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Potter Anderson & Corroon LLP

Wilmington

Potter Anderson & Corroon LLP - Wilmington
  • 1313 North Market Street
  • Wilmington
  • Delaware
  • USA
  • 19899-0951
  • Chairman Donald J Wolfe Jr
  • Number of partners 39
  • Number of other lawyers  53

Firm Overview:
Founded in 1826, Potter Anderson & Corroon LLP has developed a national reputation in the areas of corporate litigation and counseling, structured finance and alternative entities, intellectual property, commercial litigation, business and commercial law, and bankruptcy. Labor and employment, healthcare, trusts and estates, insurance recovery litigation and product liability practice areas round out the firm’s primary services.

Main Areas of Practice:  

Delaware Corporate Litigation & Counseling: The Corporate Litigation Practice centers on litigation seeking injunctive and other equitable and compensatory relief, often on an expedited basis, in connection with disputed questions of internal corporate governance. These suits most frequently focus on the fiduciary obligations of care, loyalty, good faith and disclosure owed by directors and officers in the context of corporate acts and business combinations, including mergers, tender offers, sales of assets and proxy fights. The Counseling Practice also encompasses the many statutory summary proceedings authorized by the Delaware General Corporation Law (DGCL), as well as Delaware’s alternative entity statutes, and committed to the subject matter jurisdiction of the Delaware Court of Chancery, viewed by many as the most influential state tribunal in the nation. The practice includes transaction specialists retained to advise corporations and their directors with respect to a multitude of questions and interpretations – ranging from matters of day to day management to the interpretation of the DGCL in matters involving bylaw and charter amendments, annual meetings, indemnification obligations, stock sales and issuances, mergers and acquisitions, and dissolutions. The firm regularly acts as special Delaware counsel in nationally prominent mergers, acquisitions, tender offers, divestitures, spin-offs and other types of business transactions.

Structured Finance & Alternative Entities: The Structured Finance and Alternative Entities Practice focuses primarily on the use of alternative and special purpose business entities (partnerships, limited liability companies, statutory trusts and special purpose corporations) in a wide array of financings, including secured and unsecured financings, acquisition financings, asset-backed and structured financings, project financings, and bankruptcy-remote structures. The attorneys represent lenders, borrowers and other parties in the formation, utilization, termination and dissolution of all forms of alternative entities. The practice’s attorneys frequently render third-party legal opinions, which are relied upon by other parties to the transaction, by rating agencies such as Standard & Poor’s and Moody’s, and by governmental authorities such as the SEC. In the area of bankruptcy-remote transactions, Potter Anderson is one of only two Delaware law firms with a form of legal opinion approved by Standard & Poor’s.

Intellectual Property Litigation & Counseling: Potter Anderson’s intellectual property practitioners provide services relating to patents, trademarks and copyrights, including preparation and prosecution of patent and trademark applications in the USPTO and preparation of legal opinions regarding intellectual property rights. Potter Anderson has long represented national and local clients in disputes regarding patents, trademarks, copyrights and trade secrets, particularly in the United States District Court for the District of Delaware.

Commercial Litigation: Attorneys represent clients in a wide array of business and commercial litigation matters. For example, in insurance coverage litigation, the firm represents corporate policyholders in actions against their insurers for CGL, D&O, E&O, product hazard and other coverage. The firm also represents clients in litigation involving contract claims, product liability, the Uniform Commercial Code, antitrust, franchise and commercial lending.

Labor & Employment: Labor and employment attorneys represent employers around the country in court and administrative proceedings involving employment discrimination and reverse discrimination claims, non-competition and trade secret controversies, and breach of employment contract claims. Potter Anderson also counsels employers on organized labor issues, workforce restructuring processes, internal investigations, and compliance with the numerous federal and state laws that govern the workplace.

Business & Commercial Law: Potter Anderson provides advice to clients on a full range of legal issues arising from the formation and day-to-day operation of business organizations. Clients include both privately held and public companies with local, regional, national and international operations. The firm provides sophisticated corporate structuring and tax advice in a broad range of transactions, including business formations and choice of entity, mergers and acquisitions and financings.

Bankruptcy & Restructuring: Potter Anderson represents both debtor and nondebtor entities in some of the largest Chapter 11 cases filed across the country. Non-debtor clients include official committees, institutional creditors, debtor-in-possession financiers, acquirers, shareholders, trustees and plan administrators. The firm takes a leading role for its clients in large and middle market bankruptcy cases in Delaware and on the national stage, and also partners as Delaware co-counsel with many preeminent bankruptcy firms. In addition, Potter Anderson assists clients in other restructuring areas, including out-ofcourt workouts, assignments for the benefit of creditors, state court dissolutions, receiverships and other secured transactions.

