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About Michael

Michael Hefter, co-­head of the firm’s securities litigation group and head of the New York civil litigation group, has experience as lead litigation and trial counsel for numerous clients in complex jury and non­jury trials in federal and state courts throughout the United States and in arbitration proceedings.

His principal areas of practice include litigation and arbitration in complex commercial disputes, including claims involving breach of contract, breach of fiduciary duty, fraud, and other business disputes, securities litigation, RICO actions, construction litigation, structured finance disputes, post-acquisition disputes, corporate governance (including mergers and acquisition litigation), claims involving lender liability issues, shareholder class and derivative actions, claims involving LLC and limited partnership issues and structures, bankruptcy-related, and other forms of general commercial and complex litigation. He has represented clients in numerous industries, including energy, power and utilities, insurance, healthcare, investment and commercial banking, private equity and hedge funds, venture capital, real estate, shipping, accounting, telecommunications, aerospace and defense, chemicals and computer software.

Experience

Recent Notable Matters

Funds managed by a N.Y.­-based private equity firm — lead counsel in case scheduled for trial in February 2017 in federal court in California against the former officers and directors of a publicly traded company for breach of fiduciary duty and other wrongdoing relating to defendants

Major international oil inspection company — lead counsel in defense of RICO class action pending in the District of Puerto Rico involving the fuel purchasing practices of PREPA

Apparel manufacturer — lead trial counsel in defense of breach of contract and lost profits claims brought by fabric manufacturer in D.C.

Great Plains Energy Inc. — $12.2 billion acquisition of Westar Energy, the largest deal in the U.S. electricity distribution sector in 2016

Midstream energy services company in Sabine bankruptcy — case of first impression, handling an appeal of a New York bankruptcy court

Former chief operating officer of Countrywide Bank and Bank of America — one of the most closely watched and high-profile cases brought by the federal government in connection with the mortgage and credit crisis, acted as co-lead counsel for Rebecca Mairone, the former chief operating officer of the Full Spectrum Lending division of Countrywide in a 2013 trial in the Southern District of New York before the Honorable Jed S. Rakoff and subsequently represented Ms. Mairone in the successful appeal to the Second Circuit

Large private equity fund — multiple matters, including defending claims by creditors of a portfolio company seeking to pierce the corporate veil and hold the fund liable for the portfolio company

Options exchange — represented options exchange in connection with claims brought in the S.D.N.Y. concerning market timing practices of the major options exchanges, which claims were dismissed at the pleading stage and on appeal to the Second Circuit

Former publishing company executive — defense of breach of contract claim resulting in dismissal based on the statute of frauds, which was affirmed by the New York

Internet company — lead litigation counsel for the debtor, KIT digital, in litigation in the S.D.N.Y.; successfully argued a significant issue of first impression in the district, which paved the way for a successful reorganization of the debtor, and defeated option holder claims based on Black-Scholes modeling

Major institutional investors and banks — frequently called on to represent financial institutions in restructurings and bankruptcy proceedings, including lead litigation counsel in recent energy bankruptcy and as lead trial counsel against claims of a debtor in bankruptcy seeking to nullify a pre­payment provision in a trust indenture governing the debtor’s senior secured bonds

Publicly traded company and its directors — represented in multi­-state class action shareholder litigation in Delaware and New York challenging a tender offer and merger under state and federal law; successful in defeating a motion for preliminary injunction in New York, and successfully resolved the main litigation in Delaware

Private equity sponsored portfolio company — obtained a summary judgment in lieu of complaint in favor of the seller seeking to enforce a guarantee of the purchase price in connection with an acquisition; successfully argued the appeal in New York

International telecommunications company based in Hong Kong — lead trial counsel against a construction firm for the defective construction of a submarine fiber optic cable system

Major commercial bank — lead counsel defending allegations that the bank improperly interfered with the distribution of “funds” through a loan “waterfall,” and for lender liability arising from the failure of the borrower resulting from the credit crisis

Computer software company acquisition — lead counsel in defending class action allegations filed in California and Delaware concerning the acquisition of a major U.S. computer manufacturer

Publications and Speeches

“Shareholders Seeking Books and Records Must Demonstrate Credible Basis to Infer Wrongdoing,” Bloomberg Law – Corporate Law & Accountability Report, April 2017

“Delaware Court Holds Interested Directors Liable for ‘Fairer Price’ in Going Private Transaction,” Transaction Advisors, September 2015.

“Scope of Section 220 Discovery After Wal­mart,” New York Law Journal, July 13, 2015.

Credentials

Education

Emory University School of Law,
J.D.
1991
with honors
University of Michigan,
Bachelor of Arts
1988

Bar Admissions

New York

Affiliations

American Bar Association
Federal Bar Council

News

News

Shareholders Seeking Books and Records Must Demonstrate Credible Basis to Infer Wrongdoing

April 21, 2017
Bloomberg Law – Corporate Law & Accountability Report

Venoco $250 Million of New Financings

April 14, 2015
Global Legal Chronicle

Offshore: Deals and cases

April 27, 2014
thelawyer.com

Bank of America 'Hustle' Trial Nears Close

October 22, 2013
Wall Street Journal Online

Revisiting Reasonable Reliance in Credit Fraud Cases

February 24, 2013
New York Lawyer Journal

Noteworthy

Noteworthy

ALM Media Properties, LLC
The National Law Journal
40 Under 40, 2002
Thomson Reuters
Metro New York Super Lawyer
2007, 2009 - 2010