Expertise

We specialize in rectifying shareholder injury by aggressively challenging the misconduct of directors and officers through high stakes litigation.

Representing shareholders of both public and private corporations, our goal is to defend shareholder value and improve corporate governance practices throughout the nation by successfully prosecuting shareholder claims.  We protect shareholders against wrongs such as:

Fraud
Breach of fiduciary duty
Corporate waste
Self-dealing
Insider trading
Unjust enrichment
Accounting impropriety
Misrepresentations in financial statements

Representing shareholders of both public and private corporations, our goal is to defend shareholder value and improve corporate governance practices throughout the nation by successfully prosecuting shareholder claims.  We protect shareholders against wrongs such as:

Lacey v. Larrea, et al. (Delaware Court of Chancery) (C.A. No. 11779-VCG)

Secured a $50 million cash recovery for the public stockholders of Southern Copper corporation.

H&N Management Group, Inc. & Aff Cos Frozen Money Purchase Plan v. Couch, et al. (Delaware Court of Chancery) (C.A. No. 12847-VCMR)

Secured a $33.5 million cash recovery for AGNC and its stockholders.

Appel v. Berkman, et al. (Delaware Court of Chancery) (C.A. No. 12844-VCMR)

Secured a $25.5 million cash recovery for the stockholder class.

Schechter, et al. v. Calamos, et al. (Delaware Court of Chancery) (C.A. No. 2017-0356-JTL)

Secured a roughly $22 million cash recovery for the stockholder class.

Chester County Employees Retirement Fund v. KCG Holdings, Inc. (Delaware Court of Chancery) (C.A. No. 2017-0421-JTL)

Secured a $22 million cash recovery for the stockholder class.

Aldridge v. Blackmore, et al. (Delaware Court of Chancery) (C.A. No. 12196-CB)

Secured a $20 million cash recovery for TerraForm Global, Inc. and its stockholders.

Vero Beach Police Officers' Retirement Fund v. Bettino, et al. (Delaware Court of Chancery) (C.A. No. 2017-0624-JRS)

Secured a $17.95 million cash recovery fund for TD Ameritrade Holding Corporation and its stockholders.

In re Tangoe, Inc. Stockholders Litigation (Delaware Court of Chancery) (C.A. No. 2017-0650-JRS)

Secured a $12.5 million cash settlement fund for the stockholder class.

In re ArthroCare Stockholder Litigation (Delaware Court of Chancery) (C.A. No. 9445-VCL)

Secured a $12 million cash settlement fund for the stockholder class.

Haverhill Retirement System v. Kerley, et al. (Delaware Court of Chancery) (C.A. No. 11149-VCL)

Secured a $10 million cash settlement fund for Providence Service Corp. and its stockholders.

Ann Arbor City Employees Retirement System v. Katzenberg (Delaware Court of Chancery) (C.A. No. 12507-CB)

Secured a $4.5 million cash fund for the stockholder class.

Tera v. HC2 Holdings, Inc. (Delaware Court of Chancery) (C.A. No. 2020-0275-JRS)

Class action challenging the board of HC2 Holdings, Inc.'s ("HC2") use of proxy puts to oppose a campaign to remove and replace the company's incumbent directors with a slate of dissident directors. After the Court granted the Plaintiff's motion to expedite, the HC2 board, inter alia, approved the dissident directors for purposes of defusing the proxy puts and obtained waivers from preferred stockholders in connection with the proxy puts.

Hawkes v. Bettino, et al. (Delaware Court of Chancery) (C.A. No. 2020-0360-PAF)

Class action challenging proposed merger of TD Ameritrade Holding Corporation ("Ameritrade") and The Charles Schwab Corporation as, inter alia, violative of DGCL Section 203 ("Section 203"). On May 15, 2020, the Court granted Plaintiff's motion for expedition. Thereafter, Ameritrade provided Ameritrade stockholders with certain Section 203-related disclosures and asked stockholders to approve the transaction by the affirmative vote of at least 66 2/3% of the outstanding unaffiliated shares of Ameritrade common stock.

