Mergers & Acquisitions Litigation

Latham’s securities litigators consistently prevail on behalf of clients in litigation seeking to block or enforce M&A transactions, whether by shareholder plaintiffs or deal counterparties.

To ensure that clients are prepared for any such litigation, Latham litigators consult early with potential acquirers, targets, and financial advisors on issues including deal protection measures, conflicts of interest, change-of-control payments, and disclosure obligations. We handle all types of litigation that can arise both pre- and post-signing, including:

• Breach of fiduciary duty suits
• Hostile tender offers
• Material adverse effect and other “busted deal” litigation
• Appraisal actions
• Poison pill cases
• Proxy contests

Latham securities litigators have prevailed decisively in high-stakes M&A litigation in the Delaware Court of Chancery and in other state and federal jurisdictions across the country, winning at the preliminary injunction stage, at trial, and on appeal. We handle disputes arising out of private company transactions as well, including corporate control litigation, director and shareholder disputes, earn-outs, and breach of contract actions.

We work hand-in-hand with clients to achieve the deal they desire, enforce their rights, and ensure that litigation does not interfere with their business goals. That may mean defeating plaintiffs’ attempts to materially impact the transaction and preserving the shareholders’ ability to vote on the deal or choose whether to tender their shares, or successfully appealing to the courts to enforce or alter the transaction.