For many, Bernstein Litowitz Berger & Grossmann LLP is ‘currently the best plaintiffs’ side firm doing corporate litigation in the United States‘. Head of corporate governance and shareholder rights Jeroen van Kwawegen, and head of the Delaware office Greg Varallo (who is ‘unmatched in his experience, depth of knowledge and strategic thinking‘) lead the practice, which ‘routinely out-litigates first-class defense side firms‘. The firm continues handle litigation in the wake of the biggest deals, including a $400m post-trial opinion in a challenge to Columbia Pipeline’s $13bn merger with TransCanada, and a major win at trial for shareholders of Mindbody confirming legal principles regarding the fiduciary duties that directors and senior executives of public companies owe to their stockholders during a company sale. Up-and-coming partner Edward Timlin in New York has taken on settlement responsibilities for the work handled by veteran partner Mark Lebovitch, who retired from the law in 2023. Emerging talents at senior counsel level Andrew Blumberg in Delaware and the ‘highly intelligent and thoughtful‘ Thomas James in New York are key to the firm's prosecution work in corporate governance and fiduciary duty cases. Christopher Orrico moved to Grant & Eisenhofer P.A..
M&A litigation: plaintiff in United States
Bernstein Litowitz Berger & Grossmann LLP
Practice head(s):
Jeroen van Kwawegen; Greg Varallo
Other key lawyers:
Edward Timlin; Andrew Blumberg; Thomas James
Testimonials
‘It is my belief that Bernstein Litowitz is currently the best plaintiffs’ side firm doing corporate litigation in the United States. They have invested heavily in people over the last decade or two, and it is clearly paying off. They routinely out-litigate first-class defense side firms.’
‘They have a lot of excellent people but two who stand out in their Delaware litigation practice (where I see them) are Jeroen Van Kwawagen and Thomas Janes. Both are highly intelligent and thoughtful, but also have the courtroom smarts to know when to push hard, and when to back off.’
‘The BLBG team stands out as the most trial-capable plaintiff-side Delaware firm. Their extensive trial experience ideally situates them to very effectively try cases.’
Key clients
ACATIS Investment Kapitalverwaltungsgesellschaft mbH
Bayerische Landesbank
California Public Employees’ Retirement System
Connecticut Retirement Plans and Trust Funds
Electrical Workers Pension Fund, Local 103, I.B.E.W
Hachshara Insurance Company Ltd.
Handelsbanken Fonder AB
Indiana Public Employees’ Retirement Fund
Los Angeles County Employees Retirement Association
Maryland State Retirement & Pension Systems
Miami General Employees’ & Sanitation Employees’ Retirement Trust
New Mexico Educational Retirement Board
New York State Teachers’ Retirement System
Norges Bank
Oakland County Employees Retirement System and Oakland County VEBA
Ohio Public Employees Retirement System
Police & Fire Retirement System of the City of Detroit
Public Employees Retirement Association of New Mexico
Quoniam Asset Management GmbH
Teacher Retirement System of Texas
The New York City District Council of Carpenters Benefit Funds
Union Asset Management Holding AG
Westchester Capital
Work highlights
- Representing a class of former stockholders of Columbia Pipeline Group in connection with the sale of the company to TransCanada (later renamed TC Energy). This class action alleges that Columbia’s former Chairman and CEO, Robert Skaggs, and former CFO, Stephen Smith, breached their fiduciary duties in connection with the company’s $13 billion merger with TransCanada and that TransCanada aided and abetted those breaches of duty, harming Columbia Pipeline’s former stockholders.
- Successfully represented shareholders of Mindbody.
- Filed a stockholder class action in the Delaware Chancery Court on behalf of former Viacom stockholders challenging the stock-for-stock merger of Viacom and CBS, which was accomplished at the behest of Viacom and CBS’s controlling stockholders, Shari Redstone and National Amusements. The complaint alleges that the merger was negotiated by a conflicted special committee—consisting of directors Redstone handpicked for the Viacom Board—that prioritized effectuating Redstone’s wishes over the interests of Viacom’s minority stockholders.
Kessler Topaz Meltzer & Check, LLP
With offices in Radnor, Pennsylvania and San Francisco, Kessler Topaz Meltzer & Check, LLP is one of the largest and most successful plaintiff-side shareholder litigation firms. It acts on behalf of states attorneys’ general offices and public and private entities, among them municipalities, state agencies, mutual fund managers, sovereign wealth funds, and multi-employer welfare funds. The corporate governance and M&A department handles matters in state and federal courts across the country, as well as being highly active in Delaware. Lee Rudy, Daniel Albert and Eric Zagar, who are all based in the Radnor office, are the key partners. Rudy, who practices in the area of corporate governance litigation with a focus on transactional and derivative cases, and Albert, who has a strong track record in recovering substantial damages for breaches of fiduciary duties, are preparing for a trial arising from a class action related to Discovery, Inc.’s 2022 acquisition of AT&T. Newly promoted partner Grant Goodhart also plays a key role in that matter. Darren Check, who manages the firm’s portfolio monitoring and claims filing service, SecuritiesTracker, also stands out for his role in key matters.
