attorneys : Mark A. Morton
Mr. Morton's practice involves corporate counseling, governance and opinion work. Mark regularly advises clients regarding all aspects of the Delaware General Corporation Law, governance of Delaware corporations, and fiduciary obligations, both in the context of daily business affairs and with respect to specific corporate transactions. Mark also authors opinion letters on a wide range of matters of Delaware corporation law.
Mark represents corporations and boards of directors in connection with mergers, asset sales, dividends, stock repurchases, charter and bylaw amendments, preferred stock designations, and dissolutions. In addition, Mark frequently is engaged to serve as counsel to Special Committees in connection with various conflict transactions, including M&A transactions.
Mr. Morton is a frequent speaker on the national level on matters of Delaware corporation law, including the Ray Garrett Jr. Corporate and Securities Law Institute, the ABA National Institute on Negotiating Business Acquisitions and at events sponsored by various State Bar Association M&A committees. In addition, Mark has been a speaker in a number of programs sponsored by the Mergers & Acquisitions Committee of the ABA, and has served as a speaker on Delaware corporate law issues for a number of national and regional law firms as part of their internal continuing education programs.
Representative Matters
Representation of Astellas Pharma Inc. in connection with its hostile bid for OSI Pharmaceuticals Inc.
Representation of CKE Restaurants, Inc. in connection with its acquisition by Apollo Management
Representation of Merge Healthcare Inc. in connection with its jumping bid for Amicas, Inc.
Representation of Voyager Learning Company in connection with its acquisition by VSS-Cambium Holdings III, LLC
Representation of Gilead Sciences in connection with its acquisition of CV Therapeutics
Representation of American Pharmaceutical Partners in connection with its acquisition of American BioSource, Inc.
Representation of Siebel Systems in connection with its acquisition by Oracle
In addition to the matters listed above, in recent years Mr. Morton has served as special Delaware counsel for special committees of the Boards of Directors for such corporations as: Affiliated Computer Services, Inc., Dreamworks Studios, Eon Labs, G.P. Strategies, Inc., Hotels.com, IGEN, Inc., Insituform East, Inc., iPass, Inc., Kenetech Corporation, National Steel Corporation, Rare Medium, Sodexho Marriott, TDK Mediactive, Texas Eastern Products Pipeline Company, LLC, Unico Corporation, and Venoco, Inc.
bar & court admissions
Delaware, 1989
professional activities & honors
Named by Chambers, USA: America's Leading Lawyers for Business as a leading Delaware Corporate/M&A practitioner, as one of the 504 leading M&A lawyers by the International Who's Who of Merger & Acquisition Lawyers (2010), and by Lawdragon as one of the 500 leading lawyers in America.
Delaware State Bar Association
American Bar Association; Vice Chair of the Mergers & Acquisitions Committee of the Business Law Section; Task Force on Public Companies
Adjunct Lecturer, University of Pennsylvania Law School (2009 - 2010)
Guest Lecturer, University of Virginia Law School (2010 - 2011)
education
Georgetown University Law Center, J.D., 1989; The Tax Lawyer, 1987-88
Dickinson College, B.A., cum laude, 1985
bar & court admissions
Delaware, 1989
professional activities & honors
Named by Chambers, USA: America's Leading Lawyers for Business as a leading Delaware Corporate/M&A practitioner, as one of the 504 leading M&A lawyers by the International Who's Who of Merger & Acquisition Lawyers (2010), and by Lawdragon as one of the 500 leading lawyers in America.
Delaware State Bar Association
American Bar Association; Vice Chair of the Mergers & Acquisitions Committee of the Business Law Section; Task Force on Public Companies
Adjunct Lecturer, University of Pennsylvania Law School (2009 - 2010)
Guest Lecturer, University of Virginia Law School (2010 - 2011)