Delaware

Benchmark Litigation Reviews

Dispute resolution
Abrams & Bayliss

Formed in 2005 as Abrams & Laster, Wilmington boutique Abrams & Bayliss has staked a firm claim in the Deleware legal community, placing itself on equal footing with the state’s more historically established shops. In fact, some actually consider the firm to be in the advantageous position to overtake many of its high profile peers. “There is a generation of lawyers in Delaware that are 20 years senior to those at Abrams & Bayliss that for the past 20 years have dominated Delaware. Well, those people are ready to retire! That puts a firm like Abrams & Bayliss, who has a consistently strong bench of people in their 40s and 50s, ready to take over from those other firms who had one major star and no one else because they didn’t groom the younger partners.” The firm is also said to be “very selective with its associates.”
     Kevin Abrams, the no-nonsense entrepreneurial firebrand founder of the firm, still is seen as the figurehead. “Whether you love him or hate him – and enough loyal clients love him that I’m sure he doesn’t care about the detractors – Kevin is a fierce advocate”, elaborates one peer. Another confirms, “Kevin has this great relationship with Goldman [Sachs]! I think Goldman is used to people fawning to get their business, and Kevin doesn’t fawn over anyone. So they trust him, and give him their Delaware work. He also has a great relationship with a host of appraisal practitioners.” Of recent note, the firm acted as lead litigation counsel to Paul Jacobs, the former CEO and former chairman of Qualcomm, in novel, extremely expedited and high-profile governance, disclosure and proxy contest matters relating to the Qualcomm Board’s response to Broadcom’s hostile takeover attempt and proxy contest. Along with counsel from Quinn Emanuel, the firm also represented private equity fund Crestview Partners in litigation against Oxbow Carbon. After more than a year of very intensive and expedited litigation in the Delaware Court of Chancery, the team succeeded in compelling the sale of Oxbow and potentially securing $500 million for Crestview. Peers insist weighing in on Tom Bayliss as well, with one peer addressing Bayliss as “one of the top five in Delaware in terms of oral argument.” One peer elaborates, “It would have been a daunting task for anyone to step into [former firm name partner, now Chancery judge] Travis Laster’s footsteps, particularly a younger partner. But Tom has done just that, beautifully, and he is proving his mettle in cases and his business generating abilities more and more every day.” Another observes, “Tom Bayliss has grown his portfolio tremendously. He’s representing stockholder hedge fund plaintiffs, an area in which he’s very active and doing a great job.”

Bayard
Wilmington boutique Bayard makes its debut in this edition on the stregnth of some key referral nods and some vibrant peer review. Stephen Brauerman, one of the co-chairs of litigation at the firm, is said to have “ worked really hard to grow this firm, and it’s because of him that it is getting more attention and growth. He is a really measured, thoughtful bright attorney, very understated but eloquent in court.” The firm houses 26 lawyers, with roughly half of this being partners (four being litigation partners.) The firm’s primary practices are litigation, bankruptcy, corporate transactional, and family law. “I witnessed them have a big case against a ‘big law’ firm a few years ago,” notes a peer, “and the big firm just threw person after person after person at the Bayard team and tried to drown them – they spent $11 million and lost, Bayard spent $1.5 million and WON!” The firm also takes on the occasional intellectual property case, specifically as Delaware counsel. Further burnishing the firm’s reputation, Bayard was also chosen as Delaware counsel for preeminent litigation shop Bartlit Beck.
Friedlander & Gorris

Friedlander & Gorris was founded in 1996 and has changed names multiple times since then; it gained its current name in 2014. One client raves, “The partners of this firm really understood the predilections and nuances of the Chancery Court. We were often able to foreclose on problems based on their knowledge. They were superior strategists as well as excellent lawyers. Also, the firm acts with high in-tegrity. They came recommended to us before, but now we will use no one else - they are best in class.” The small firm consists of three partners, who are dedicated to Delaware corporate law litigation. Fried-lander & Gorris adheres to a model of combining contingency work with hourly work. One peer marvels, “I have actually witnessed this firm on a case in which they kept Wachtell [Lipton Rosen & Katz], who was on the other side, at bay. Wachtell doesn’t do anything lightly, and yet confronted by these guys, they dropped it. They gave up!”

