Morrison & Foerster served as SoftBank Group Corp.’s primary litigation counsel in connection with the high-profile Delaware Court of Chancery claims regarding Sprint’s $10 billion merger with Clearwire Corporation. The dissenting shareholders were seeking a determination whether Sprint breached its fiduciary duties and whether SoftBank aided and abetted in that breach. The dissenting shareholders also sought an appraisal of their shares. Plaintiffs sought a recovery based on a purported value of $15 per share, three times the amount that Sprint paid in the merger.
On July 21, 2017, the Court of Chancery’s Vice Chancellor J. Travis Laster issued his written ruling in which he rejected plaintiffs’ claim that a breach of fiduciary duty had occurred or that SoftBank had aided or abetted in any breach. Further, the written decision adopted Sprint’s and SoftBank’s position on the appraised value of the Clearwire stock in all respects and awarded the dissenting shareholders $2.13 per share in the appraisal action.
The team was led by MoFo partner Erik Olson (Palo Alto), and included partners James Beha (New York), Jordan Eth (San Francisco), James Bennett (San Francisco), and James Hough (Tokyo). Also on the team were associates James Hancock (Palo Alto) and Nicholas Ham (Palo Alto).