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Five Ashby & Geddes Lawyers Are Identified as Leading Individuals in Chambers USA: America’s Leading Lawyers for Business (2015)

The 2015 edition of Chambers USA: America’s Leading Lawyers for Businesshas recognized five Ashby & Geddes attorneys as “Leading Individuals” in their respective areas of practice: Steven J. Balick (Intellectual Property), William P. Bowden (Bankruptcy/Restructuring), John G. Day (Intellectual Property), Stephen E. Jenkins (Chancery), and Philip Trainer, Jr. (Chancery).  In addition, the firm was ranked for excellence in three of its practice areas: Bankruptcy/Restructuring, Chancery, and Intellectual Property.

Ashby & Geddes’ Bankruptcy/Restructuring practice has “contributed to the development of the law through significant involvement in cutting-edge reorganization matters,” while head of the group, Bill Bowden, is praised for being “smart, industrious and someone who takes great efforts to solve problems.”

The firm’s Chancery practioners were found to be “extremely competent and reliable, and they know what needs to be done to win cases.”  Chambers described Steve Jenkins as “very quick to pick up complicated concepts and translate them into a practical approach with the court,” and as being “very well respected by the Delaware Bar.”  Lee Trainer is “an excellent lawyer with a very good courtroom demeanor who handles a wide variety of cases.”

Chambers describes Ashby & Geddes’ Intellectual Property attorneys as doing “an excellent job” with “the capability to do everything. They have an incredible knowledge of the court system and provide substantive comments and strategic advice.” Steve Balick is described as “tremendous” and having “really balanced judgment,” and John Day is noted as giving advice that “is always spot-on.”

Chambers and Partners assesses business lawyers across the country using independent researchers to conduct in-depth interviews with clients and lawyers.  Individual lawyers and firm practice areas are ranked on the basis of legal knowledge, experience, ability, effectiveness, and client-service.  For more information about Chambers and Partners, visit here.

Ashby & Geddes Attorneys Recognized as 2015 Delaware Super Lawyers

Ashby & Geddes is pleased to announce that 5 of the firm’s attorneys have been included in the 2015 Delaware Super Lawyers list, including 3 attorneys listed as Rising Stars.  The Ashby & Geddes attorneys named are:

  • Lawrence C. Ashby – Business Litigation
  • Stephen E. Jenkins – Business Litigation
  • Amanda Winfree Herrmann – Bankruptcy: Business (Rising Star)
  • Gregory A. Taylor – Bankruptcy: Business (Rising Star)
  • Karen B. Skomorucha Owens – Bankruptcy: Business (Rising Star)

Super Lawyers, a Thomson Reuters business, is a rating service of outstanding lawyers from more than 70 practice areas who have attained a high degree of peer recognition and professional achievement. The annual selections are made using a patented multiphase process that includes a statewide survey of lawyers, an independent research evaluation of candidates and peer reviews by practice area. The result is a credible, comprehensive and diverse listing of exceptional attorneys.

The Super Lawyers lists are published nationwide in Super Lawyers Magazines and in leading city and regional magazines and newspapers across the country. Super Lawyers Magazines also feature editorial profiles of attorneys who embody excellence in the practice of law. Ashby & Geddes is to be included in the 2015 Super Lawyers business edition, as it has been in prior years, as well. For more information about Super Lawyers, visit SuperLawyers.com.

The Rising Star list is developed using the same research techniques as Super Lawyers.  However, the candidate must be either 40 years old or younger or in practice for 10 years or less.  Only 2.5 percent of attorneys within a state are recognized as Rising Stars.

Ashby & Geddes Successfully Defends Casino Developers While Obtaining Judgment Against Former Manager

CanCan Development, LLC, a company formed to develop a casino in D’Iberville, Mississippi, obtained a judgment for nearly $1 million against its former manager, Sandra Manno, for breaching her fiduciary duty of loyalty and wasting company funds by taking unauthorized compensation, withdrawing nearly $100,000 in cash from the company’s bank account for her personal use, and spending hundreds of thousands of dollars on lavish meals, hotels, flights and entertainment for herself and her friends.  Plaintiffs also successfully defeated Ms. Manno’s counterclaims for wrongdoing by CanCan’s managers and majority member for continuing to develop the project after she was fired, dissolving the company after no financing could be obtained, and moving forward with a new entity to develop a casino on the same land that CanCan had tried to develop.  The Delaware Court of Chancery found after a four day trial that while Ms. Manno breached her fiduciary duties, no duties to CanCan or its members had been breached by the plaintiffs in their dissolution of CanCan and development of the Scarlet Pearl, a premiere hotel and casino soon to open on CanCan’s proposed site in D’Iberville.  The Court’s decision can be found here.