In re VAALCO Energy, Inc. Consolidated Stockholder Litigation (Delaware Court of Chancery) (C.A. No. 11775-VCL)

Secured invalidation of unlawful charter and bylaw provisions that prohibited stockholders from removing directors with or without cause in violation of Section 141(k) of the Delaware General Corporation Law.

Recovery Action Against Leading Digital Asset/Cryptocurrency Exchange

Secured a full recovery for an investor in connection with a dispute involving a leading cryptocurrency exchange, which had appropriated a significant amount of the investor's digital currency.

Norfolk County Retirement System v. Sangwoo Ahn & Furmanite Corp., et al. (Delaware Court of Chancery) (C.A. 10727-VCG)

Secured elimination of improper "dead hand" poison pill.

City of Riviera Beach General Employees Retirement System v. Aaron's Inc., et al. (Superior Court, Gwinnet County, Georgia)

Secured remediation of unlawfully composed classified board of directors.

City of Atlanta Firefighters' Pension Fund v. Creel, et al. (Delaware Court of Chancery) (C.A. No. 9924-CB)

Secured waiver of standstill provisions in non-disclosure agreements with potential acquirers that prevented potential acquirers from submitting competing bids for the company.

Miller v. Bolduc, et al. (Commonwealth of Massachusetts Superior Court) (C.A. No. 15-0807-BLS)

Compelled company to hold its first annual meeting in over five years, and put to a shareholder vote a compensation plan amendment that allowed for significant stock options to company insiders.

Grace v. Apple (United States District Court for the Northern District of California) (5:17-cv-00551-LHK)

Class action alleging that in 2014, Apple, Inc. intentionally broke its FaceTime feature for millions of its users in order to boost its profits. On July 27, 2017, the Court denied the Defendant's motion to dismiss. In a decision dated September 18, 2018, the Court certified a class of iPhone 4 and iPhone 4S owners in California. On August 21, 2019, the Court denied in full Defendant's motion for summary judgment.

In re Dell Technologies Inc. Class V Stockholders Litigation (Delaware Court of Chancery) (C.A. No. 2018-0816-JTL)

Class action challenging Dell Technologies Inc.'s ("Dell") late 2018 reclassification of its stock, which was valued at over $20 billion. On March 18, 2019, Vice Chancellor J. Travis Laster resolved a leadership contest by issuing an order selecting FOT, Quinn Emanuel Urquhart & Sullivan LLP, Labaton Sucharow LLP and Andrews & Springer LLC to represent Dell's stockholders in this action. On June 11, 2020, Vice Chancellor Laster denied in substantial part the Defendants' motions to dismiss. The action is now in the discovery phase.

In re AmTrust Financial Services, Inc. Stockholder Litigation (Delaware Court of Chancery) (C.A. No. 2018-0396-AGB)

Class action challenging AmTrust Financial Services, Inc.'s November 29, 2018 going-private merger with Evergreen Parent L.P., including based on a failure to secure adequate value for derivative claims alleging a usurpation of corporate opportunity by the controlling stockholder group of AmTrust in connection with the 2014 acquisition of property and casualty insurer Tower Group International. On February 26, 2020, the Court substantially denied the Defendants motions to dismiss. The action is now in the discovery phase.

Olenik v. Lodzinski, et al. (Delaware Court of Chancery) (C.A. No. 2017-0414-JRS)

Class and derivative action challenging the merger of Earthstone Energy, Inc. and Bold Energy III LLC on the basis that, inter alia, the merger provided a bailout of EnCap Investments, L.P.'s struggling investment in Earthstone to the detriment of Earthstone and its minority stockholders. In a decision dated April 5, 2019, the Delaware Supreme Court reversed the trial court's dismissal of the action, which is now in the discovery phase.

In re Baker Hughes, a GE Company Derivative Litigation (Delaware Court of Chancery) (C.A. No. 2019-0201-AGB)

Derivative action challenging a series of transactions entered into between Baker Hughes, a GE Company and General Electric Company on November 13, 2018. On October 8, 2019, the Court denied in substantial part the Defendants' motions to dismiss. The Board thereafter formed a special litigation committee ("SLC") to investigate the Plaintiffs' claims. The SLC investigation remains ongoing.

