Zachary L. Rowen

  Zach’s experience includes representing:

• Telefónica S.A. in prosecuting claims against a counterparty for improperly refusing to close on a transaction worth over US$500 million; successfully arguing the summary judgment on liability 
• The Trade Desk in winning a summary judgment in a case of first impression before the Delaware Court of Chancery on stockholders’ claim that proposed reincorporation from Delaware to Nevada violated company’s corporate charter
• The former CEO and director of Smart & Final grocery stores in securing a dismissal, in a lawsuit alleging breach of fiduciary duties in connection with the US$1.1 billion sale of the company 
• Skydance Media in a lawsuit following a motion to expedite by stockholders aiming to block the US$8 billion merger with Paramount Global 
• New Relic in achieving a full victory at the Delaware Court of Chancery, defeating multiple demands for books and records following the announcement of its US$6.5 billion acquisition by Francisco Partners and TPG; The decision was upheld on appeal by the Chancellor
• Searchlight Capital Partners LP in obtaining a favorable ruling in fiduciary lawsuits relating to the take-private transaction of Hemisphere Media Group by Searchlight affiliates
• Squarespace in appraisal litigation arising from the take-private of the website building and hosting platform in US$7.2 billion deal
• Former officers and directors of World Wrestling Entertainment (WWE) in a lawsuit brought by shareholders arising out of the US$21 billion merger of UFC and WWE 
• A special committee of Sculptor Capital Management, in its expedited suit before the Delaware Court of Chancery concerning Sculptor’s US$720 million acquisition by Rithm Capital
• Touradji Capital Management in its reversal on appeal following a long-running suit by two former employees for breach of contract
• Ligand Pharmaceuticals in the Delaware Court of Chancery, and then at the Delaware Supreme Court, in a US$4 billion suit brought by convertible noteholders that raised issues of first impression
• An asset management firm in a breach of contract suit; successfully obtained summary judgment with an award of damages exceeding US$21 million and obtained dismissal of all counterclaims at summary judgment
• A financial services firm and certain of its officers and directors in claims for breach of fiduciary duty, breach of contract, and fraudulent conveyance; ultimately obtained favorable pre-trial settlement
• The board of directors of a formerly publicly traded company in a derivative lawsuit alleging breach of fiduciary duties and deepening insolvency
• A special committee in a suit in the Delaware Chancery Court brought by the company’s former CEO, who sought relief pursuant to DE Section 225; at trial, successfully defended claims and ultimately obtained favorable post-trial monetary settlement from plaintiff
• A syndicate of financial institutions who served as underwriters for the IPO of a major data analytics company in a federal class action for alleged violations of securities laws; prevailed on motion to dismiss
• An individual who served on the Eastman Kodak Company board of directors in parallel class actions for securities fraud and breaches of fiduciary duty related to certain actions taken in his role as director
• Morgan Stanley in connection with its role as financial advisor to the Viacom special committee in connection with the CBS/Viacom merger
• Viking Global Investors and a portfolio company in connection with a lawsuit arising out of the portfolio company’s asset acquisition from a seller, who has brought a variety of claims in tort and contract