Daniel N. Webb

Webb, along with partner Bill Hinman, represented the underwriters in the much-touted $16 billion initial public offering of Facebook Inc. - billed as the largest technology offering ever and the third-largest IPO in U.S. history.

"That was a special experience, because it was so unique in size and profile," Webb said. "I really enjoy trying to get my hands around a fast-growing industry."

But whatever the industry, he added, it's important for the lawyers on board to be proactive.

"IPOs, more than other types of securities offerings, have an in-depth SEC review," Webb said. "It's important to be thoughtful in how you respond and try to anticipate questions that the staff might have."

Otherwise, he added, "The more comments you get, the longer the review can take, which can delay the IPO and possibly cause the issuer to miss an opportune window to market the offering."

Among Webb's other significant matters, he represented the initial purchasers, led by Morgan Stanley and JP Morgan, in connection with Micron Technology Inc.'s $1 billion convertible senior notes offering.

He also represented the issuer in a notes offering for Datatel Inc. that provided partial financing for the $1.7 billion purchase of SunGard's higher education business. The combined business is now called Ellucian Co. LP.

One trend that Webb has spotted is a tendency of some technology companies to use high-yield financing.

"As more tech companies mature, they are large enough and stable enough to support high-yield bond issuances," he said. "Investors are relying for repayment on the cash flow of the company, rather than on the value of the company's hard assets."

Meanwhile, there is keen interest, he said, in the possible impact of last year's passage of the JOBS Act - also known as the Jumpstart Our Business Startups Act.

The goal of the legislation is, by liberalizing the rules related to the IPO process, and to the ongoing reporting requirements for new public companies, that more businesses will opt to go public and have access to the capital markets to fund their growth, Webb said.

It's not clear that many traditional IPO candidates will take advantage of the new flexibility to "test the waters" with investors prior to filing with the SEC, he added.

"But by letting most companies keep their IPO filings confidential until shortly before marketing the offering, the JOBS Act has made it easier for companies to start the IPO process and have an IPO as an option."

- PAT BRODERICK