- In Kerbawy v. McDonald, the firm represented a substantial stockholder of ACell, Inc., in an expedited corporate control dispute arising out of his attempt to remove the incumbent board of directors through a consent solicitation. Following substantial expedited discovery and trial, the Court of Chancery entered judgment in favor of our client on his affirmative claims, confirming that his slate was properly elected as the company’s board of directors. The Court also rejected the counterclaim of the incumbent board that our client tortuously interfered with certain agreements in connection with the consent solicitation.
- The firm, together with Kirkland & Ellis LLP, represented BMC Software in an action brought by Merion Capital seeking appraisal of 7,629,100 shares, arising out of its the $6.9 billion acquisition of BMC by Bain Capital LLC and Golden Gate Capital. Following a four-day trial before Vice Chancellor Glasscock, the Court held that "fair value" under the appraisal statute was equal to the merger price.
Corporate and Complex Commercial Litigation
Ross Aronstam & Moritz is focused on corporate and other complex commercial litigation in the Court of Chancery and other State and Federal courts in Delaware. Our litigation portfolio includes contests for corporate control, “busted deal” cases, alternative entity litigation, defense of corporations, directors, and officers against putative class actions brought by stockholder plaintiffs, and special statutory proceedings. Ross Aronstam & Moritz attorneys also have substantial experience with complex commercial and intellectual property litigation, as well as high-profile family trust disputes. Our experience in these disputes enables us to handle all stages of such matters, from pre-filing counseling through trial and appeal.