Jane Ross

Ross is one of go-to lawyers for Silicon Valley technology titans in need of strategic guidance on complex transactions. She has also done significant work in the pharmaceutical sector.

Last year, she was a key player in helping her longtime client Adobe Inc.—with whom she’s been working since 2003—acquire software companies Magento Inc. and Marketo Inc., the latter marking the tech giant’s biggest grab ever.

“[Adobe has] done occasional acquisitions throughout the years, but last year really was a banner year for them in that they did two billion-dollar-plus transactions,” Ross said. “It was great to finally see them doing some big deals.”

The Marketo deal, valued at $4.75 billion, was one of the ten largest acquisitions of a California company in 2018. Ross noted that Adobe’s two very large acquisitions were made from private equity, which brought its own set of challenges.

“[With] private equity, they’re just different beasts than if you were buying from a bunch of venture capital investors, or founders for example,” Ross observed. “Everything is very competitive, so there’s rarely a transaction where there is only one potential buyer…and they push very hard to get the transactions done in very short time-frames.”

The pressure of that time-frame, and “the need to move quickly” as Ross puts it, can be abated by the concerted effort of a large legal team, both in-house and with outside counsel advising.

“It’s helped greatly by having a legal team and a business team at the client that recognizes that particularly in transactions of the size that we were dealing with on both the Marketo and the Magento acquisitions, that the level of materiality is significantly different [than smaller deals],” Ross said. “It really helps that there’s a recognition on the client’s side that the timetable means that they have to be very conscious and pick their spots in terms of the amount of diligence that can be realistically be done.”

Ross, at the top of her game, has also seen some progress in the industry for her female colleagues, now that the #MeToo movement is part of the general conversation.

“In my mind the most apparent outcome is just the increasing awareness. Eliminating the taboo associated with [speaking out about harassment], for women, for men, for employers, for employees, it is now not something that you need to stay quiet about,” Ross said. “People are talking more about the acceptability or non-acceptability of certain behavior. I think that’s a huge step forward.”

— Dan Heching