April 29, 2019
LAW BUSINESS TECHNOLOGY BUSINESS TECHNOLOGY LAW TECHNOLOGY LAW BUSINESS RECORDER daily at www.therecorder.com How Goodwin Became a Household Name in California’s Startup Community
By Xiumei Dong
In less than 15 years, Boston- born Goodwin Procter has become a known entity, and fre- quent adviser, to Silicon Valley’s entrepreneurs. Competing head-to-head with its Big Law rivals in the valley, Goodwin represented about 11 percent of startup clients last year, according to a survey by Kruze Consulting; it was the only East-Coast-born firm to land in the top five for startup client A group of partners and office leaders from Goodwin’s California offices. Back row: market share. An-Yen Hu, Lynda Galligan, Brett Schuman, Caine Moss, Scott Joachim, Heidi Mayon and Neel Chatterjee. Front row: Dean Pappas and A.J. Weidhaas. The firm recently made head- lines for representing online workplace communication com- private equity, real estate and The firm now has 215 lawyers pany Slack in its initial public complex IP litigation. across its San Francisco, Palo offering. And it represented the “What we have been trying to Alto and Los Angeles offices, underwriters in Lyft’s highly do, and I think we have done, after announcing the addition of anticipated IPO, sharing a $1.4 is to develop a dominant mar- two more partners Monday. And million legal fee with Palo Alto- ket presence across those areas,” a new Santa Monica office is set based Wilson Sonsini Goodrich Hashmall said. “We really see our- to officially open this summer & Rosati. selves having particular expertise with about 15 technology and Goodwin’s growing role in the in advising high-growth, innova- private equity lawyers expected emerging growth space hasn’t tive and really often disruptive to join on day one. been by accident. businesses on the challenges and “We are looking to grow our Chairman David Hashmall, opportunities they face.” footprint at this point,” said part- who has led the Am Law 100 Goodwin has been aggres- ner Lynda Galligan, who has led firm since 2014, said Goodwin’s sively expanding on the West the firm’s California growth. “We strategy is centered on becoming Coast since it planted a flag in have everything covered, it’s just a top player in tech, life sciences, California in 2006. a matter of growth.” RECORDER
Goodwin’s Expansion
1912
Founded by former Harvard classmates Robert Goodwin and Joseph Procter
1994
Opens rst o ce outside of Boston, in Washington, D.C.
Bold Beginnings 1997 Goodwin made its California debut 13 years ago with a handful of San Francisco and Los Angeles Opens an o ce in partners plucked from Cooley and Pillsbury New York Winthrop Shaw Pittman. Regina Pisa, the first woman to lead an Am Law 100 firm, was Goodwin’s chairwoman and manag- ing partner at the time. 1998 “There was no clear future for a firm dominant in one market only,” Pisa told The American Lawyer in 2008 interview. Becoming a national player, and Names Regina Pisa therefore creating a West Coast stronghold, was an chair and managing partner imperative. The California expansion was fast, but not without adjustments. Just a year after launching in San Francisco and Century City, Goodwin added three more California locations—Downtown Los Angeles, San Diego and 2005 Palo Alto. Adds 91 lawyers from But it backtracked a few years later, closing the imploding Boston Century City office in 2011 and the San Diego office tech specialist Testa, Hurwitz & Thibeault in 2012. The firm laid off 10 attorneys, including four partners, in the process, The Recorder reported at the time. 2006
Opens o ces in San Francisco and Century City, California
2007
Expands into San Diego, downtown Los Angeles, and Silicon Valley
2008
Opens its rst international o ces in London and Hong Kong
2010 Key hires in California: partners Anthony McCusker, Craig Schmitz and James Riley Jr. from Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, partner Caine Moss from Wilson Sonsini Goodrich & Rosati McCusker
2011
Goodwin closes Century City o ce
2012
Goodwin closes San Diego o ce
2012
Partner Rob Insolia is named the rm’s fth Managing Partner and its rst to be based in New York City
2014
Partner David Hashmall succeeds Regina Pisa and becomes the rm’s sixth Chairman.
2015
Expands in Europe, opening Frankfurt and Paris o ces
2017
Goodwin’s gross revenue surpasses the $1 billion mark for the rst time
2017
2018
Silicon Valley o ce relocates from Menlo Park to downtown Redwood City, as the rm's California lawyer head count hits 200 Goodwin’s Expansion
1912
Founded by former Harvard classmates Robert Goodwin and Joseph Procter
1994
Opens rst o ce outside of Boston, in Washington, D.C.
