PIERRE-ANDRÉ (Pete) H. MAYER

***** *. ***** ****** ****, #209, Scottsdale AZ 85255

415-***-**** ad3gh3@r.postjobfree.com

EDUCATION

TEMPLE UNIVERSITY SCHOOL OF LAW, Philadelphia, PA

J.D., May 2006

• Law Review: Staff member, Temple Political and Civil Rights Law Review

• Honors: Dean’s Honor List all semesters; Recipient, Law Faculty Scholarship

• Clerkships: Suffolk County (MA) Probate and Family Court, U.S. Bankruptcy Court for the Eastern District of Pennsylvania

TUFTS UNIVERSITY, Medford, MA

B.A., English, cum laude, May 2000; B.A., History, cum laude, May 2000

PROFESSIONAL EXPERIENCE

UNIVERSITY OF SAN FRANCISCO, San Francisco, CA 2014-Present

Director for Institutional Finance and Real Estate

Associate General Counsel

• Office of General Counsel: Represents the University of San Francisco across the full spectrum of higher education business affairs. Representative matters include advising the University board of trustees on governance matters; leading commercial and residential real property acquisition, finance, and sale transactions; designing and implementing Universitywide initiatives including policies for cybersecurity, privacy, purchasing, technology transfers, and human resources; negotiating vendor and sponsor agreements; and overseeing and coordinating outside counsel in connection with employment claims, sexual and physical harassment claims, intellectual property matters, real property disputes, and other litigation.

• Office of Business & Finance: Leads the University in financing and restructuring bond and other debt issues, including a $175mm public debt offering to finance the construction of a 660-bed dormitory and student village and over $300mm in private bond placements with JPMorgan Chase, Bank of America, and other institutions; oversees real estate acquisition and development; develops and implements investment and compliance policies for management of the University’s $455mm endowment; works with the University’s Investment Committee and outside financial advisor on the placement of endowment funds with over 100 private equity, venture, and other fund investors; advises the Division I USF athletics department on sponsorship agreements, employment matters, Name/Image/Likeness student-athlete policies, and other matters; negotiates and executes academic joint ventures with private and public corporations and institutes of higher education; and manages lender and financial regulator relationships and compliance.

LECLAIRRYAN LLP/BULLIVANT HOUSER BAILEY, PC, San Francisco, CA 2010- 2013 Associate- Venture Capital Practice Group

• Technology Transactions and General Counsel: Responsibilities include negotiating and drafting joint intellectual property development and other JV agreements, pharmaceutical and life science patent licensing and transfer agreements, software and technology licensing agreements, and other commercial contracts; advising on software distribution, privacy, and other e-commerce matters; pre-litigation dispute resolution and litigation management; advising on employment and termination issues; handling bankruptcy and winding-up matters; and negotiating commercial lease agreements.

• Corporate and Securities: Responsibilities include advising on stock and asset transactions ranging in value from $1 million to $100 million, drafting asset purchase, stock purchase, technology license, and joint venture agreements; managing and conducting due diligence processes for acquirer clients; analyzing and managing required board and shareholder approval matters; drafting securities registration statements and managing state and federal securities registration processes; advising on integration of acquired business units into existing corporate structures; and preparing forms 10-K, 10-Q, and other filings mandated by the Securities Exchange Act.

• Finance: Responsibilities include negotiating and drafting financing documents for debt and equity investments, including purchase agreements, investor rights agreements, right of first refusal and co-sale agreements, voting agreements, management agreements, amended certificates of incorporation, legal opinions, amended equity compensation and employment agreements, and other transaction documents. Primary drafting and client contact on multiple senior financings, including $9 million Series A investment in East Bay software company, $35 million Series B investment in San Francisco software company and $25 million investment in Spanish chemical manufacturer.

BINGHAM MCCUTCHEN LLP, Los Angeles, CA 2007- 2009

Associate- Corporate, Mergers & Acquisitions and Securities Group, Private Equity Group

• Overview: Corporate, securities, and activist investor practice focused on representing private equity and public clients in mergers and acquisitions, employment law matters, divestitures and carve-out transactions, proxy contests, Securities Exchange Act compliance, and general corporate governance matters.

• Mergers & Acquisitions: Responsibilities include drafting merger, asset purchase, and unit purchase agreements, stockholder agreements, employment, separation, and earn-out agreements and other ancillary transaction documents. Primary contact drafting and client interaction on $39 million acquisition by Fortune 100 client and on $20 million cross-border transaction by private equity client. Managed and conducted due diligence processes for transactions ranging in value from $20 million to $1.05 billion.

• Securities/General Corporate: Responsibilities include drafting offers to purchase, Regulation D private placement transaction documents, short-form merger agreements, proxy statements and other documents for proxy fights and tender offer transactions; drafting operating agreements, by-laws, “poison pill” agreements and other organizational documents for Delaware, New York, and California entities; drafting and filing Forms 13D and G for private equity and activist clients.

• Governance and Activist Matters: Advised special strategic committees of public companies on director responsibilities and oversaw sale process for compliance with state laws; drafted shareholder resolutions for activist shareholder clients; advised director clients sitting on boards of public companies.

DECHERT LLP, New York, NY and Philadelphia, PA Summer 2005, 2006- 2007 Associate- Corporate & Securities Group

• Mergers & Acquisitions: Responsibilities include drafting stock purchase agreements, purchase and merger agreements, shareholder agreement amendments, SEC filings, credit agreement, indenture agreements, employment and separation agreements and entity formation agreements; and conducting extensive due diligence on both private and public target corporations.

• Securities: Responsibilities include drafting registration statements, tender offer materials, offer to amend backdated stock option grants, and poison pill agreements.

• Fund Formation: Responsibilities include drafting organizational documents, disclosure materials for non- accredited investors, term sheet sections and subscription agreements; analyzing marketing materials for regulatory compliance, shareholder information statements, and exemption applications.

AWARDS AND RECOGNITION; OUTSIDE ACTIVITIES

• President, Sleepy Hollow Homes Association (2021-23)

• President, Sleepy Hollow Charitable Foundation (2020-2021)

• Coach, Ross Valley Grizzlies Lacrosse Club (8U A and 10U A)

• 2013 Super Lawyers Rising Star in Business and Corporate Law

BAR ADMISSIONS

• California SBN #250683

• Admitted to practice in the Northern District of California and the Bankruptcy Court for the Northern District of California

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