M&A litigation: plaintiff in United States
Bernstein Litowitz Berger & Grossmann LLP is 'certainly a top-tier firm' and its New York office has a deep bench of highly respected lawyers who 'take pride in bringing good cases and carry a credible trial risk'. 'It has a philosophy of selectivity', says one peer. The firm has one of the leading practices for advising public pension funds and institutional investors on securities litigation, corporate governance, shareholder activism and investor rights issues. It represents more than 250 public pension funds and private institutional investors in North America and abroad and has a track record of achieving precedent-setting corporate governance reforms. Mark Lebovitch leads the corporate governance litigation practice and is a leading light in shareholder derivative suits and transactional litigation. With fellow partner David Wales and rising star Rebecca Boon, he handled City of Monroe Employees' Retirement System, derivatively on behalf of Twenty-First Century Fox, Inc. v. Rupert Murdoch, et al., a shareholder derivative case in Delaware Chancery Court. Lebovitch and Jeroen van Kwawegen also handled In re Starz Stockholder Litigation, which raised issues of abuse of control by a stockholder in the sale of Starz to Lions Gate Entertainment.
Labaton Sucharow LLP's Wilmington office is home to a practice that 'makes very sophisticated legal arguments, is appropriately aggressive when it has strong cases, and litigates them more effectively than most of its peer firms', according to one client. Known as 'smart, diligent and persistent', the firm has a 50-year history in corporate governance and other shareholder actions. Lead partner Ned Weinberger stands out as 'very smart - he knows the law better than most stockholder plaintiff lawyers and is also very pleasant to deal with as an adversary, which makes the litigation process easier on all parties', says one prominent defense lawyer. Weinberger is also 'a very effective oral and written advocate who commands the respect of the Delaware Courts'. Along with star associate Thomas Curry, Weinberger secured a $40m settlement in a derivative action that alleged self-dealing transactions and breaches of fiduciary duty by officers of department store chain Sears, including hedge fund manager Edward Lampert. The same team also secured $10m for Haverhill Retirement System in a class and derivative action alleging improper financing arrangements in an acquisition by Providence Service Corporation. The pair also overcame a motion to dismiss a challenge to the conduct of Straight Path stockholder, Howard Jonas, in connection with the company's $3bn sale to Verizon.
Grant & Eisenhofer P.A.
Grant & Eisenhofer P.A. in Wilmington lost a leading light in the market with the retirement of founding partner Stuart Grant, but the firm remains a key player in high-stakes corporate governance litigation. Securities litigation partner Jay Eisenhofer now leads the practice. The firm has a strong track record, which includes roles as lead counsel in eight of the largest settlements in the history of Delaware Chancery Court. Michael Barry handles both corporate governance and securities litigation. Last year, he worked with Grant as co-lead counsel in a derivative case brought by shareholders of entertainment studio DreamWorks Animation following the company's $3.8bn merger agreement with Comcast, claiming they had no say in the approval process; they secured a settlement of $4.5m. Senior counsel Kimberly Evans worked with Grant in securing a discovery motion for stockholders who challenged the value of Jarden Corp., which was acquired by Newell Rubbermaid for $13.2bn. The court ruled that a third party had violated discovery rules, prepared an insufficient privilege log and waived attorney-client privilege.
Kessler Topaz Meltzer & Check, LLP, which operates out of both Radnor, Pennsylvania and San Francisco, has a dozen lawyers who regularly handle deal-related cases in Delaware and in state courts across the US. Over more than 30 years, it has grown to become one of the largest shareholder litigation firms, representing institutional investors in all types of derivative and class actions. Its key M&A litigators are based in Radnor and include Darren Check, who has a strong track record in traditional class actions, direct actions, non-US opt-in actions, fiduciary cases, appraisal actions and arbitrations. He worked with corporate governance litigator Lee Rudy, who regularly appears in the Delaware Court of Chancery, and up-and-coming partner J. Daniel Albert to handle a stockholder action for City of Daytona Beach Police and Fire Pension Fund challenging the conduct of the board of ExamWorks in agreeing to sell the company to private equity firm Leonard Green & Co. The case was settled for $86.5m. Check, Rudy and Eric Zagar also played key roles in the Facebook, Inc. Class C Reclassification Litig., which successfully challenged Mark Zuckerberg's plan to issue Class C non-voting stock to fund philanthropy while retaining control of the company. The same team handled Viacom Class B Stockholder Litigation, in which directors were accused of breaches of fiduciary duty.
Robbins Geller Rudman & Dowd LLP
Robbins Geller Rudman & Dowd LLP is one of the busiest plaintiff firms in M&A litigation and has a long history of achieving high-value recoveries and precedent-setting decisions for defrauded shareholders. The core team is based in San Diego, where Randall Baron is regarded as a leading light in the market for securities litigation, corporate takeover litigation and breach of fiduciary duty actions. Rick Atwood has successfully represented shareholders in securities class actions, merger-related class actions, and shareholder derivative suits in federal and state courts in more than 30 jurisdictions. David Knotts, Maxwell Huffman and David Wissbroecker (who works between the San Diego and Chicago offices) are also recommended. The firm's highlights included In re PLX Technology, Inc. Stockholders Litigation, which saw the case against the final defendant go to trial.
Friedlander & Gorris, P.A.
Friedlander & Gorris, P.A. in Wilmington joins the ranking this year. The firm represents individuals and institutions in a wide variety of stockholder actions, including access to corporate books and records, election disputes, dissolution actions, appraisal and valuation disputes, and corporate control litigation, which encompasses hostile acquisitions and proxy fights. Name partners Joel Friedlander and Jeffrey Gorris led the firm to securing large settlements last year, including $35m in a claim against J.P. Morgan Securities and $17m in claims against directors of Good Technology Corp and affiliated venture capital funds, both arising from a challenge to the dual-track sale/IPO process that resulted in sale of Good Technology to BlackBerry Limited.
Robbins LLP in San Diego frequently represents individual and institutional shareholders in securities class actions and M&A-related disputes. The firm was co-lead counsel with Labaton Sucharow LLP in a case that alleged breaches of fiduciary duty by certain directors and officers of department store chain Sears, including hedge fund manager Edward Lampert, following the company's decision to spin-off more than 200 of its most valuable real estate assets in a sale-leaseback transaction; the derivative action was settled for $40m. Felipe Arroyo, George Aguilar, Stephen Oddo, Jenny Dixon and Ashley Rifkin are the key partners for shareholder rights and fiduciary duty litigation.