Ravindran v. GLAS Trust Co. LLC, ___ A.3d ___, 2024 WL 4258889 (Del.). Delaware Supreme Court decision holding that administrative agent properly exercised remedies under credit agreement and installed new directors, allowing pursuit of fraudulently transferred funds in bankruptcy.
Rudisill v. McDonough (2023). Represented veterans’ group in filing an amicus curiae in support of petitioner’s merits argument, focusing on the historical basis for and enduring importance of the veterans canon. On April 16, 2024, a seven-Justice majority ruled in petitioner’s favor and noted that “[i]f the statute were ambiguous, the pro-veteran canon would favor” veterans, marking a departure from the Court’s recent practice of refusing to address the canon’s application to unambiguous statutes.
Kellner v. AIM Immunotech, Inc. (Del Ch. 2023; Del. 2024). Trial and appellate counsel to AIM ImmunoTech, Inc., in relation to its proxy contest litigation against activists in the Delaware Chancery Court. For the second consecutive year, an activist group, this time led by billionaire and part owner of the Milwaukee Bucks Ted Kellner, attempted to take control of AIM’s board and oust its management team. Kirkland advised AIM’s board in rejecting the nomination notice for failing to comply with the company’s bylaws. Following a four-day trial and highly expedited discovery, including 23 depositions in 15 days, examinations of 11 trial witnesses, extensive pre- and post-trial briefing, and post-trial argument, the court upheld AIM’s rejection of the activists’ slate. The court held that the activists failed to satisfy multiple mandatory requirements in AIM’s bylaws and that the board acted reasonably and equitably in rejecting their slate. In so doing, the court found that the activists made multiple false representations and misrepresented meaningful information in their nomination notice. In the court’s words, “the plaintiff’s group [of activists] — not the board — are the ones engaging in manipulative conduct.”
Polaris Industries, Inc. v. Albright. Represented Polaris Industries in its petition for a writ of certiorari seeking review of the Ninth Circuit’s interpretation of equitable jurisdiction.
(2d Cir. 2023) Representing Navient Solutions, leader in education loan management and business processing solutions for education, healthcare, and government entities, in opposing an involuntary bankruptcy petition. Kirkland successfully secured dismissal of the petition — upheld on appeal. Dismissal affirmed by the Second Circuit.