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David B. DiDonato

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David B. DiDonato’s practice involves counseling Delaware corporations on various routine and complex corporate law matters and governance issues. David advises boards of directors, special committees of boards of directors, officers, and stockholders regarding their rights, duties, and responsibilities under Delaware law. He advises on all matters and issues arising under the General Corporation Law of the State of Delaware. He has advised clients with respect to, among other things, incorporating and organizing corporations, mergers, acquisitions, entity conversions, recapitalizations, reorganizations, asset sales, annual and special stockholders meetings, activist activity, proxy contests, rights plans, preparedness, conflict and control issues, indemnification and advancement, stockholder and investor rights agreements, charter and bylaw amendments, preferred stock designations, ratifications, dividends, repurchases, redemptions, and dissolutions. David has also published articles and served as a speaker on a broad range of corporate law issues.

Representative Matters

  • Delaware counsel to Liberty Expedia in connection with its acquisition by Expedia Group, Inc.
  • Counsel to Board of Directors of Gardner Denver Holdings, Inc. in its announced merger with Ingersoll-Rand plc’s industrial segment
  • Delaware counsel to Pinterest in connection with the company’s proposed IPO, including the adoption of a dual-class capital structure
  • Special Committee of Medley Management Inc. in connection with the acquisition of Medley Management Inc. by Sierra Income Corporation
  • Williams in its merger with Williams Partners
  • Counsel to Rehoboth Beach Country Club, Incorporated
  • CommerceHub in connection with its go-private deal by GTCR and Sycamore Partners
  • Regal Entertainment Group in connection with its acquisition by Cineworld Group PLC
  • UnitedHealth in its acquisition of The Advisory Board Company’s health care business
  • Liberty Interactive in its acquisition of HSN
  • Liberty Interactive in its acquisition of General Communication
  • VCA in connection with its acquisition by Mars
  • UnitedHealth in connection with its acquisition of Surgical Care Affiliates
  • Liberty Media in connection with its acquisition of Formula One
  • Starz in connection with its acquisition by Lions Gate
  • Zayo in connection with its acquisition of Electric Lighthouse
  • Intercontinental Exchange in connection with its acquisition of Interactive Data Corporation
  • Liberty Interactive in connection with its acquisition of zulily
  • Google in connection with its corporate reorganization to form its new holding company, Alphabet
  • Liberty Broadband in connection with the proposed acquisition of Time Warner Cable by Charter Communications
  • Williams Companies in its merger of Williams Partners LP and Access Midstream Partners LP
  • Conflicts Committee of OCI Resources LP in connection with OCI Enterprises Inc. disposition of general and limited partner interests
  • Special Committee of Rue 21 in connection with the acquisition of Rue 21 by APAX
  • Intercontinental Exchange in connection with its acquisition of NYSE Euronext
  • Board of Directors of NRG Energy in connection with its merger with GenOn Energy
  • Special Committee of Quest Software in connection with its sale to Dell, Inc.

Publications

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Education

Widener University School of Law, J.D., summa cum laude and valedictorian, 2011; Editor-in-Chief, The Delaware Journal of Corporate Law; Wolcott Fellowship (2010/2011)

Moravian College, B.A., 2008

Bar & Court Admissions

  • Delaware, 2011

Professional Activities and Honors

American Bar Association; Business Law Section, Corporate Governance Committee, Meetings Committee Director 

Delaware State Bar Association