1997
Opens an o ce in New York
1998
Names Regina Pisa chair and managing partner
2005
Adds 91 lawyers from imploding Boston tech specialist Testa, Hurwitz & Thibeault
RECORDER
2006
Opens o ces in San Francisco and Century City, California
2007
Expands into San Diego, downtown Los Angeles, and Silicon Valley
2008
Opens its rst international o ces in London and Hong Kong
“San Diego, from a geographic perspective, is no longer a strategic location for building the future of the firm,” firm leadership said at the time, promis- 2010 ing to “reallocate our investments to those markets Key hires in California: partners Anthony in California that hold greater promise for us.” McCusker, Craig Schmitz and James Riley Jr. from But the Silicon Valley office, which relocated to Gunderson Dettmer downtown Redwood City last year, has grown sev- Stough Villeneuve Franklin & Hachigian, enfold since it opened and now numbers more than partner Caine Moss from Wilson Sonsini Goodrich 75 lawyers. & Rosati McCusker Former Goodwin partner Kathy Fields moved out to California in 2007 to help build out the firm’s 2011 Bay Area presence. She is now general counsel at Goodwin client JMI Equity. Goodwin closes In the years she was with the firm in California, she Century City o ce says she spent all her spare time recruiting and pro- moting the firm. “All I did was have coffee, lunch and dinner” with other lawyers in the market, Fields said. The challenge for Goodwin, or any firm moving into the Bay Area, is that there is already a wealth of 2012 legal talent and activity there, Fields said. “I think Goodwin closes the challenge is distinguishing why your platform San Diego o ce is different.” A central selling point for Goodwin was its mas- sive acquisition of a group from now-defunct Testa, 2012
Partner Rob Insolia is named the rm’s fth Managing Partner and its rst to be based in New York City
2014
Partner David Hashmall succeeds Regina Pisa and becomes the rm’s sixth Chairman.
2015
Expands in Europe, opening Frankfurt and Paris o ces
2017
Goodwin’s gross revenue surpasses the $1 billion mark for the rst time
2017
2018
Silicon Valley o ce relocates from Menlo Park to downtown Redwood City, as the rm's California lawyer head count hits 200 Goodwin’s Expansion
1912
Founded by former Harvard classmates Robert Goodwin and Joseph Procter
1994
Opens rst o ce outside of Boston, in Washington, D.C.
1997
Opens an o ce in New York
1998
Names Regina Pisa chair and managing partner
2005
Adds 91 lawyers from imploding Boston tech specialist Testa, Hurwitz & Thibeault
2006
Opens o ces in San Francisco and Century City, California
2007
Expands into San Diego, downtown Los Angeles, and Silicon Valley
2008
Opens its rst international o ces in London and Hong Kong
2010 Key hires in California: partners Anthony McCusker, Craig Schmitz and James Riley Jr. from Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, partner Caine Moss from Wilson Sonsini Goodrich & Rosati McCusker
2011
Goodwin closes Century City o ce
2012
Goodwin closes San Diego o ce RECORDER
2012
Partner Rob Insolia is named the rm’s fth Managing Partner and its rst to be based in New York City
2014
Lynda Galligan, chairwoman of the Silicon Valley office; A.J. Partner David Hashmall Weidhaas, chairman of the Santa Monica office; Dean Pappas, succeeds Regina Pisa and becomes the chairman of the Los Angeles office; and Brett Schuman, chair- rm’s sixth Chairman. man of the San Francisco office. (Photo: Jason Doiy/ALM)
Hurwitz & Thibeault, Goodwin’s Boston-based rival that focused on high-tech clients. When Testa 2015 began to unravel in late 2004, Goodwin’s Pisa moved Expands in Europe, quickly and convinced 25 Testa partners and more opening Frankfurt and than 60 associates to join Goodwin. Fields was one Paris o ces of the Testa lawyers. It impressed potential California laterals that “Goodwin had digested the tech practice from Testa,” Fields said. “People were as interested in 2017 hearing about the Testa story as the Goodwin story.” In the process, Goodwin picked up work for clients, including Alkermes, Athenahealth, Phase Goodwin’s gross revenue surpasses the $1 billion Forward, iRobot Corp., and venture capital firm mark for the rst time General Catalyst Partners. The Testa group instant- ly bolstered Goodwin’s tech market share along the Route 128 corridor—Boston’s version of Silicon 2017 Valley—thus paving the way to California. “We were able to demonstrate that Goodwin actually understood that venture capital is different 2018 than private equity, technology startups are differ- Silicon Valley o ce ent than real estate companies,” Fields said. relocates from Menlo Park to downtown And that helped the firm woo “homegrown” Redwood City, as the rm's California lawyer Silicon Valley talent, in particular, Fields said, head count hits 200 Anthony McCusker and Craig Schmitz. Selling Goodwin to Locals Those who know Goodwin in Silicon Valley prob- ably know Anthony McCusker as well. RECORDER
Two months after hiring Chu and Michael Russell from McCusker’s group, Dennis Wilson Sonsini, former Morgan, brought on Wilson Sonsini part- Lewis & Bockius IP litigator Brett ner Caine Moss, in Silicon Valley, Schuman, and longtime Orrick who became part of the tech- partner Neel Chatterjee, also in nology companies practice with IP and litigation. McCusker and Schmitz. “Goodwin was becoming a From 2014 to 2018, Goodwin dominant force in the market, in recruited more than 200 lawyers the entrepreneurial community,” to its California offices, including Chatterjee said in a recent inter- 25 partners. view. The firm’s Bay Area litiga- Most of these laterals came tion team, while small, has been from competitors with roots “aggressively making ourselves in Silicon Valley, including known in the market.” Gunderson, Fenwick and Wilson Still, Chatterjee noted, fighting