Stephen E. Jenkins and Catherine A. Gaul represented the plaintiffs-counterclaim defendants in this action.

Ashby & Geddes Attorney Appointed to Panel of Chapter 7 Trustees in Delaware

On March 19, 2015, the U.S. Trustee for Region 3 appointed Ashby & Geddes director Don Beskrone to the panel of chapter trustees in Delaware.  Don has practiced bankruptcy law for over 30 years in several jurisdictions.  Prior to joining Ashby & Geddes in 2003, Don served as a Trial Attorney with the Office of the U.S. Trustee in Delaware.

Ashby & Geddes Obtains Decision Upholding Stockholders’ Entitlement to Appraisal of Shares of Stock Purchased After the Record Date for a Merger

In Merion Capital LP v. BMC Software, Inc., C.A. No. 8900-VCG (Del. Ch. Jan. 5, 2015), Ashby & Geddes obtained a decision from the Delaware Court of Chancery holding that petitioners Merion Capital LP and Merion Capital II LP (collectively, “Merion”) were entitled to an appraisal of shares of stock they purchased after the record date for the stockholder vote on the underlying merger and owned of record on the date of their demand for appraisal.  The Court’s decision can be found here.

Pursuant to 8 Del. C. § 262, Merion sought appraisal of 7,629,100 shares of common stock of BMC Software, Inc. (“BMC”) in connection with a merger in which BMC was taken private by a consortium of private equity investors.  Merion had purchased the shares of stock on the open market after the record date for the stockholder vote on the merger.  Prior to the stockholder vote, Merion, as the record holder of the shares, delivered to BMC a demand for appraisal.  Following the effective date of the merger, Merion timely filed a petition for appraisal in the Court of Chancery.

BMC moved for summary judgment, contending that Merion was required to prove that each specific share of stock for which Merion sought appraisal was not voted in favor of the merger by a prior beneficial owner.  The Court rejected BMC’s contention, finding that the unambiguous language of Delaware’s appraisal statute did not give rise to any such share-tracing requirement.  Crediting Merion’s argument, the Court held that in order to perfect appraisal rights, a petitioner must show that the record holder of the shares for which appraisal is sought: (1) held the shares on the date it made a demand for appraisal; (2) continuously held the shares through the effective date of the merger; (3) timely delivered to the corporation a written demand for appraisal; and (4) did not vote in favor of the merger.  Because it was undisputed that Merion had satisfied those four requirements, the Court held that “Merion has perfected its right to have its 7,629,100 shares of BMC common stock appraised by this Court” and denied BMC’s motion for summary judgment.

Ashby & Geddes attorneys Stephen E. Jenkins, Steven T. Margolin, Marie M. Degnan, and Phillip R. Sumpter represented Merion in this action.

Ashby & Geddes Submits Expert Report In Cayman Islands Insolvency Proceeding

The Court-appointed joint provisional liquidators (the “JPLs”) of LDK Solar CO., Ltd. (“LDK Solar”) retained Bill Bowden as an expert as to matters of United States law in connection with its insolvency proceeding (the “Cayman Proceeding”) in the Grand Court of the Cayman Islands (the “Grand Court”) (FSD No. 97 of 2014 – AJJ). Mr. Bowden submitted an affidavit (the “Bowden Affidavit”) to the Grand Court, which provided independent expert evidence on Chapter 15 of the Bankruptcy Code and an assessment of the likelihood that the Delaware Bankruptcy Court would recognize the Cayman Proceeding and the proposed schemes of arrangement (the “Cayman Scheme”) in respect of LDK Solar and its wholly owned subsidiary under section 86 of the Cayman Islands Companies Law (2013 Revision), including the releases set forth therein.

On October 21, 2014, LDK Solar filed a Chapter 15 petition in the Delaware Bankruptcy Court (Case No. 14-12387). Consistent with the conclusion set forth in the Bowden Affidavit, The Honorable Peter Walsh entered orders recognizing the JPLs as foreign representatives of LDK Solar within the meaning of section 101(24) of the Bankruptcy Code, recognizing the Cayman Proceeding as a foreign main proceeding pursuant to section 1517 of the Bankruptcy Code and recognizing and granting comity to the Cayman Scheme pursuant to section 1521 of the Bankruptcy Code.  The Delaware Bankruptcy Court also confirmed a Chapter 11 plan that allowed for a global restructuring involving LDK-affiliates in the United States and Hong Kong.

The Ashby & Geddes team that worked on this matter includes Bill Bowden, Rick Palacio, Amanda Herrmann and Stacy Newman.