Practice head(s):
Lee Rudy; Eric Zagar; Daniel Albert
Other key lawyers:
Darren Check; Grant Goodhart
Key clients
AP7 – Seventh Swedish National Pension Fund
Norges Bank Investment Management
British Airways Pension Trustees Limited
SEB Investment Management AB
Industriens Pensionsforsikring A/S
AMF Pensionsförsäkring AB
Principal Global Financial Group
Franklin Templeton Investments
Nationwide Investment Funds
Nordea Investment Funds (Luxembourg)
Arkansas Teacher Retirement System
Equity-League Pension & Health Trust Funds
United Food & Commercial Workers 464(a) Benefit Funds
Lebanon County Employees’ Retirement Fund
Teamsters Local Union No. 142 Pension Fund
Laborers Joint Pension Trust for Southern Nevada
Iron Workers District Council (Philadelphia & Vicinity) Retirement and Pension Plan
Cleveland Bakers & Teamsters Fund
Orange County Employees’ Retirement System
Naventi Fonder
Universal Investments
Work highlights
- Won a $612 million jury verdict for Fannie Mae and Freddie Mac stockholders in three-week retrial of matter against the the Federal Housing Finance Agency arising from its post-financial crisis breach of good faith and fair dealing.
- Representing the Bucks County Employees Retirement Fund (of Pennsylvania), securing a $167.5 million cash resolution for CBS Corporation in sprawling litigation over the merger of CBS and Viacom.
- Representing the Hollywood Firefighters’ Pension Fund, the City of Miramar Retirement Plan and Trust Fund for General Employees, and City of Miramar Management Retirement Plan, along with an individual in litigation over the merger between MSGE and MSG Networks Inc.
Grant & Eisenhofer P.A.
Grant & Eisenhofer P.A. is ‘fearless when it comes to litigating cases to trial‘, and practice heads Jay Eisenhofer in New York and Delaware-based partners Michael Barry and Christine Mackintosh are ‘very experienced and capable‘. The firm has a long-standing track record of success in high-value and cutting-edge matters, among them SPAC-related cases. Indeed, clients remark that ‘these lawyers have made waves in the SPAC litigation space, including being the first to flag a very nasty but hard to recognize disclosure defect common to many de-SPAC deals‘. Barry is recently defeated motions to dismiss brought by investors in two SPACs – Delman v. GigAcquisitions3 LLC and Laidlaw v. GigAcquisitions2 LLC. Barry and Mackintosh also brought a stockholder class action challenging the $900m merger between MSG Entertainment Corp. and MSG Networks Inc., ultimately securing a $48.5m settlement. Up-and-coming Wilmington-based partner Christopher Orrico, who is ‘exceptional‘ in corporate governance and securities litigation, joined from Bernstein Litowitz Berger & Grossmann LLP. He has extensive experience in prosecuting breach of fiduciary duty claims in the Delaware Court of Chancery and in state and federal courts across the country.
Practice head(s):
Jay Eisenhofer; Michael Barry; Christine Mackintosh
Other key lawyers:
Christopher Orrico
Testimonials
‘These lawyers have made waves in the SPAC litigation space, including because they were the first to flag a very nasty (but hard to recognize) disclosure defect common to many de-SPAC deals.’
‘Mike Barry and Christine Mackintosh are leading the office and are capable litigators with lots of experience in hard-fought cases. CJ Orrico is a new add from BLBG and a solid addition.’
‘New hire CJ Orrico is a terrific and tenacious lawyer. Orrico is exceptional. The other partners in the group, Christine Mackintosh and Mike Barry, are good.’
Work highlights
- Achieved a $48.5 million class action settlement challenging Madison Square Garden Entertainment Corporation’s acquisition of MSG Networks, Inc.
- Obtained a $167.5 million settlement of a derivative and class action challenging CBS Corporation’s acquisition of Viacom, Inc.
- Representing common stockholders in AMC, who sued management and the board in February 2023 over their plan to issue more authorized common shares, which stockholders alleged was an inequitable dilution of their holdings.
Labaton Keller Sucharow LLP
Labaton Keller Sucharow LLP‘s Delaware office is home to ‘a first-rate stockholder litigation practice‘ and clients note that the lawyers led by the highly esteemed Ned Weinberger ‘identify good cases, discover the facts, and know the law as well as anyone on either side of the stockholder litigation bar‘. Weinberger, up-and-coming partner Mark Richardson, and newly promoted Brendan Sullivan are ‘extremely hardworking and knowledgeable, have good judgement and are tremendous oral advocates‘. All three, along with Michael Wagner recently served as co-lead counsel in a consolidated class action brought by investors in Sears Hometown and Outlet Stores challenging the take-private of the company by controlling stockholders, principally Edward S. Lampert. The firm’s most recent flagship result for was the award of a $1bn as settlement from Dell in a class action arising from a $23.9bn transaction involving the conversion of Dell Class V Common Stock. Led by Weinberger, plaintiffs alleged that Dell’s controlling stockholders– Michael Dell and Silver Lake Group – breached their fiduciary duties and expropriated billions of dollars in value from Class V stockholders.
