Read Why Law360 Named Potter Anderson a 2019 Delaware Powerhouse
Delaware Powerhouse: Potter Anderson
(This article is available here on Law360's website.)
By Jeff Montgomery
The 83-attorney firm — one of six on Law360’s Delaware Powerhouse list — has long practiced in the top tiers of litigation involving corporate, alternative entity and intellectual property matters, with additional specialties in bankruptcy, major business transactions, and labor and employment law. It maintains its permanent offices in Wilmington.
Potter Anderson Chair Kathleen Furey McDonough, who became the first woman to head a major Delaware law firm in 2018, said the business has “the ability to handle highly sophisticated matters."
"We have tremendous experience and a deep bench and, in our view, some of the best lawyers in the courts," she added.
The firm played a big part in some of the past year’s landmark decisions in Chancery Court, one of the nation’s premier arenas for thrashing out corporation law disputes.
The court, which recently expanded from five jurists to seven, has in the last few years seen more cases get fast-tracked and headed to trial, at a time when it also has thinned, through precedent, the number of suits mainly filed to secure additional disclosures of deal details in mergers. Many of those cases have since moved to the U.S. District Court for the District of Delaware.
“The trend in Chancery Court, with more trials, has been very good for us,” said Pete Walsh, head of Potter Anderson’s corporate practice. “Hopefully that will continue. It really showcases where we have great strength, which is as experienced Chancery litigators.”
In one $4.3 billion, first-of-its-kind Chancery Court win, Potter Anderson attorneys helped Fresenius Kabi AG secure a ruling that disclosure failures and other misconduct by former merger partner Akorn Inc. had a “material adverse effect” on the agreement, allowing Fresenius to terminate it.
In one measure of the strength of Fresenius’ argument, Delaware's Supreme Court upheld the 247-page opinion by Vice Chancellor J. Travis Laster with a three-page finding, issued just two days after appellate arguments.
In another big trial victory, Potter Anderson led Rent-A-Center’s successful defense of its walkaway from a $1.4 billion merger with private equity firm Vintage Capital Management LLC, based on Vintage’s failure to meet a deadline for issuing a written notice of the agreement’s extension.
Vintage would later agree to pay $92.5 million to settle Rent-A-Center’s claim that it was owed a $126.5 million reverse break-up fee because of Vintage's failure to complete the original deal.
“What really separates us from many of the firms, if not most of the firms, in Delaware is we have a very good sense of what the court’s expectation is and what the judge expects, what will fly and what won’t fly,” Walsh said. “I think we add tremendous value in terms of arguing and trying cases.”
Late last year, Potter Anderson assisted in litigation on behalf of Synutra International Inc. directors over Beams Power Investment Ltd.’s $125 million buyout of the baby formula maker. The Chancery Court ruled in Synutra International’s favor in the case, which was appealed and produced a Supreme Court decision that clarified requirements for preserving business judgment deference in controlling stockholder transactions.
McDonough said the firm’s corporate counseling and transactions practice has been brisk, an area where multibillion-dollar deals are not uncommon.
Among the more recent deals that saw Potter Anderson in action was its service as Delaware counsel for the initial public offering of social media network and digital scrapbooking company Pinterest. That “unicorn” raised $1.4 billion in its initial public offering in April, at a $19-per-share price that indicated an overall $12.8 billion value out of the gate.
And late last summer, the firm advised Energy Transfer Equity LP’s conflicts committee on its $27 billion acquisition of Energy Transfer Partners LP, in a corporate simplification deal that ended with an enterprise valued at more than $90 billion.
“We think there may well be increased M&A activity” ahead, McDonough said. “We’re going to continue to be pretty busy, and likely growing, frankly.”
McDonough said Potter Anderson had a busy year in Delaware federal court as well with intellectual property litigation.
“We are as busy as ever in that area,” she said, noting the firm also has a patent licensing and prosecution team that can provide a resource to litigators. In the case of patent challenges, McDonough noted, Potter Anderson is fully prepared for the long haul.
“Those cases go to trial, they’re complex trials and they tend to take more than just a few days to try, with a number of experts in particular areas that are presented to the jury,” she said.
Earlier this year, Potter Anderson served on Apple’s successful jury trial defense against Evolved Wireless LLC's claims seeking about $30 million in royalties that it said were due for infringement of patents related to LTE technology.
At nearly the same time, the firm was successful in defending AngioDynamics Inc. from a $67.5 million damages claim brought by medical device maker Bard Peripheral Vascular Inc. in a case involving three patents.
The District of Delaware’s bankruptcy court, meanwhile, has been a fertile and expanding ground for the firm’s growing bankruptcy team, which recently grew with the addition of partners Christopher M. Samis and L. Katherine Good.
“It’s certainly bolstered our expertise across the major spectrum of representation in the bankruptcy marketplace,” said Jeremy Ryan, head of Potter Anderson’s bankruptcy practice.
“There are not a lot of people under 40 who are making names and building books of business. Chris and Katie are leading lights in that practice — the next generation, if you will," Ryan said. “These are people who are entering the prime of when they can grow a practice, and we’ve gained two of the best in entrepreneurial practice in Delaware.”
--Editing by Philip Shea.
All Content © 2003-2019, Portfolio Media, Inc.
- Alternative Dispute Resolution
- Alternative Entities and Structured Finance
- Banking and Finance
- Bankruptcy, Restructuring & Creditors' Rights
- Business & Commercial Litigation
- Commercial Litigation
- Corporate Counseling & Governance
- Corporate Litigation
- Cybersecurity, Data Privacy and Information Governance
- Employment & Labor Counseling
- Employment Litigation
- Health Care
- Insurance Recovery Litigation & Advice
- Intellectual Property
- Intellectual Property Counseling, Patent & Trademark Procurement
- Intellectual Property Litigation
- Labor & Employment
- Mergers, Acquisitions & Divestitures
- Real Estate
- Transactions and Corporate Counseling
Lauren Kornsey, Senior Manager, Marketing and Business Development
About Potter Anderson
Potter Anderson & Corroon LLP is one of the largest and most highly regarded Delaware law firms, providing legal services to regional, national, and international clients. With more than 90 attorneys, the firm’s practice is centered on corporate law, corporate litigation, intellectual property, commercial litigation, bankruptcy, labor and employment, and real estate.