Paul Hastings LLP has a strong track record defending against hostile bidders and activist shareholders, advising boards on contested M&A, proxy contests, and related governance disputes. The practice is led by Sean Donahue in Washington DC and New York, who is recognized for his experience in high-profile proxy contests and campaign defense strategy. Eduardo Gallardo, based in New York, handles complex M&A mandates, including leveraged buyouts, spinoffs, and takeover disputes arising from control situations. Andrew Goodman, in Boston and New York, advises on contested matters, friendly and hostile public company mergers, and corporate governance issues, including board response and defense processes. Eric Schiele joined from Kirkland & Ellis LLP in March 2025.
Legal 500 Editorial commentary

Testimonials

Collated independently by Legal 500 research team.

  • ‘Sean Donahue is an outstanding and trusted legal and business advisor. I value his technical expertise, command of current shareholder activism trends, and ability to quickly identify the core issues. His understanding of the motivations and perspectives of all parties in activism situations, combined with prior SEC experience, makes him particularly effective. He is dedicated, responsive, and efficient, and brings credibility and gravitas when engaging with the SEC, boards of directors, or activists.’
  • ‘Sean is my go-to resource for both addressing and proactively avoiding shareholder activism. His ability to anticipate risk and navigate complex dynamics makes him a highly effective advisor, and I have followed him across multiple firms as a result.’
  • ‘When confronted with shareholder activism, it is critical to have counsel who understand all the key players - activists, institutional investors, proxy advisors, and the SEC. Sean Donahue at Paul Hastings has a comprehensive understanding of these stakeholders, their motivations, and the broader activism landscape. For companies facing activism, he is the advisor you want on your team.’

Key clients

  • ACELYRIN
  • UniFirst
  • Paragon Technologies
  • Culp
  • Allied Gaming & Entertainment
  • LQR House
  • Hooker Furnishings
  • Vislink Technologies
  • Matinas Biopharma
  • US Global Investors

Work highlights

Represented ACELYRIN Inc. (Nasdaq: SLRN), a late-stage clinical biopharma company focused on transformative medicines in immunology, in successfully defending against an unsolicited takeover approach.
Represented UniFirst Corp. in its $5.3 billion defense against a hostile takeover bid from Cintas Corp., a leading provider of corporate uniform and facility services.
Represented Paragon Technologies Inc. (Nasdaq: PGNT) in its proxy contest against activist investor Sham Gad.

Lawyers

Leading lawyers: Advice to boards

The strongest partners in their field, leading on market-leading deals and endorsed by peers and clients alike.

Practice head

Sean Donahue

Other key lawyers

Eduardo Gallardo; Andrew Goodman; Eric Schiele