Corporate Governance and M&A Litigation

Certain extraordinary corporate transactions give rise to inherent conflicts of interest, pitting the best interests of management against those of public investors. These special situations can include related-party transactions with controlling stockholders or corporate insiders, mergers and acquisitions, and defensive responses to hostile takeovers or threatened proxy contests, among others. Block & Leviton has secured hundreds of millions of dollars in class and derivative recoveries, including the following:

  • In re McKesson Corp. Derivative Litigation (N.D. Cal.):
    Block & Leviton played a significant role in obtaining a $175 million cash recovery plus substantial corporate governance reforms in this consolidated derivative action brought by investors in McKesson Corporation, the largest pharmaceutical distributor in the United States, against current and former McKesson officers and directors for oversight failures that contributed to the opioid epidemic.
  • Sciabacucchi et al. v. Liberty Broadband Corp. et al. (Del. Ch.):
    As co-lead counsel, Block & Leviton secured a $87.5 million cash settlement in this derivative action brought on behalf of Charter Communications, Inc. challenging certain related transactions tied to Charter’s acquisition of Time Warner Cable, Inc. and Bright House Networks, LLC from Advance/Newhouse Partnership, including, among other things, stock issuances to the company’s largest stockholder, Liberty Broadband Corp., in connection with each transaction.
  • In re Madison Square Garden Entertainment Corp. Stockholders Litigation (Del. Ch.):
    As co-lead counsel, Block & Leviton secured a $85 million settlement in this derivative action brought by investors of Madison Square Garden Entertainment, Inc. in connection with the company’s acquisition of MSG Networks, where both companies were owned by the Dolan family.
  • Klein v. HIG Capital (Del. Ch.):
    As lead counsel, Block & Leviton obtained a $45 million settlement in this derivative action brought on behalf of Surgery Partners, Inc. in connection with a $310 million share issuance to Bain Capital as part of a transaction in which Bain was also buying out HIG Capital’s controlling stake in the company.
  • In re Pilgrim’s Pride Derivative Litigation (Del. Ch.):
    As co-lead counsel, Block & Leviton obtained a $42.5 million cash recovery in this derivative action challenging Pilgrim Pride’s acquisition of Moy Park from its controlling stockholder, JBS.
  • In re Handy & Harman Stockholders Litigation (Del. Ch.):
    As co-lead counsel, Block & Leviton obtained a $30 million settlement of this class action on behalf of former stockholders of Handy & Harman challenging the sale of the company to Handy & Harman’s controlling stockholder, Steel Partners. The recovery represented a 33% premium to the deal price, one of the highest premia ever achieved in the Delaware Court of Chancery.

Contact the firm for more information about our Corporate Governance and M&A Litigation practice.

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