Practice head(s):
Ned Weinberger
Other key lawyers:
Brendan Sullivan; Mark Richardson; Michael Wagner
Testimonials
‘Labaton has an extremely deep, knowledgeable and experienced bench of attorneys that is unmatched in the Delaware plaintiff’s bar.’
‘Ned Weinberger, Mark Richardson and Brendan Sullivan are extremely hardworking and knowledgeable, have good judgment and are tremendous oral advocates.’
‘Ned Weinberger and his team have developed a first-rate stockholder litigation practice. They identify good cases, discover the facts, and know the law as well as anyone on either side of the stockholder litigation bar.’
‘Ned Weinberger is the standout of the group. He has an unusually calm and effective demeanor for a high-stakes plaintiffs’ lawyer. He manages to present his positions aggressively while sounding more scholarly in tone, and he never gets rattled or pushed off of his position.’
Key clients
Steamfitters Local 449 Pension Plan
Public Employees’ Retirement System of Mississippi
Nantahala Capital Partners II Limited Partnership
Massachusetts Laborers’ Pension Fund
Cambridge Retirement System
Employees’ Retirement System of Rhode Island
Bricklayers Pension Fund of Western Pennsylvania
Teamsters Local 443 Health Services & Insurance Plan
Pembroke Pines Firefighters & Police Officers Pension Fund
City of Warwick Retirement System
Oklahoma Firefighters Pension & Retirement System
Work highlights
- Representing Steamfitters Local 449 Pension Plan, the firm achieved a $1bn cash settlement just weeks before trial. The settlement ends the dispute arising from a $23.9 billion conversion of Dell’s Class V stock in a controversial 2018 deal.
- Representing Public Employees’ Retirement System of Mississippi, achieved a $79m partial settlement against former Columbia executives Robert Skaggs, Jr. and Stephen Smith, and TransCanada Corporation, now known as TC Energy. The action alleged that the July 1, 2016, acquisition of Columbia by TransCanada was unfair to Columbia stockholders and the product of breaches of fiduciary duty and aiding and abetting the same.
- Representing Employees’ Retirement System of Rhode Island, achieved a $30m settlement and new corporate governance and compliance terms, as well as the addition of two independent members to Guess Inc’s board and formation of a diversity, equity and inclusion committee in a stockholder derivative action.
Robbins Geller Rudman & Dowd LLP
Robbins Geller Rudman & Dowd LLP is widely regarded as one of the leading firms handling the representation of shareholders in corporate takeover and shareholder derivative litigation. In 2023, the firm opened an office in Wilmington to cement the presence of its shareholder derivative and corporate governance practice in high-stakes corporate litigation. Practice heads Randall Baron in San Diego and Christopher Lyons in Nashville, who also works extensively in Wilmington, are the key practitioners. They recently represented shareholders in a challenge to the 2018 sale of Bioverativ, Inc. to Sanofi S.A. for $11.6bn, surviving motions to dismiss and ultimately securing a partial settlement of $84m. Shawn Williams in San Francisco, San Diego-based Travis Downs and New York partners Chad Johnson and Noam Mandel in New York also play key roles in the practice.
Practice head(s):
Randall Baron; Christopher Lyons
Other key lawyers:
Travis Downs; Shawn Williams; Chad Johnson; Noam Mandel
Work highlights
Brown Rudnick LLP
Brown Rudnick LLP has a small but active M&A and private equity litigation practice that handles cases in federal and state courts across the country, including the Delaware Court of Chancery and in the Southern District of New York. It is also frequently involved in matters concerning representations and warranties insurance in private M&A transactions, which sees it handle proceedings in both domestic and foreign arbitral forums. Dylan Kletter, who works from both New York and Hartford, co-leads the practice with Hartford-based Mark Baldwin. They handle a broad range of matters, among them fraud claims, earnout disputes, and pre- and post-closing litigation. Kletter recently acted for Prospect Medical in a dispute related to its $180m acquisition of a non-profit hospital network in Connecticut.
Practice head(s):
Dylan Kletter; Mark Baldwin
Key clients
SPay, Inc, d/b/a/ Stack Sports
Prometheus Group
Prospect Medical
Lupin Pharmaceuticals
Work highlights
- Representing SPay Inc, a portfolio company of Genstar Capital, in a dispute over its acquisition of substantially all of the assets of internet media company Stack Media.
- Representing Prospect Medical in connection with a dispute related to its $180 million acquisition of a nonprofit hospital network in Connecticut from the Eastern Connecticut Health Network Inc.
- Representing Prometheus Group in a dispute over its acquisition of another software company.