Wachtell Lipton Rosen & Katz

Global

Review

United States (National)

Dispute resolution

Wachtell Lipton Rosen & Katz operates out of its one and only office in New York, but the firm’s prestige is undeniably national, and increasingly, international in scope. “Everyone knows Wachtell, or knows about them, and for very obvious reasons. They are masters at what they do.” The “what they do” is a reference to the firm’s famed M&A dispute practice, which, coupled with its transactional corporate practice, has allowed Wachtell do nothing short of corner a market. “Wachtell has decided that they want to pivot to doing work that is strictly focused around public company M&A work – that is where you get the premium work.” One peer marvels, “Increasingly, when I look at Wachtell, I am stunned by the growing level of diversity. I’m seeing a lot more international arbitration, which was never considered Wachtell’s forte, but with cross-border deals falling into dispute, [the firm’s services] are more in demand.” The firm has also been particularly active in the bankruptcy space (for which Emil Kleinhaus receives near-universal plaudits) and remains busy in the white-collar and investigations area as well (which has historically been the domain of John Savarese, still the firm’s dominant partner in this area.)
     Wachtell has seen increased activity in antitrust work as of late, mainly related to deals. The most recent and most public of these concerns the firm’s representation of Altria in the wake of an April 2020 complaint brought by the Federal Trade Commission (FTC) concerning formerly competing vape entities Altria and Juul. The FTC viewed Altria’s exit from the e-cigarette market and subsequent 2018 investment in 35% of Juul as anticompetitive and brought a suit to undo the deal. At trial, Jonathan Moses and Kevin Schwartz presented a straightforward defense: Altria made the decision to exit the e-vapor market following decades of difficulties in developing a product that would be both attractive to consumers and less harmful than cigarettes. The proceeding, which commenced in early June, was conducted remotely as the FTC’s first fully virtual administrative trial. Moses and Stephen DiPrima are also defending Altria in securities and derivative litigation connected with its JUUL investment after stockholder plaintiffs subsequently filed securities and derivative lawsuits, in the Eastern District of Virginia and in Virginia state court. The securities case survived a motion to dismiss and is proceeding through discovery, class certification, and summary judgment briefing on an expedited timetable.
     A unanimously revered practitioner, William Savitt has emerged as Wachtell’s central figure in the M&A litigation capacity. “Bill Savitt is better than everyone in M&A,” sums up one peer. “He is all over it and everyone loves him. [He is] Head and shoulders above everyone else.” Indeed, Savitt provides substance to this adulation with a lead appearance in a number of the firm’s key matters within the past year. One of these involves a $5.8 billion merger agreement deal entered in April 2020 by Dajia, the successor to Chinese insurance company Anbang, to sell 15 luxury hotels in the US. The other party to the deal refused to close, citing, among other things, changes in Anbang’s operations due to the Covid-19 pandemic and the purported failure of certain title insurance conditions. After an unfavorable ruling from the Delaware Court of Chancery, Dajia switched counsel to Savitt to represent them on appeal to the Delaware Supreme Court. Savitt also represents Dyal Capital Partners in litigation against Sixth Street Partners and Golub Capital. Investment funds affiliated with Dyal made minority equity investments in Sixth Street and Golub. In December 2020, Dyal announced a SPAC-related merger transaction valued at $12.5 billion. In February 2021, Sixth Street and Golub brought actions in the Delaware Court of Chancery and New York Supreme Court, respectively, seeking to block the transaction. In both cases, the preliminary injunctions moved for by the plaintiffs were denied and the transaction closed in May 2021. While peers are in agreement that “Bill Savitt is leading the charge,” it is also noted that “he has a great team around him that is also getting more prominent, and deservedly so.” In particular, Ryan McLeod, who acted with Savitt on the aforementioned Dajia matter, is singled out. McLeod also worked with Savitt on litigation concerning the merger of two satellite companies. The firm’s client was in the business of providing in-flight internet service, the business of which was severely interrupted during the height of the COVID pandemic, leading the other party to attempt to exit the deal. After the parties submitted dueling complaints in July 2020, in October, less than 48 hours before trial, a settlement was reached pursuant to which the parties mutually agreed to terminate the merger a $70 million cash payment was made to the client for the economic injury to its shareholders. An all-star firm team composed of Savitt, Jeff Wintner and Elaine Golin, as well as future stars Anitha Reddy and Lauren Kofke, acts as overarching strategic counsel, as well as resolution and corporate governance counsel, to Cardinal Health in connection with matters related to the opioid epidemic, as well as guiding the client through associated shareholder derivative litigation. In July 2021, the client agreed to pay up to $1.179 billion in a settlement agreement with the State of New York and its participating subdivisions to resolve opioid-related claims. A new partner at the firm, Sarah Eddy is working with Savitt in representing a special committee of independent directors formed to investigate allegations of sexual harassment and misconduct at Victoria’s Secret. “Sarah had a very senior role at the SDNY and is off to a very good start at Wachtell,” states a peer. A team composed of Marc Wolinsky, DiPrima and Carrie Reilly represents Match Group and IAC/InterActiveCorp in a $2 billion suit brought by a group of former employees of the dating app Tinder. The plaintiffs allege that the clients wrongfully interfered with a contractually established process for the independent valuation of Tinder by two national investment banks, resulting in a substantial undervaluation of Tinder and a consequent underpayment to the plaintiffs upon exercise of their stock options.