Kate H. Withers
Kate Withers is a partner in Ropes & Gray’s global private equity transactions group. Kate advises clients on technology-focused private equity, cross-border M&A, and complex joint venture transactions in the internet, software, life sciences, financial services, media, entertainment, and video game industries.
Kate focuses her practice on corporate transactions that involve the acquisition and sale of innovative technology businesses and strategic technology assets in regulated industries.
Kate has extensive experience representing private equity firms and their portfolio companies in connection with complex corporate transactions including:
- Domestic and cross-border mergers & acquisitions;
- Technology-focused joint ventures;
- Carve-out transactions;
- Leveraged buyouts;
- Royalty sales and purchases;
- Restructurings and recapitalizations; and
- Preferred equity and convertible debt investments.
In recent years, Kate’s clients have included TPG, KKR & Co., Lindsay Goldberg, HPS Investment Partners, one of the world’s largest social media companies, Vista Equity Partners, Abcam, Tencent Holdings, The National Geographic Society, Peloton Interactive, Bonobos, BBVA, Aptiv, Cisco, American Airlines, Allergan, J&J and numerous biotechnology companies.
Kate’s passion for advising clients in the technology sector, and deep understanding of life sciences and technology businesses, has its roots in her prior work as an entrepreneur in a data analytics company, and as a statistical programmer at Bank of America, the World Bank and for an interdisciplinary team of physician and health economics researchers at the Wharton School of Business. Prior to attending law school, Kate studied Economics as a Fulbright Scholar at the London School of Economics.
Kate has been recognized as by The Legal 500—the world’s largest legal referral guide—for her work in “Technology Transactions” and by Super Lawyers a Rising Star in M&A in the New York Metro Area.
Kate's experience prior to joining Ropes & Gray includes advising:
Software, Technology, and Data
- The Rise Fund, TPG’s impact investing platform, in connection with its $100 million strategic investment in Climavision, a pioneering weather services and intelligence platform.
- One of the world’s largest social media companies in connection with multiple cross-border acquisitions of software and technology companies.
- Vista Equity Partners in connection with its sale of Regulatory Data Corp. to Moody’s for US$700 million.
- Vista Equity Partners and its portfolio companies in connection with multiple acquisitions and sales, including Wrike, 7ParkData, RADAR, Schoology, and SouthTech Systems.
- A private equity fund in connection with proposed take-private transactions of technology and data focused companies.
- Golden Gate Capital and Neustar in connection with the acquisition of TrustID.
- Mainsail Partners and Zen Planner in connection with the sale of Zen Planner to Daxko.
- Aptiv in connection with its acquisition of nuTonomy, an automated driving company.
- Cisco Systems in connection with the sale of its Service Provider Video Software Solutions business to Permira Funds and its acquisition of MaintenanceNet.
- Middle market private equity firms and their portfolio companies in connection with technology-focused carve-outs in the financial services, technology, life sciences, and hardware industries.
- Portfolio companies of Vista Equity Partners, Bain Capital, Golden Gate Capital, Insignia Capital, and other private equity firms in connection with bespoke technology and joint venture agreements, including involving financial technology and artificial intelligence-powered drone technology.
- Charlesbank Capital Partners in connection with management equity arrangements for numerous fund investments.
- IBM in connection with numerous acquisitions of privately held software companies, including Sterling Commerce from AT&T for approximately $1.4 billion in cash.
Media, Gaming, Esports, and Consumer Brands
- KKR in connection with its relationship with BMG related to music rights acquisitions.
- Private equity firms in connection with multiple proposed acquisitions of media businesses and assets, and structured acquisitions of royalty payment streams and royalty bearing IP assets.
- Portfolio company of private equity sponsor in the beverage industry connection with the carveout sale of assets and out-of-court restructuring transactions.
- Tencent Holdings in connection with its cross-border acquisition of a majority stake in Supercell Oy, a Finnish gaming company for more than $8 billion (winner of 2017 M&A Atlas Award and China Law & Practice Award TMT Deal of the Year).