With more than 20 years of experience litigating breach of fiduciary duty actions and contract disputes relating to the control of Delaware entities, Joel Friedlander has earned national recognition for his work. He reached a $275 million settlement for his client, a stockholder plaintiff, on the eve of trial in a corporate law matter against Activision Blizzard. As part of the settlement, CEO Robert Kotick, Chairman Brian Kelly, and the entities they control agreed to expand Activision’s Board by two spots to be filled by persons independent of and unaffiliated with them and agreed to reduce their voting power from 24.9% to 19.9%. “Joel Friedlander is a very talented guy,” assesses a peer. “He has figured out that there’s no other plaintiff lawyer who can travel in his path. No other plaintiff in Delaware is even close to him these days - he’s the best!”

Morris James
Operating from two offices in Wilmington and a number of satellite locations throughout Delaware, Morris James offers services in corporate, fiduciary, bankruptcy, and commercial litigation. For more than 40 years, Edward McNally has been representing clients in major commercial litigation cases, contract disputes, corporate control and management issues, shareholder rights, employment and non-compete agreement disputes, and financial transactions matters. In a recent multimillion dollar dispute over a family trust, his representation led to a favourable outcome for his client in 2016. He also served as lead counsel to Ameritrans Corporation in a D&O coverage dispute where the court held that the client was entitled to recover.
Morris Nichols Arsht & Tunnell

Tracing its roots back to 1930, Morris Nichols Arsht & Tunnell has established itself as one of the most respected presences in the Delaware legal market. “Let’s put it this way,” muses a Wilmington peer, “No one will ever get fired for choosing Morris Nichols to represent them in Delaware Chancery litigation.” Of particular note are William Lafferty and Kenneth Nachbar, both of whom are referred to with reverence in the Delaware community. “They are still the figureheads,” confirms a peer, “and, although they are senior, they are not senior enough to be slowing down anytime soon.”
     Nachbar scored big in August 2019 when, as Delaware counsel, he won a precedent-setting ruling in the Delaware Chancery Court with international implications. The decision affirms the authority of Venezuelan opposition leader Juan Guaidó’s government to appoint boards of directors for CITGO Petroleum Corporation entities. Directors who were appointed by the authoritarian regime of Nicolas Maduro attempted to obtain an order from the court that Maduro, rather than Guaidó—who has been recognized by the US. as the legitimate government of Venezuela—had the authority to name and control the U.S CITGO entities. This motion was denied. Lafferty meanwhile represented pharmaceutical company Akorn as co-lead trial counsel in connection with litigation over whether global healthcare company Fresenius improperly terminated a merger agreement with Akorn. “Bill Lafferty is still litigating constantly and, as always, still in demand for speaking engagements and the like.”

Potter Anderson & Corroon

Potter Anderson & Corroon was founded in 1826 and lays claim to being the oldest law firm in Delaware. From humble beginnings, it has developed into one of the most prominent firms in the state with more than 80 professionals prepared to assist individuals and a host of diverse businesses with their legal needs. “I guarantee if you ask around [Delaware litigators], you’d be hard-pressed to get anything less than glowing reviews [of Potter Anderson],” asserts a peer.

