Contests for Corporate Control

Hostile takeover battles, proxy contests, and other contests for corporate control regularly generate litigation in the Court of Chancery and the Supreme Court of Delaware. In many such cases, the litigation turns on the validity of novel tactics that are untested in court. Ross Aronstam & Moritz has litigated major cases in this area through trial, appeal and special statutory proceedings.

Representative Matters

QLess Section 225 Litigation
Our firm, together with Hogan Lovells, successfully represented Palisades Growth Capital in expedited litigation invalidating deceptive Board actions taken by a director and former CEO at Palisades’ portfolio company, QLess, resolving a control dispute.
CBS
Our firm, together with Wachtell Lipton and Weil Gotshal, represented CBS, directors, and management in litigation arising out of the Board's decision to issue a dividend that would dilute National Amusement's voting interest.
SilkRoad
Our firm, together with Proskauer Rose, represented venture-backed software company SilkRoad in litigation brought by a founder and several early stockholders challenging a financing round, resulting in a favorable global settlement.
ACell Section 225 Litigation
Our firm sucessfully represented a substantial stockholder of ACell in an expedited trial to confirm the removal the incumbent directors through a consent solicitation and election of our client's board slate.
Gassis v. Corkery
Our firm was retained as appellate counsel and successfully defended a Court of Chancery decision concerning the composition of the board of a Delaware nonprofit, nonstock corporation.
DV Realty
Our firm, together with Baker & McKenzie, successfully represented the limited partners of a real estate investment fund in a statutory proceeding holding that the limited partners properly removed the defendant general partner.
Martin Marietta Materials, Inc. v. Vulcan Materials Company, C.A. No. 7102-CS (Del. Ch.), aff'd, No. 254,2012 (Del. 2012).
Airgas, Inc. v. Air Products and Chemicals, Inc., No. 649,2010 (Del. Nov. 23, 2010)
In re CNX Gas Corp. Shareholders Litigation, C.A. No. 5377-VCL (Del. Ch. May 25, 2010)
In re IAC/InterActiveCorp, C.A. No. 3486-VCL (Del. Ch. 2008), available at 948 A.2d 471
Pershing Square, L.P. v. Ceridian Corp., C.A. No. 2780-CC (Del. Ch. 2007), available at 923 A.2d 810

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