- The National Geographic Society in connection with its entry into a joint venture with 21st Century Fox covering cable television, technology, and media assets in a deal with consideration valued at $725 million.
- China-based technology company in connection with its purchase of an esports team from Activision Blizzard.
- Owners of an East Coast professional sports team in connection with the entry into a technology-focused esports joint venture.
- Bonobos, a New York-based ecommerce company, in connection with its acquisition by Wal-Mart Stores.
- Technology companies and entrepreneurs in connection with the entry into esports, gaming, and joint venture agreements.
- A major hospitality and entertainment company in connection with a joint venture agreement for the development of artificial intelligence technology.
- Peloton Interactive in connection with its Series E preferred stock financing and general corporate matters.
- A founder-owned technology company in connection with the structured sale of limited liability company interests to a financial investor.
Life Sciences and Healthcare
- Abcam plc (AIM LSE: ABC; Nasdaq: ABCM), a global leader in the supply of life science research tools, in connection with its proposed acquisition of BioVision, Inc., a wholly owned subsidiary of Boai NKY Medical Holdings Ltd., for $340 million.
- Fortune 100 life sciences companies in connection with multiple proposed acquisitions of pharmaceutical and medical device companies.
- Private equity fund in connection with a structured equity investment in a life sciences business.
- A rheumatology research institute at Oxford University in the structured sale of a portion of its worldwide royalty interests in Remicade and Simponi.
- Numerous private equity funds in connection with proposed pharmaceutical royalty purchases.
- Fortune 100 healthcare company in connection with its structured investment in a private equity-backed healthcare provider business.
- Forest Laboratories (now Allergan) in connection with its entry into a collaboration option license agreement and preferred stock investment in Trevena.
- Athyrium Opportunities Fund in connection with private equity fund closings and securities law matters.
- Bristol Myers Squibb in connection with its tax-free split-off of its child health and nutrition business in exchange for more than US$7 billion of its own stock.
Fintech and Financial Services
- Vista Equity Partners in its acquisition of Black Mountain Systems (now Allvue).
- Private equity portfolio company in connection with bespoke healthcare payments joint venture agreements.
- Broadridge Financial Solutions in connection with its acquisition of INVeShare’s blockchain-based proxy voting technology.
- Sovereign wealth fund in connection with its non-control investment in a fintech company and proposed acquisition of a bank.
- Banco Bilbao Vizcaya Argentaria in connection with its acquisition of Simple Finance Technology, a mobile banking company.
- American Airlines in connection with numerous cobrand credit card arrangements with banks, and financial technology agreements with a major payment network.
- MidFirst Bank in its acquisition of Presidential Financial Corporation from Harbert Private Equity and the Belfer Family.
- Promontory MortgagePath (founded by Eugene Ludwig) in connection with strategic technology agreements relating to its mortgage technology platform.
- Procter & Gamble in connection with financial technology matters.
- Golden Gate Capital in connection with its sale of Hillstone Environmental Partners for approximately $600 million.
- SandRidge Energy in connection with the sale of its tertiary recovery business for $130 million to a Morgan Stanley Global Private Equity portfolio company.
- BPL Global in connection with its acquisition by Danaher.
- Exelon in connection with a carveout sale to a private equity firm.
- Energy entrepreneurs in connection with the entry into energy joint ventures.
- LLM, New York University School of Law, 2009
- JD, cum laude, Georgetown University Law Center, 2008; Dean's List
- MSc (Economics), London School of Economics and Political Science, US-UK Fulbright Scholarship
- BA, summa cum laude, Wellesley College, Phi Beta Kappa; Trustee Scholar; Department Honors
Admissions / Qualifications
- New York, 2009
- California, 2020
- The Legal 500 - Technology Transactions (2019)
- Super Lawyers, Rising Star in M&A (2016-2018)