Clients:
AT&T Inc.; Bank of America; Chrysler LLC; Citigroup Inc.; City of Wilmington; Daimler Trucks North America LLC.; E.I. du Pont de Nemours and Co.; El Paso Corporation; Exxon Corp.; General Motors Corp.; The Goldman Sachs Group, Inc.; Google; Hewlett- Packard Company; Intel Corporation; Kao Corporation; Morgan Stanley; The Nemours Foundation; NRG Energy; Norfolk Southern Corporation; Omnicare, Inc.; Philips Electronics Corporation of North America; Qualcomm Incorporated; State of Delaware; Tyson Foods, Inc.; Wal-Mart Stores, Inc.; The Walt Disney Company; Wells Fargo Bank N.A.; Winterthur Library and Museum.

Branches

  • 1313 North Market Street ,
  • Wilmington,
  • Delaware
  • USA
  • 19899-0951
  • Tel +1 302 984 6000
  • Fax +1 302 658 1192
  • Website : www.potteranderson.com

Bankruptcy/Restructuring - Delaware

What the team is known for All-encompassing bankruptcy and restructuring practice, noted for its creditors' rights, secured lender and debtor work. Also well regarded for its expertise in out-of-court restructurings.  

Strengths (Quotes mainly from clients)
"You are respected when you have them representing you. They are on the shortlist of firms to use."

Work highlights Represented wireless solutions company Powerwave Technologies in its Chapter 11, and subsequent Chapter 7 bankruptcy. There was a successful sale of assets, which were valued at $213 million. The company's debts were estimated at $396 million. 

Acted on behalf of Pitt Penn Holding Company/Industrial Enterprises of America as special bankruptcy counsel in relation to confirmation hearings and reorganization plans surrounding the company's net operating loss of more than $200 million. The firm successfully appointed a Chapter 11 trustee to the debtor.

Notable practitioners  

The "phenomenal" Laurie Selber Silverstein heads the team's bankruptcy and restructuring group. Peers have the "utmost respect for her" and praise her specifically for her creditor work.

Jeremy Ryan handles a range of restructuring matters for a number of high-profile clients and is noted as a "good technical business lawyer."

Significant clients AFA Creditors Committee, Bank of America, Estée Lauder, PPL Energy Plus, Walmart.

Chancery - Delaware

What the team is known for Widely acknowledged as a leading firm for chancery work. Highly respected management of a variety of corporate governance matters, derivative actions, proxy contests and litigation surrounding mergers and acquisitions.

Strengths (Quotes mainly from clients)
"Their strength is mapping out a strategy - they can assess the case, identify the strategies and implement them successfully."

"They are a different caliber. It's just the thoughtfulness every step of the way. Like a game of chess, the thought that goes into every move on the chessboard is carefully orchestrated. The briefing is just extraordinary. They are very detailed."

Work highlights Acted as Delaware counsel to IntercontinentalExchange in relation to its merger with NYSE Euronext. The matter also involved stockholder litigation pertaining to the transaction.

Represented Walmart Stores in shareholder litigation following alleged violations of the Foreign Corrupt Practices Act by subsidiaries.

Notable practitioners  

Donald Wolfe is an "all-around lawyer you want to have on your side." Not only does he have "terrific courtroom demeanor," but he is "well known to everybody, and has a commanding presence in court." He is noted for his litigation and corporate governance work. Peers remark that he is simply a "top-level decision maker," with "great judgment and good instincts." 

Michael Pittenger is recognized for his strength in corporate counseling and special committee work. Sources consider that he is "at the top of the Bar in Delaware."

Sources think highly of Peter Walsh, noting that he has an uncanny way of "reading the court." "He has an innate understanding of what is and is not appropriate," notes one interviewee.

Market observers comment that Matthew Fischer is "extraordinarily hands-on," while one client relates that he is "thoughtful in terms of evaluating the implications of every move." Fischer handles corporate, commercial and alternative entities litigation.

The "very talented" Kevin Shannon chairs the firm's corporate group and is highly rated by observers for the strength of his corporate and commercial litigation practice. Shannon is also qualified as a certified public accountant. 

Sources note that Stephen Norman has a "very strong technical knowledge of the court and individual judges," with one interviewee commenting on his ability to "predict how judges will react to the tactics and argument that will be made." Areas of excellence include shareholder class actions and derivative suits.