Ashby & Geddes Named to U.S. News – Best Lawyers® “Best Law Firms” 2015 Edition

Ashby & Geddes is proud to announce that it has once again been named to U.S. News – Best Lawyers® “Best Law Firms” 2015 Edition in six practice areas.  Notably, Ashby & Geddes has improved its ranking to Tier 1 in two practice areas since last year’s rankings.  Tier 1 now includes four practice areas: “Bankruptcy and Creditor Debtor Rights / Insolvency and Reorganization Law,” “Commercial Litigation,” “Corporate Law,” and “Litigation – Securities.” Tier 2 includes two practice areas, “Litigation – Mergers & Acquisitions” and “Litigation – Patent.”  The firm’s rankings can be found here.

Firms included in the U.S. News – Best Lawyers® “Best Law Firms” list are recognized for professional excellence with persistently impressive ratings from clients and peers. Achieving a tiered ranking signals a unique combination of quality law practice and breadth of legal expertise. The 2015 rankings are based on the highest number of participating firms and highest number of client ballots on record. To be eligible for a ranking, a firm must have a lawyer listed in The Best Lawyers in America, which recognizes the top 4 percent of practicing attorneys in the US. Over 17,000 attorneys provided almost 600,000 law firm assessments, and almost 7,500 clients provided more than 40,000 evaluations.  Ranked firms, presented in tiers, are listed on a national and/or metropolitan scale. Receiving a tier designation reflects the high level of respect a firm has earned among other leading lawyers and clients in the same communities and the same practice areas for their abilities, their professionalism and their integrity. Awards were given in 74 national practice areas and 120 metropolitan practice areas. The 2015 “Best Law Firms” rankings can be seen in their entirety here.

The Best Lawyers in America© 2015 Selects Ashby & Geddes Attorneys For Inclusion

Ashby & Geddes is proud to announce that three of its attorneys were selected by their peers for inclusion once again in The Best Lawyers in America© 2015 in their respective fields of practice:  Steven J. Balick (Litigation – Patent), Stephen E. Jenkins (Commercial Litigation and Corporate Law), and William P. Bowden (Bankruptcy and Creditor Debtor Rights / Insolvency and Reorganization Law).

Since it was first published in 1983, Best Lawyers® has become universally regarded as the definitive guide to legal excellence. Because Best Lawyers is based on an exhaustive peer-review survey in which almost 50,000 leading attorneys cast nearly five million votes on the legal abilities of other lawyers in their practice areas, and because lawyers are not required or allowed to pay a fee to be listed, inclusion in Best Lawyers is considered a singular honor. Corporate Counsel magazine has called Best Lawyers “the most respected referral list of attorneys in practice.”

Ashby & Geddes Defeats Spanish Broadcasting System, Inc.’s Motion to Dismiss

Plaintiffs, holders of preferred stock that are owed approximately $38.5 million, brought suit against Spanish Broadcasting System, Inc. for the company’s failure to repurchase plaintiffs’ preferred stock as required by the governing certificate of designation.  Plaintiffs assert that Spanish Broadcasting breached its obligations under the certificate by failing to take all actions required or permitted under the DGCL—such as selling assets, issuing additional equity, or taking on new debt—to generate legally available funds that could be used to repurchase the outstanding preferred stock.  Spanish Broadcasting moved to dismiss for lack of standing and failure to state a claim.  The Court of Chancery denied that motion, finding instead that plaintiffs: (i) have standing under 6 Del. C. § 8-302(a), which provides that the purchaser of a security acquires all rights in such security; and (ii) sufficiently alleged that the company failed to take actions required or permitted by Delaware law that would have given it “legally available funds” necessary to repurchase the outstanding preferred stock.  The Court’s decision can be found here.

Stephen E. Jenkins, Catherine A. Gaul, and Peter H. Kyle represent the plaintiffs in this action.

Ashby & Geddes selected by Acquisition International M&A Awards as this year’s Bankruptcy and Insolvency Firm of the Year – Delaware.

Ashby & Geddes is pleased to announce that Acquisition International M&A Awards has selected the firm as the 2014 Bankruptcy and Insolvency Firm of the Year – Delaware.

Since 2010, Acquisition International Magazine’s annual awards have been celebrating excellence, innovation and performance across the business, legal, financial and investment communities.

Acquisition International’s M&A Awards celebrate the achievements and outstanding work of all those involved in seeing a deal through to completion. The awards recognize investors, advisers, financiers and service providers pin-pointed for their expertise in their specialized field and are most crucially, nominated by their clients and their peers.  The awards are given solely on merit and are given to commend those most deserving for exceptional service over the last 12 months.

To view a copy of Acquisition International M&A Awards listings, click here.