Overview
For nearly 40 years, Tom Beck has litigated complex corporate disputes in the Delaware Court of Chancery and the Delaware Supreme Court.
Representing Delaware corporations, their directors, large stockholders, and other constituencies, Tom has established a record of success handling corporate control disputes, shareholder class actions, derivative suits, contested shareholder elections, statutory appraisal actions, and similar matters. He has represented
- both bidders and target corporations in hostile acquisitions,
- both petitioners and respondents in appraisal litigation, and
- both plaintiffs and defendants in class action, fiduciary, and other Chancery Court litigation.
Tom has participated in many of Delaware’s ground-breaking corporate litigation decisions, including:
- Rosenblatt
- Unocal
- Newmont Mining
- Interco
- Anderson Clayton
- Time-Warner
- QVC
- Caremark
- Fort Howard
- Levine v. Smith
- Mendel v. Carroll
His participation in more recent landmark decisions includes:
- Emerging Communications
- PNB
- TCI
- Harrah’s/JCC
- Lyondell
- Muoio v. Hallmark
In addition to his litigation practice, Tom counsels Delaware corporations and their directors on corporate governance as well as statutory and fiduciary duties. He has significant experience advising on corporate control, fiduciary, and valuation issues.
PRACTICES
Corporate & Chancery Litigation
Corporate Transactions
Corporate Governance
Mergers & Acquisitions
Select Experience
- Represented a Fortune 100 technology company in acquisition-related derivative and class action litigation
- Represented Texas-based biotech company CDx and its directors in a class action trial challenging option valuation, argued before the Delaware Supreme Court en banc (view Supreme Court oral argument)
- Represented an international petrochemical company in arbitration valuing a joint venture interest
- Appointed by the Court of Chancery as a special master in contentious advancement litigation
- Represented the special committee of Crown Media in a class action trial challenging the fairness of a recapitalization
- Represented John Q. Hammons in a class action trial challenging the fairness of a merger
- Represented Broadcom Corporation in Chancery litigation relating to its proposal to acquire Emulex
- Represented Nokia Corporation in Chancery litigation related to a multinational licensing dispute
- Represented Mentor Graphics in its successful attack on a dead-hand rights plan adopted by the target, Quickturn Design
- Cornell Law School, J.D., 1981
- Dickinson College, B.A., 1978
Education
Publications
Recent Chancery Court Guidance on Rule 5.1
Delaware Business Court Insider | December 23, 2014
Parties resisting a challenge to the confidential treatment of documents under Delaware Court of Chancery Rule5.1(f) must offer individualized, contemporaneous good cause for such treatment to ensure that confidentialitydesignations are maintained throughout litigation. For older documents, that showing must overcome a presumptionof “staleness” under Rule 5.1(f).…
Delaware Supreme Court Reverses Chancery Court’s Lyondell Decision
BNA's Corporate Counsel Weekly | April, 2009
Before the merger at issue in the case, Lyondell Chemical Company was the third-largest independent public chemical company in North America. Dan Smith was Lyondell’s Chairman and CEO; Lyondell’s other ten directors were independent and sophisticated businesspeople. This article explains what led to The Supreme Court’s reversal of the Court of Chancery’s decision and remanded the…
Recognition
- The Legal 500
Bar Admissions
- Delaware, 1981
- United States Court of Appeals, Third Circuit
- United States Supreme Court
