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  1. M&A litigation: plaintiff
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    • Kimberley Evans - Grant & Eisenhofer P.A.

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New York-based plaintiff firm Bernstein Litowitz Berger & Grossmann LLP is ‘top tier, providing superlative scholarship and advocacy’, according to clients, and ‘the best in the country’, according to opposing counsel. Its broad practice covers class actions, antitrust, securities fraud and corporate governance issues, but M&A-related litigation is one of the firm’s most prominent practice areas. Its long track record in high-profile M&A and derivative matters continued last year with remarkable results in matters such as In Re Vaalco Energy, Inc Consolidated Stockholder Litigation, in which incumbent directors faced a proxy fight with a large investor seeking to change the board. Mark Lebovitch and Jeroen van Kwawegen obtained a summary judgment in favor of the board members and, as a result, around 150 companies were forced to change their corporate bylaws and charters. Lebovitch and van Kwawegen also represented stockholders in a challenge to Grupo Villar Mir’s acquisition of Globe Specialty Metals, which was billed as a stock-for-stock merger, and secured $32.5m for its clients. Also recommended is David Wales, who worked with Lebovitch on In re GFI Group Inc Stockholder Litigation to secure a higher selling price for the vendor.

Grant & Eisenhofer P.A. is one of the leading firms for asset recovery and complex financial litigation and, over the last ten years, has recovered in excess of $28bn for its clients. The Wilmington office has a strong team led by Stuart Grant, who is ‘certainly among the best’ and has been active in many high-profile appraisal cases, including In re Appraisal of Dell, Inc, where the firm is sole legal counsel to shareholders seeking an appraisal of the fair value of shares following the $24.6bn management-led leveraged buyout by chairman and CEO Michael Dell and private equity firm Silver Lake Management. The decision in the Delaware Court of Chancery valued the shares 28% higher than the merger consideration. In 2016, Grant secured an increase in the price per share for shareholders of LSF8, which was bought by DFC Global in 2014. Grant and Nathan Cook are currently acting as lead counsel in the largest appraisal case in Delaware Chancery Court history - In re Appraisal of PetSmart, Inc - in which they are representing five investors who held a $1bn stake in the company before it was taken private in March 2013 for $83 per share. The firm has a strong bench, with director Michael Barry and senior counsels Christine Mackintosh and Kimberly Evans receiving praise from clients.

The Wilmington office of Labaton Sucharow LLPlitigates hard and will take matters all the way to trial and beyond’. Christine Azar recently retired and so Ned Weinberger is now chair of the corporate governance and shareholder rights litigation practice, which has ‘great experience in both business and law’. The firm’s highlights included securing a favorable settlement as co-lead counsel in a derivative action alleging breach of fiduciary duty against directors and officers of Sears Holding Corporation after the company sold more than 200 properties to a real estate investment trust for leaseback. Azar and Weinberger also secured a partial settlement for Haverhill Retirement System in a derivative action alleging that the chairman of The Providence Services Corporation engaged in an improper financing arrangement as part of its $400m acquisition of healthcare provider CCHN Group. The Wilmington team is also representing Cambridge Retirement System in a derivative complaint against DeCarlo et al relating to transactions involving AmTrust Financial Services. In New York, Michael Stocker and Ira Schochet also play active roles in the M&A litigation practice.

Robbins Geller Rudman & Dowd LLP is ‘undoubtedly one of the biggest players in the market and is building on its track record in some of the biggest cases’, which currently includes a matter for investors challenging BlackBerry’s $425m acquisition of Good Technology. During the last two years, the firm has recovered $4bn for investors and shareholders across its M&A and securities litigation practices. Its San Diego office is home to outstanding lawyers in the M&A litigation space, including Randall Baron, who is a go-to lawyer for corporate takeover and breach of fiduciary duty actions, and Rick Atwood, who is building a reputation on matters such as the Dole Food case, in which he helped recover $148m for shareholders. David Knotts was involved in some of the largest post-merger class action settlements confirmed in 2016, including a $40m settlement for shareholders of Websense following its acquisition by Vista and a $30m settlement in In re Onyx Pharmaceuticals, Inc Shareholder Litigation.

Kessler Topaz Meltzer & Check, LLP is known for class action litigation and its track record includes a $148m award for shareholders in Dole Food Company after the company was taken private by its chairman. The firm recently represented Erie County Employees’ Retirement System in an expedited merger litigation that alleged that American Italian Pasta Company’s top-up option to purchase additional shares in a merger agreement violated Delaware law and threatened the right to seek post-closing appraisal. Marc Topaz in Pennsylvania is the firm’s leading light.

Robbins Arroyo LLP is a San Diego firm with a strong reputation in shareholder derivative litigation and class actions relating to mergers and acquisitions. The firm recently filed a class action against Outerwall Inc on behalf of shareholders that alleges the board of directors made a materially false and misleading Representation Statement that affected shareholders’ ability to make an informed decision about approving the proposed acquisition by Apollo Global Management. Another recently filed case alleges that the board of United Online Inc issued a misleading Proxy Statement affecting shareholders’ ability to approve its acquisition by B Riley Financial.

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