Michael Pittenger and Brad Davey were on a team (serving as Delaware counsel to Munger Tolles & Olson) that represented Rent-A-Center in a commercial dispute regarding the client’s termination of a $1.4 billion buyout of a private equity firm. The pair, along with seasoned Wilmington “legend” Donald Wolfe acted as Delaware counsel to Paul Weiss in representing Fresenius in its effort to terminate its merger agreement with Akorn. The Delaware Court of Chancery made an unprecedented finding that a merger target, Akorn, had experienced a material adverse effect within the meaning of its merger agreement with Fresenius and further held that Akorn’s breaches of a regulatory representation and ordinary course covenant permitted Fresenius to terminate the $4.8 billion merger agreement. Kevin Shannon represented AOL, and its acquirer Verizon, in appraisal litigation following the acquisition. Petitioners sought a court determination of the “fair value” of their stock in AOL, and argued that the value was substantially in excess of the $50 per share merger price. AOL argued that fair value was less than the merger price. Davey, Wolfe and Shannon, acting as Delaware counsel to Williams & Connolly, represented Travis Kalanick, the founder, former CEO and current director of Uber, in connection with a number of matters, among them an action seeking to remove Kalanick from the Uber board of directors and an ongoing derivative action brought by an Uber stockholder on behalf of the company seeking damages from Kalanick and other Uber directors in connection with payments made to resolve litigation with Waymo regarding alleged misappropriation of certain Waymo driverless car technology via Uber’s acquisition of Ottomotto LLC. The firm has also recently doubled down on both its bankruptcy and intellectual property practices, with the latter move being made to absorb the recent influx of IP matters to Delaware. Davey is cheered by a peer as “really underrated, smart and hard working.” A peer also weighs in for Peter Walsh as “someone who tends to do more commercial stuff than just straight Chancery work, but he is the gentleman’s lawyer. He is the one who’s going to kill you with a smile.”

Richards Layton & Finger
Wilmington “institution” Richards Layton & Finger continues to elicit plaudits from the community, specaifically for its Chancery work. While the firm did have to cope with the loss of Greg Varallo, who “flipped sides” to join the new offic of plaintiff shop Bernstein Litowitz Berger & Grossmann, peers are of the view that Richards Layton maintains a deep enough stable of talent to absorb this loss.
A team led by “veteran” Greg Williams represented Dell in its $24 billion going-private litigation. That litigation was dismissed, with the court twice denying motions for expedited discovery from stockholder plaintiffs, including T. Rowe Price funds. The team also represented Dell in statutory appraisal litigation in the Court of Chancery arising out of the transaction, in which holders of approximately 37 million shares sought appraisal. The court ruled that certain investors were not entitled to the statutory appraisal remedy. The court also decided in Dell’s favor an issue regarding the entitlement of certain investors whose shares were voted in favor of the merger. The court appraised fair value at $17.62 per share—closer to Dell’s valuation than the valuation proffered by petitioners. In September 2017, Williams successfully argued the matter on appeal before the Supreme Court of Delaware. Peers also voice enthusiasm for Raymond DiCamillo and Blake Rohrbacher, the latter being “someone the firm is investing a lot in right now. Blake might be the smartest lawyer practicing right now in terms of intellectual capacity.” DiCamillo is noted for his “strength with oral arguments.”
Ross Aronstam & Moritz

Wilmington corporate and commercial litigation boutique Ross Aronstam & Moritz has quickly ascended into a coveted position in the Delaware legal community. “Delaware is a small club, and it takes a lot to make your mark here,” offers one local peer. “One firm that I’ve been tremendously impressed with here is Ross Aronstam.” Another exclaims, “They can play! I think they are the best lawyers in Delaware at the moment. They blow me away.” The firm’s litigation prowess has also impressed out-of-towners; one peer at a white-shoe New York firm insists, “They are terrific, and they are more than just local counsel. When you work with them, you really want their advice and their input – they are full-fledged partners.”
     All three name partners are namechecked by peers. David Ross is called “the one l would go with for case strategy, if I had to choose only one lawyer in Delaware. He also knows the bench really well.” Ross is lead counsel to Facebook and two of its directors in litigation challenging a reclassification of Facebook stock. The litigation, which was widely covered, presented significant issues of corporate governance related to an issue of great interest, founder-controlled companies. He also led an appraisal case for Solera in which, following a five-day trial, the court adopted Solera's argument that the fair value for at closing was equal to the deal price less synergies. Garrett Moritz is co-counsel on a case for a group of Tesla executives (including CEO Elon Musk) in a stockholder challenge to a multibillion-dollar transaction involving high-profile companies. Bradley Aronstam represented demolition entity Northstar Holdings in a protected fraud and fiduciary duty action that has resulted in a numerous jurisdictional and other decisions of note. All three name partners represent CBS and several of its directors and officers as co-counsel in litigation between directors and controlling stockholders over control of the broadcasting entity, involving important issues of corporate governance and controlling stockholder rights and obligations.