Michael Goldman is one of the most experienced figures of the Delaware Bar. His primary areas of focus are corporate litigation and counseling.

Significant clients Hewlett-Packard, Intel, NRG Energy, SoftBank, The Goldman Sachs Group.

Corporate/M&A - Delaware

What the team is known for Strong corporate practice, well versed in a variety of transactional and financing work. Also comes recommended for its advice to clients on their fiduciary commitments.

Strengths (Quotes mainly from clients)
"They are a strong team - very effective, very collegial and they have been successful in representing us over a long period of time."

Work highlights Represented SoftBank in conjunction with its separate acquisition of interests in Sprint and Clearwire.

Acted for the board of directors of NRG Energy in its $1.7 billion acquisition of GenOn.

Notable practitioners  

The excellent Robert Symonds excels across a broad a range of domestic and cross-border corporate issues, including M&A and alternative entity work, on behalf of lenders, borrowers, investors and trustees.

Mark Morton is experienced in a number of corporate law areas, including alternative entity work and advising corporations in relation to fiduciary obligations. Peers particularly rate him as an "excellent special committee adviser." 

Thomas Mullen is a recent addition to the team and is noted for his work on behalf of corporations, partnerships, limited liability companies and statutory trusts in regard to transactional and alternative entity issues.

Matthew O'Toole represents a fine choice of counsel to limited liability companies, as well as corporations, partnerships and statutory trusts, and is well versed in both cross-border and domestic transactions.

"Superb practitioner" Michael Tumas receives considerable praise for his expertise in corporate law and understanding of the courts, with one source stating: "He knows the Delaware courts better than any lawyer I have dealt with."

John Grossbauer is an experienced practitioner, with peers particularly singling out his work on proxy and voting issues and Delaware General Corporation Law.

Significant clients Applied Materials, DuPont, General Growth Properties, Liberty Media Corporation, Spanish Broadcasting.

Intellectual Property - Delaware

What the team is known for Strength across a broad range of IP areas, including litigation, patent and trademark prosecution, and transactional matters. Enviable client roster including biotech, biopharmaceutical and food companies.

Strengths (Quotes mainly from clients)
"A strong team - very effective. They are very collegial and have been very successful in representing us over a long period of time."

"The firm is very professional, courteous and responsive."

Work highlights Successfully defended Barnes & Noble in a patent infringement case concerning the company's website operations. The matter involved components of both patent and contract law.  

Worked with Nestlé in the procurement of patents in a range of areas including nutritional substances for pets and coffee genomics.

Notable practitioners   

Richard Horwitz "knows the court" and is recognized for his "knowledgeable and meaningful input," say market observers. He recently acted for Qualcomm in defense of a number of patent litigations concerning wireless technology.

Philip Rovner is an experienced intellectual property litigator who is both "good at the law and good with practical judgment." His broad IP litigation practice is complimented by observers, who note his "legal and business acumen."

David Moore recently represented Shelbyzyme as plaintiff in a patent infringement action relating to a pharmaceutical product. Observers attest that he is highly responsive and a significant player in the intellectual property sphere.

Janet Reed heads the firm's intellectual property transactional and counseling practice. Reed counsels clients in connection with patent matters in the biotechnology field.

Significant clients Amazon.com, Baxter Healthcare, GE, Hewlett-Packard, Qualcomm.

Labor & Employment - Delaware

What the team is known for Respected labor and employment practice in Delaware, representing clients in matters such as FLSA compliance, the defense of class and collective actions, and discrimination and whistle-blowing litigation. Particular strength pertaining to the healthcare sector.

Work highlights Represented Nemours Foundation, a pediatric healthcare institution, in a number of employment disputes concerning physicians.

Acted on behalf of Delaware Park Racetrack and Slots in relation to claims of racial, national origin and gender discrimination. The case was successfully defended in the Delaware Superior Court.

Notable practitioners  

Kathleen McDonough offers a wealth of experience in labor and employment matters and is described as a "great negotiator" who operates at "a very high level." McDonough's broad employment law practice encompasses the representation of educational institutions in employment law and education law matters.

Jennifer Brady is a "very detail-oriented and knows the law inside-out," say sources. Brady is particularly noted for her focus on labor and employment law matters affecting clients in the healthcare industry.

Wendy Voss represents clients in matters before agencies such as the NLRB, EEOC and DOL, in addition to defending clients in employment law litigation. Sources praise her "responsiveness" and "technical expertise."

Significant clients City of New Castle, DuPont, Energizer Holdings, The Henry Francis du Pont Winterthur Museum, Walmart.