Edward B. Micheletti has represented clients in many of the most significant deal-related litigation matters in Delaware over the past decade at both the trial court and appellate levels. From Omnicare and Toys “R” Us to his most recent trilogy of high-profile wins — Activision, CME Group and Lyondell/Basell — he has handled litigation related to more than $200 billion in deals in the past three years alone.

In a contentious battle, Mr. Micheletti recently handled arguments at every stage of litigation for Activision in connection with its $18.9 billion transaction with Vivendi, S.A. Mr. Micheletti convinced the Delaware Court of Chancery to deny a request by Activision stockholders to enjoin the transaction and, as a result, the transaction was completed as expected. Mr. Micheletti then won the complete dismissal of plaintiff’s complaint, which sought money damages against the Activision board members, following oral argument on Activision’s motion to dismiss. The plaintiff appealed and Mr. Micheletti convinced an en banc panel of the Delaware Supreme Court to affirm the Court of Chancery’s dismissal ruling.

Mr. Micheletti’s experience as a litigator also extends well beyond deal litigation in Delaware. He frequently handles securities and complex commercial litigation in state and federal courts around the country. A number of his recent cases involved corporate and securities law claims, breach of contract and other commercial disputes, subprime lending, stock option backdating, insurance law and escheat law. He also has extensive experience in trial and appellate courts, including in the Delaware Court of Chancery and Delaware Supreme Court. He currently is representing The Coca-Cola Company, BJ Services Company, XTO Energy Inc., Qwest Communications, Inc. and RRI Energy, Inc. in various litigation matters.

Mr. Micheletti recently has successfully resolved litigation matters for other clients, including:

• the state of Delaware in connection with litigation over Delaware’s escheat laws;

• Aramark Corporation in connection with stockholder class action litigation arising from its $8 billion going-private transaction;

• Chicago Mercantile Exchange Holdings, Inc. in expedited stockholder class action litigation arising from its more than $8 billion acquisition of CBOT Holdings, Inc. (the parent corporation of the Chicago Board of Trade), as well as litigation arising from CME’s nearly $10 billion acquisition of the New York Mercantile Exchange;

• two former Countrywide Financial Corp. directors, both of whom faced more than $2 billion in damages, in a derivative lawsuit in the U.S. District Court for the District of Delaware;

• Kelso & Company, L.P., along with three other private equity companies, in expedited stockholder class action litigation challenging their approximately $3.7 billion acquisition of ADESA, Inc.;

• News Corporation in a class action lawsuit brought by stockholders of General Motors in connection with News Corp.’s acquisition of DIRECTV Group, Inc.;

• Openwave Systems Inc. in a case that was litigated through trial and arose from a hotly contested election of directors waged between Openwave’s incumbent directors and certain candidates nominated by activist hedge fund Harbinger Capital;

• UST, Inc. and its board of directors in class action litigation arising from UST’s nearly $12 billion merger with Altria Group, Inc.;

• Woodside Petroleum Ltd. in expedited litigation related to its more than $1 billion hostile takeover attempt of Energy Partners Ltd.; and

• Yahoo! Inc. in class action litigation brought by Yahoo! stockholders relating to Microsoft’s nearly $44 billion unsolicited offer to acquire Yahoo!

Mr. Micheletti is a former Delaware Court of Chancery clerk and has extensive experience with the Delaware General Corporation Law. He also has written numerous articles on Delaware Corporation Law issues and frequently participates on committees that have drafted important amendments to the Delaware General Corporation Law.