Private Equity & Investment

Representative matters involving private equity firms and other investment companies include representing:

• A leading private equity firm in a decade-long dispute brought by a municipality seeking hundreds of millions of dollars in damages arising out of the purchase of a privately held water system, in which the city made breach of contract, fraud and breach of the duty of good faith and fair dealing allegations. Our client obtained a complete defense verdict as well as an award of over $4 million in attorney’s fees.
• A leading private equity firm and affiliated individual directors in multi-jurisdictional litigation initiated by the liquidating trustee of a bankrupt entity seeking in excess of $2 billion. A six-month trial in Guernsey resulted in a judgment exonerating the clients on all 187 individual allegations of breach of duty. The judgment was affirmed on appeal, and the plaintiffs paid our client over $30 million in attorney’s fees.
• A leading private equity firm and various affiliated entities in a Delaware Chancery suit brought by minority shareholders challenging the valuation of a corporation.
• A private equity firm, its board of directors and several executives in defending against derivative and direct claims concerning the company’s termination of a tax receivable agreement under which the firm’s founders and other insiders received payments worth several hundred million dollars.
• A global private equity firm in a putative securities litigation class action asserting purported violations of Section 10(b) of the Exchange Act, SEC Rule 10b-5, and Section 20A of the Exchange Act.
• A leading global private equity firm and two of its executives in a significant shareholder dispute alleging breach of fiduciary duties in connection with a $24 billion stock swap deal.
• A large private equity firm and its CEO in connection with various matters stemming from an investment in, and board seat for, a large social media company.
• A global private equity firm in a DOJ criminal tax investigation relating to domestic and international commercial and banking transactions.
• A private equity firm in whistleblower litigation alleging mismanagement and violations of regulatory provisions, where our client prevailed on a motion to dismiss to narrow the case and pursued counterclaim against whistleblower. The plaintiff voluntarily dismissed all claims with no payment by our clients.
• A global private equity firm in a securities class action in Texas where shareholders sued our client and the other private equity owners, underwriters, and executives of an international energy company. Out of the defendants, our client was the only entity to have any claims against it dismissed. The case eventually settled with our client paying nothing.
• A major private equity firm in an UNCITRAL international arbitration arising from a breach-of-contract dispute with former business partners regarding, among other things, earn-outs and incentive payments. Our client prevailed on all counts and obtained an award of nearly half a million dollars in fees.
• A global private equity firm in a dispute over the termination of a merger agreement and payment of termination fees.
• A private equity firm in an administrative action by the SEC in connection with the sale of an alternative energy company.
• A private equity fund in a derivative action claiming violation of section 16 of the Securities Exchange Act of 1934 for short-swing profits.
• The Chairman and CEO of a private equity firm in parallel pay-to-play investigations by the SEC and the New York Attorney General.
• A global private equity firm in an action seeking to enjoin proceedings in Kuwait by a Kuwaiti investor alleging misrepresentations in an offering memorandum, obtaining an injunction from the Delaware Chancery Court enforcing a Delaware forum selection clause that was subsequently affirmed after argument in the Delaware Supreme Court.
• A private equity firm in a contractual dispute with a former investor, including oral argument on jurisdictional issues regarding enforcement of U.S. forum selection clause in the U.S. Court of Appeals for the Third Circuit.
• A leading private equity firm and officers and directors in securities class actions claiming damages of over $350 million filed in New York and Washington, D.C. involving allegedly misleading statements in an offering memorandum. Our client secured dismissal before the trial courts and affirmance on appeal.
• A private equity firm in connection with a TRO request over the hiring of a senior executive, where our client successfully established that the executive had not breached his non-compete agreement with his former employer such that no injunction was warranted and obtained an award of attorney’s fees against the former employer.
• A portfolio company of a global private equity firm and its CEO in an action against recent hires by their former employer seeking an injunction against alleged violations of non-compete agreements and theft of trade secrets, where our clients prevailed on all claims in the Southern District of New York and on appeal in the U.S. Court of Appeals for the Second Circuit.
• A global private equity firm in a trade secrets case in Texas state court involving the acquisition of the largest marina in the United States.
• A U.S.-based private equity firm in an ICC arbitration involving a significant investment by a Mauritius company to acquire a minority position in an Indian cellular communications company. The tribunal issued an award in our client’s favor, upholding the validity and enforceability of the shareholder and purchase agreement, and finding the opposing party liable for multiple breaches of the agreements at issue.
• A global private equity firm in a confidential, binding arbitration that involved claims of race and gender discrimination. The arbitrator returned a decision in favor of our client on all claims.
• A global private equity firm in disputes arising from a partner-level executive’s alleged misconduct involving a third-party former employee.
• A global private equity firm in a contract dispute concerning territorial restrictions.
• An investment management company in an SEC enforcement action concerning cross-trades and other alleged conflicts of interest related to the management of hedge funds and CDOs.