been working with Moderna Therapeutics Inc. since its inception 10 years ago. Moderna’s application for emergency use authorization for its Covid-19 vaccine was approved on Tuesday by the U.S. Food and Drug Administration.
“From a small start up to a multibillion-dollar public company Goodwin has positioned itself to be counsel from beginning to end,” Zachariah said. “I think that’s extremely unique among Big Law firms.”