Tornetta v. Musk, et al. (Delaware Court of Chancery) (C.A. No. 2019-0408-JRS)

Derivative action challenging executive compensation plan for Elon Musk with a grant date fair value of $2.6 billion to $3.7 billion, and a potential value of approximately $55 billion. On September 20, 2019, the Court denied in full the Defendants' motions to dismiss. The action is now in the discovery phase.

Voigt v. Metcalf, et al. (Delaware Court of Chancery) (C.A. No. 2018-0828-JTL)

Class and derivative action challenging the November 2018 merger of NCI Building Systems, Inc. and Ply Gem Parent, LLC. On February 10, 2020, the Court substantially denied the Defendants' motions to dismiss. The action is now in the discovery phase.

In re Homefed Corporation Stockholder Litigation (Delaware Court of Chancery) (C.A. No. 2019-AGB)

Class action challenging the 2019 merger of HomeFed Corporation and Jefferies Financial Group Inc. In a decision dated July 13, 2020, the Court denied in full the Defendants' motions to dismiss. The action is now in the discovery phase.

Salladay v. Lev, et al. (Delaware Court of Chancery) (C.A. No. 2019-0045-SG)

Class action challenging the going-private merger of Intersections Inc. with WC SACD One., Inc., which was consummated on January 11, 2019. On February 27, 2020, the Court denied the Defendants' motion to dismiss. The action is now in the discovery phase.

City of Dearborn Police and Fire Revised Retirement System (Chapter 23) v. Brookfield Asset Management, Inc. (Delaware Court of Chancery) (C.A. No. 2020-0050-VCG)

Class and derivative action challenging Brookfield Asset Management, Inc.'s self-dealing financing of TerraForm Power, Inc.'s acquisition of Saeta Yield, S.A. The action is in the discovery phase.

Lenois v. Lawal, et al. (Delaware Court of Chancery) (C.A. No. 11963-VCMR)

Class and derivative action alleging an unlawful plan and scheme through which, in 2013, Erin Energy Corporation's ("Erin Energy") board of directors and the company's CEO and chairman agreed to purchase troubled Nigerian oil assets at an egregiously unfair price from a company controlled by Erin Energy's CEO and chairman. This action is currently pending before the Court of Chancery.

In re Coty Inc. Stockholder Litigation (Delaware Court of Chancery) (C.A. No. 2019-0336-AGB)

Class and derivative action challenging JAB Holding Company's acquisition of voting control of Coty Inc. through a tender offer consummated on April 30, 2019. In a decision dated August 17, 2020, the Court denied in full the Defendants' motions to dismiss. The action is now in the discovery phase.

Lacey v. Larrea, et al. (Delaware Court of Chancery) (C.A. No. 2019-0312-VCG)

Derivative action challenging related-party transactions between Southern Copper Corporation and its controlling stockholder. The action is in the motion to dismiss phase.

Tornetta v. Maffei, et al. (Delaware Court of Chancery) (C.A. No. 2019-0649-AGB)

Class action challenging Sirius XM Holdings Inc.'s 2019 acquisition of Pandora Media, Inc. The action is in the motion to dismiss phase.

Braun v. Kennedy, et al. (Delaware Court of Chancery) (C.A. No. 2020-0137-KSJM)

Class and derivative action challenging conflicted corporate reorganization of Tilray, Inc. The action is in the motion to dismiss phase.

Asbestos Workers' Philadelphia Pension Fund v. Avril, et al. (Delaware Court of Chancery) (C.A. No. 2019-0633-SG)

Class and derivative action challenging series of conflicted transactions that radically transformed Franchise Group, Inc.'s (f/k/a Liberty Tax, Inc.'s) core business model and unfairly benefited certain stockholders. The injunctive phase of the action has concluded. The damages case is now in the motion to dismiss phase.

Representing shareholders of both public and private corporations, our goal is to defend shareholder value and improve corporate governance practices throughout the nation by successfully prosecuting shareholder claims.  We protect shareholders against wrongs such as: