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Naomi R. Ogan

Fax +1.206.370.6126

Naomi Ogan is a corporate partner in the Seattle office. She focuses on mergers and acquisitions, venture capital financings, private securities offerings, and other corporate transactions. She leads mid-market M&A deals in the IT services and technology sector, and regularly advises buyers and sellers on matters involving complex earn-out and contingent payment structures. She also assists emerging companies and non-profit organizations with corporate governance and compliance. Naomi joined K&L Gates in 2010 after building her practice at an international firm in San Francisco where she served clients in a wide range of industries, including IT services, computer software, online media, and telecommunications.

Prior to attending law school, she taught Spanish and linguistics.


  • Selected to the Washington Rising Stars list (2012-2016)

Professional/Civic Activities

  • Member of the Board of Directors and Finance Committee, Girl Scouts of Western Washington, 2015-present
  • President of Washington Women Lawyers, 2013-2014
  • President-Elect of Washington Women Lawyers, 2012-2013
  • Secretary of Washington Women Lawyers, 2011-2012
Presentations and Publications
  • “M&A Negotiation Trends: Insights from the 2013 Target Deal Points Study,” American Bar Association Business Law Section In the Know series, via webcast, June 2014
  • Issue Group Leader for Private Target Mergers & Acquisitions Deal Points Study, a project of the Market Trends Subcommittee of the Mergers and Acquisitions Committee, published by the Business Law Section American Bar Association, January 2014
  • Represented Branded Entertainment Network, Inc. (f/k/a Corbis Corporation) in the sale of Splash News business to SilverHub Media UK Ltd. Financial (pending).
  • Represented a public technology company in two asset purchases involving graphing software and performance monitoring software.
  • Represented Corbis Corporation in a carve-out asset sale of its digital and analog stock photo business to a Chinese private equity buyer.
  • Represented a cyber threat intelligence software company in its sale to a public buyer.
  • Represented a public technology company in its acquisitions of an education software company, a neural network image analysis company, a threat detection software company, and a panoramic video technology company.
  • Represented Meta Company, a leading developer of augmented reality devices, in a $50,000,000 venture-backed financing, and negotiated commercial contracts for the post-closing manufacture and distribution of the company’s product.
  • Represented an energy solutions company in its acquisition of a majority ownership interest in a broadband cable television power monitoring software company.
  • Represented an international consulting firm in an internal restructuring and securities offering.
  • Represented semiconductor company in its acquisition of network analytics and monitoring software company.
  • Represented Corbis Corporation in strategic acquisitions of a candid photography business and a product placement agency.
  • Represented Intel Corporation in its acquisitions of Infineon’s wireless solutions business and McAfee, Inc.
  • Represented an international bank in a joint venture involving business-to-business payment software.
  • Represented a publicly held satellite communications company in a fully backstopped rights offering.
  • Represented a children’s online media network provider in a PIPE transaction and ongoing preparation of 1934 Act filings.
  • Assisted in drafting California Senate Bill 1463, enacted as the Corporate Flexibility Act of 2011, which amended the California Corporations Code to create the “flexible purpose corporation” as a new corporate form.