Anthony McCusker. Sonsini. Losing partners to non- for a place in the market, against (Photo: Jason Doiy/ALM) California-based competitors firms with a longer history there, was rare for these firms—until is an ongoing battle. recently. “The challenge for us is the McCusker joined Goodwin in “For a nonindigenous firm, challenge of incumbency,” he 2010, coming from local firm [Goodwin] seems to have done said. “There are a lot of peo- Gunderson Dettmer. It took over a better job than any other firm ple in the Bay Area that have a year for Kevin Dennis, then the that has come from outside,” said entrenched relationships with managing partner of Goodwin’s California-based legal recruiter people that clients are often com- Silicon Valley office, to lure Avery Ellis. “And, it seems like it fortable with, who they know.” McCusker, along with partners is getting stronger and attracting Building on the Momentum Schmitz and James Riley Jr. more talent.” Galligan, who has spent her When they joined Goodwin, Just this February Goodwin entire 18-year career at Goodwin, the firm’s Silicon Valley office nabbed two pairs of life scienc- has led the firm’s West Coast was only 3 years old, while es partners from Fenwick and expansion efforts since her 2011 Gunderson—itself a relatively Sidley Austin, in San Francisco move from Goodwin’s Boston young firm, having launched and Silicon Valley, respectively. office to its Silicon Valley loca- in 1995—was entrenched in And McCusker, initially a hard tion. Silicon Valley’s tight-knit start- sell, became an evangelist for She said “recruiting is much up scene. Goodwin in California. In 2012, easier” in recent years. So much But McCusker saw strength in he replaced Dennis as Silicon so that the Silicon Valley group joining a platform with its foun- Valley chairman, a role he passed ran out of room at its Menlo Park dation in another emerging tech to Galligan in 2014. office, and moved to a new loca- city. “I spend a ton of time recruit- tion in downtown Redwood City “Technology and innovation ing,” McCusker said. last year. are not limited [to] just Silicon His recruits included corpo- “People approach us because Valley,” McCusker said. rate partners Lawrence “Larry” they see what we are doing, they RECORDER
know us, they see us on the mar- Diving Deeper in Tech ket and they want to be part of it,” As private equity investors Galligan said. increasingly inject themselves California legal recruiter in technology deals, the founda- Larry Watanabe said recruit- tion that Goodwin has built in ing for Goodwin has become “a California has created opportu- lot easier” because of the firm’s nities for the firm in the era of rising profile in the tech mar- technology convergence. ket. He attributed that largely to Greg Williams, managing direc- McCusker. tor at technology-focused private Watanabe added that Goodwin equity firm Accel-KKR, is a client has been “extremely competi- of Joachim, and followed him Silicon Valley office chairwoman Lynda tive” with compensation for the to Goodwin. While Accel-KKR is Galligan toasts Goodwin’s official new right candidates. based in Menlo Park, California, office opening in Redwood City. (Photo: Asked about that, Galligan said Williams said they have portfo- Jason Dooy/ALM) the firm’s profitability certainly lio companies spread across the gives it an edge over some firms country, Europe, Australia and in the recruiting race, but she South America, making Goodwin to it, build the team,” McCusker said Goodwin doesn’t attract lat- ideal counsel for the firm. said. erals with big paychecks alone. “Many of us have years of In addition to asserting its “I don’t feel like we have to do experience in other markets like dominance in the Bay Area that. … I haven’t seen us contort Boston or New York, or other startup community, McCusker to overpaying people simply to places Goodwin has been for a added, Goodwin has been court- get them to join us,” she said. long time,” Williams said. “We ing the entrepreneurial commu- Partner Scott Joachim, the have seen them across the table, nities in Los Angeles, New York former Fenwick private equity we know their names generally and Boston, and adding to its chairman who joined Goodwin from the market.” tech capabilities in Europe and last spring, said Goodwin’s com- Goodwin had 955 lawyers Hong Kong. pensation structure was a draw across its 10 offices worldwide “We want to continue to do the for him. But it wasn’t about the last year. The firm said it has work we are doing here. We want concrete dollars as much as how about 175 partners involved in to continue to build,” McCusker the policy meshes with the firm’s its technology, life sciences and said. long-term strategy. private equity practices. Xiumei Dong covers the busi- “There is much less emphasis “If you want to be a modern ness of law from the West Coast. on chasing year-end bonuses,” law firm that represents the most Contact her at [email protected]. Joachim said. “I don’t even want interesting businesses, you bet- On Twitter: @XiumeiDong. a bonus—I don’t expect it unless ter understand innovation and something extraordinary hap- technology, not just cursory pens.” level, you need to be dedicated
Reprinted with permission from the April 29, 2019 edition of THE RECORDER © 2019 ALM Media Properties, LLC. All rights reserved. Further duplication without permission is prohibited. For information, contact 877-257-3382 or [email protected]. # 501-05-19-01