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Shareholder Activism

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We represent many prominent hedge funds and other investors in connection with their activist activities. We also represent public companies and their boards of directors in defending against activist shareholders.

We have deep experience in litigation relating to proxy contests, hostile takeover and other contests for control, as well as disputes over board representation and corporate governance. We have represented activists and targets in nearly every type of action, from bringing and defending Delaware General Corporation Law Section 220 demands, which allow shareholders to inspect a company’s books and records, to expedited proceedings to enforce or enjoin a merger, to full blown fiduciary trials. Quinn Emanuel’s entry into a case sends an unmistakable message to the other side: we will take this all the way. There’s a reason we have been on Law360’s list as one of four firms that general counsel views as the firms they least want to see on the other side every year for the past decade. And we have taken that reputation to the Delaware courts where we have achieved unparalleled recent success as the leading firm litigating M&A disputes in the Covid era, winning landmark cases for both buyers and sellers.

We believe that our intimate understanding of where any activist campaign may end up—the courtroom—allows us to develop and execute a highly effective strategy from day one. We also understand, however, that an out-of-court resolution is often the optimal one. We believe our expertise in knowing what is at stake and what an in-court dispute would look like allows us to navigate around one when that is in the client’s best interest.

Perhaps our greatest strength in shareholder activism litigation is our independence. Because we are not corporate counsel, we approach each client and case with a fresh perspective. We are free from any biases that come with having to defend past decisions or a desire to stick with the status quo. Instead, our goal is simple: to win. And win we do.

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Recent Representations

Board Representation Campaigns

  • Represented Elliott Management in its activist campaign at Twitter, securing one board seat
  • Represented the Harte Family Foundation in connection with its proxy battle for Harte Hanks, Inc., securing a majority of Harte Hank’s board seats
  • Represented a prominent hedge fund in connection with a proxy battle, securing two board seats
  • Represented a family foundation in connection with a proxy battle for a publicly-traded company, securing two board seats
  • Represented a minority shareholder in connection with a proxy battle for Lone Star Steakhouse, Inc., involving an injunction brought by the company against our client. We defeated the injunction and secured a seat board seat for our client

Other Activist Investments

  • Successfully representing Chatham Asset Management in an expedited action in Delaware Chancery Court seeking to enjoin takeover defenses erected by the board of target R.R. Donnelley, facilitating execution of a merger agreement between Chatham and the Company
  • Representing shareholders in a class action against Australia’s largest general insurer for misstating the likely effect of management failure to update policies to exclude pandemic shutdowns in business interruption cover
  • Representing a large not-for-profit entity and minority investor in several DAX companies in a campaign to get certain topics on the agenda for the companies’ annual shareholder meetings
  • Represented Blackwells Capital in connection with its investment in SuperValu
  • Represented Elliott Management in connection with its sale of Metrologic to Honeywell
  • Represented Elliott Management in connection with its position in Bayer relating to Bayer’s Roundup-related liabilities
  • Represented Elliott Management in connection with its investment in XPO Logistics, resulting in a €230 million buy-out
  • Represented Madryn Capital in connection with its investment in SomaLogic and its announced SPAC merger, resulting in a private sale
  • Represented Crest Financial in challenging Sprint deal to acquire Clearwire, leading to increased bid that raised deal price by over $1.5 billion
  • Represented shareholders in a class action against a publicly owned law firm for misrepresenting revenue and fee recovery
  • Provided strategic advice relating to minority shareholders’ rights with respect to a German squeeze-out resolution adopted by the general meeting
  • Represented shareholders in the annual general meetings of a German DAX company to exercise information rights.
  • Advised on minority shareholders’ rights to adjust claims for fair compensation under domination and profit and loss sharing agreements.

Defense

  • Represented MHR Capital Management in its successful defense against a hostile takeover attempt for Lions Gate launched by Carl Icahn
  • Represented E*TRADE and its board of directors in connection with the board nomination rights of an E*TRADE investor
  • Represented NextGen Healthcare, Inc. in its successful defense against a potential proxy fight from an activist investor, resulting in an uncontested vote
  • Representing Ardent and one of its divisional managers in relation to the alleged failure to make adequate disclosure of alleged safety issues at DreamWorld on the Gold Coast of Australia
  • Represented GetSwift and its managing director against an activist shareholder arising out of allegedly misleading statements made to the Australian stock exchange
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