Sameer Advani

Partner

New York
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099
T 212 728 8587
F 212 728 9587
sadvaniwillkie.com

Sameer Advani is a partner in the Litigation Department and focuses on complex commercial litigation, including securities class actions, shareholder derivative claims and mergers and acquisitions litigation. His practice also includes litigating matters in bankruptcy court. He has particular experience in matters with an international dimension, having represented clients in litigation that involved parallel ongoing proceedings in North America, Europe and Asia.

Sameer was selected by Law360 in 2014 as one of ten attorneys nationwide to be named a “Rising Star” in the area of Securities.  He was also named a “Rising Star” in 2013 and 2014 for Securities Litigation by New York Metro Super Lawyers. 

Highlights

Sameer Advani is a partner in the Litigation Department and focuses on complex commercial litigation, including securities class actions, shareholder derivative claims and mergers and acquisitions litigation. His practice also includes litigating matters in bankruptcy court. He has particular experience in matters with an international dimension, having represented clients in litigation that involved parallel ongoing proceedings in North America, Europe and Asia.

Sameer was selected by Law360 in 2014 as one of ten attorneys nationwide to be named a “Rising Star” in the area of Securities.  He was also named a “Rising Star” in 2013 and 2014 for Securities Litigation by New York Metro Super Lawyers. 

Selected Significant Matters

Shareholder Derivative Litigation
  • In re Bridgepoint Education, Inc. Shareholder Litig. (S.D. Cal): Obtained dismissal of shareholder derivative action against Warburg Pincus entities arising out of a self-tender offer by Bridgepoint Education, Inc.
  • Zucker v. Loeb (New York Sup. Ct.):  Successful representation of Third Point and affiliates in a shareholder derivative action arising out of a share repurchase transaction between Third Point and Yahoo! Inc.
  • In re Citigroup Derivative Litig. (2d Cir): Successful representation of  independent directors of Citigroup, Inc. in a shareholder derivative action arising out of a say-on-pay vote; obtained affirmance by the Second Circuit of trial court decision denying plaintiffs’ application for a $6 million fee award.
  • Zucker v. Rubin et al. (New York Sup. Ct.): Obtained dismissal on behalf of independent directors of Citigroup, Inc. in a shareholder derivative action alleging unlawful manipulation of U.S. LIBOR.
  • Brautigam v. Rubin et al. (S.D.N.Y.): Obtained dismissal on behalf of independent directors of Citigroup, Inc. in a shareholder derivative action alleging illegal mortgage servicing practices.
Securities and M&A Class Action Litigation
  • In re Kenneth Cole Productions, Inc., Shareholder Litigation (New York Court of Appeals): Represented Kenneth Cole in action brought by minority shareholders challenging going-private transaction involving Kenneth Cole Productions, Inc.; obtained dismissal in trial court, which was affirmed by the Appellate Division and the Court of Appeals. It is the first case under New York law to apply the business judgment rule to a going-private transaction where the transaction was conditioned on the dual protections of a “majority of the minority” voting provision, and the transaction is approved by a committee of independent directors.
  • In re The Pantry, Inc. Stockholder Litig. (Del. Ch. Ct.):  Represent The Pantry, Inc. and its board of directors in class action litigation arising out of $1.7 billion merger transaction with Alimentation Couche-Tard Inc.
  • In re tw telecom Stockholder Litig. (Del. Ch. Ct):  Represent Level 3 Communications, Inc. in class action litigation arising out of its $7.3 billion acquisition of tw telecom inc.
  • In re Auxilium Pharmaceuticals Inc. Shareholder Litig. (Pa. Ct. of Common Pleas):  Represent Auxilium Pharmaceuticals, Inc. and its board of directors in class action litigation arising out of $2.6 billion merger transaction with Endo International plc.
  • In re Artio Global Investors Inc. (New York Sup. Ct.):  Represented  Aberdeen Asset Management in class action litigation arising out of $175 million acquisition of Artio Global Investors Inc.
  • In re Facebook, Inc. IPO Securities & Derivative Litig. (S.D.N.Y.): Representing Facebook, Inc. and its officers and directors in over 40 securities and derivative lawsuits filed in connection with Facebook’s May 18, 2012 initial public offering.In re Amag Pharmaceuticals Inc. Securities Litig. (1st Cir.): Representing underwriters in securities class action arising out of secondary offering of pharmaceutical company.
  • Bartesch v. Cook (D. Del.): Obtained dismissal of securities fraud class action lawsuit brought former directors and officers of geothermal power company.
  • In re J. Crew Shareholder Litig. (Del. Ch. Ct.):  Representing CEO of J. Crew Inc. in litigation arising out of $2.5 billion “going private” transaction.
  • In re Warner Chilcott Securities Litig. (S.D.N.Y.): Representing underwriters in securities class action arising out of the initial public offering of pharmaceutical company.
  • In re Sepracor Shareholders Litig. (Del. Ch. Ct): Represent special committee in shareholder litigation arising out of $2.6 billion pharmaceutical company acquisition.
  • In re Merrill Lynch & Co., Inc. Securities, Derivative and ERISA Litig. (S.D.N.Y.):  Representing former Merrill Lynch officer in securities and derivative litigation arising out of financial crisis.
  • Horizon Asset Management v. H&R Block, Inc. (8th Cir.): Obtained affirmance of dismissal of consolidated securities fraud class action.
Bankruptcy and Other Litigation
  • In re Nortel Networks, Inc., (Bankr. D. Del):  Obtained significant ruling in favor of Trustees of the Nortel Networks UK Pension Scheme and the UK Pension Protection Fund following an unprecedented 21-day cross-border trial held jointly before the U.S. Bankruptcy Court in Delaware and Ontario Superior Court to determine allocation of $7.3 billion in sales proceeds among various Nortel debtors in Canada, the U.S. and Europe.  The Courts’ rulings are anticipated to produce a recovery to UK pensioners in excess of $1 billion.
  • Ovitz v. Bloomberg L.P. (N.Y. Court of Appeals):  Obtained affirmance of dismissal of consumer class action lawsuit relating to enforceability of subscriber contracts.
  • 330 Hudson Owner LLC v. The Rector, Church-Wardens and Vestrymen of Trinity Church in The City of New York (N.Y. App. Div 1st Dep’t):  Successful representation in connection with claims arising from dispute over completion of hotel and office development project.
  • In re Sea Container Services, Ltd. (Bankr. D. Del): Successful defense of settlement between chapter 11 debtors and UK pension claimants over objections by creditors’ committee.

Selected Publications and Lectures

  • “New York Appeals Court Applies Business Judgment Rule to Going Private Transaction” (Harvard Law School Forum on Corporate Governance and Financial Regulation, November 26, 2014).
  • "New York Court Upholds Kenneth Cole Going Private Transaction" (Harvard Law School Forum on Corporate Governance and Financial Regulation, September 19, 2013).
  • "Delaware Supreme Court Issues Important Ruling Barring Re-Litigation Of Stockholder Derivative Suit Under Collateral Estoppel" (The Metropolitan Corporate Counsel, June 2013).
  • Co-Author - "Litigation Avoidance and Prevention," Commercial Litigation in New York State Courts (Robert L. Haig, 3d ed. 2010).

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