Jennifer C. Voss

Jennifer Voss’ practice emphasizes the defense of companies, directors and officers in complex litigation matters pending in federal and state courts, including those involving fiduciary duty challenges, derivative claims, shareholder disputes and contract disputes.

Bio

Mrs. Voss is co-author of a seminal, four-volume treatise on corporation law, Folk on the Delaware General Corporation Law. She was one of only five attorneys nationwide to be named to the securities section in Law360’s 2012 list of “Rising Stars,” and from 2012-2017, she was named as one of the country’s “Top 250 Women in Litigation” by Benchmark Litigation. Mrs. Voss also was listed in Best Lawyers in America in 2016 and 2017 and is a fellow in the trial lawyer honorary society, The Litigation Counsel of America.

Mrs. Voss’ representations have included:

  • Sprint — defending Sprint in fiduciary and appraisal actions arising from its acquisition of Clearwire, including serving as lead counsel in a 10-day trial in the Court of Chancery of the State of Delaware (the nation’s premier business court);
  • Rite Aid — defending Rite Aid and its directors in state and federal courts in connection with its proposed sale to Walgreens;
  • DuPont — representing DuPont in disputes relating to its spin-off of Chemours and the proxy contest run by Trian Partners;
  • Representing the court-appointed custodian in the TransPerfect Global matter, which involves a disputed court-ordered sale of a privately owned business;
  • Defending banking clients against mortgage-backed securities fraud claims brought by government-sponsored entities in federal and state courts;
  • Defending mutual fund clients against market timing and late trading claims brought by the SEC, the New York State Attorney General’s Office and securities class action plaintiffs;
  • Priceline Group — defending against a class action shareholder lawsuit seeking to enjoin the company’s $2.6 billion acquisition of OpenTable;
  • Hillshire Brands and its officers and directors — defending against class action lawsuits filed in New Jersey and Maryland in connection with Hillshire Brands’ termination of its $6.6 billion merger agreement with Pinnacle Foods and its subsequent $8.7 billion tender offer acquisition by Tyson Foods;
  • ViroPharma and its officers and directors — defending a rare disease biopharmaceutical company against class action shareholder litigation seeking to enjoin a merger with Shire valued at $4.2 billion;
  • Chevron Corporation — defending the company in multiple jurisdictions (federal and state) against class action lawsuits relating to Chevron’s $4.3 billion acquisition of Atlas Energy, Inc.;
  • Allegheny Energy and its officers and directors — defending against shareholder litigation filed in state and federal courts in Maryland and Pennsylvania, challenging an $8.5 billion stock-for-stock transaction with FirstEnergy;
  • DRS Technologies and its officers and directors — defeated a shareholder effort in New Jersey state court to enjoin a $5.2 billion merger involving an Italian acquirer of a U.S. defense contractor, secured a dismissal with prejudice of all claims against the company and its officers and directors, and won on appeal;
  • The Coca-Cola Company — defeated shareholder derivative lawsuits challenging the company’s decades-old relationship with its primary bottler, and won on appeal; and
  • EMC Corporation — defeated a class action lawsuit against EMC, challenging its acquisition of preferred and common stock from Voyence, Inc., where common received no merger consideration.

Other illustrative representations have included Cendant Corporation (prosecuting fraud and contract claims arising from the termination of a stock purchase agreement); Rite Aid Corporation (defending the company in connection with the SEC’s investigation of accounting fraud); Cantor Fitzgerald, L.P. (defending the partnership in connection with contract and limited partnership disputes); and AMP (defending Australia’s leading wealth management adviser in litigation arising from the bankruptcy of a U.S. telecommunications firm).

Credentials

Education

  • J.D., The Law School, The University of Chicago, 1998
  • B.S.F.S., The School of Foreign Service, Georgetown University, 1995

Admissions

  • Delaware

Associations

  • By appointment of the Delaware Supreme Court, member of the Board on Professional Responsibility, and Chair of the Unauthorized Practice of Law Subcommittee
  • Advisory Board member, John L. Weinberg Center for Corporate Governance
  • Fellow, Litigation Counsel of America

Jennifer C. Voss