Susan’s practice focuses on proceedings in the Delaware Court of Chancery and the Delaware Supreme Court, including litigation involving corporate mergers and acquisitions, statutory challenges to transactions under Sections 242 and 203 of the Delaware General Corporation Law, and shareholder class and derivative actions.

She also represents national and regional clients in complex business disputes pending in the Delaware Superior Court, including the Complex Commercial Litigation Division (CCLD), and the Delaware District Court. 

Susan has substantial experience working on a wide variety of cases involving important issues of Delaware law, including: M&A class action litigation, derivative litigation, actions for advancement and indemnification, corporate governance disputes, demands for books and records, dissolution proceedings, earnout litigation and other post-closing disputes, SPAC litigation, disputes involving Delaware alternative entities, non-compete litigation, and other complex commercial disputes.

Susan also regularly advises corporate boards of directors and special committees, including special litigation committees and demand review committees. 

Susan is a member of the Morris Nichols Recruiting Committee and Diversity Committee.

Experience

Represented directors of Uber Technologies, Inc. in a stockholder derivative suit. Successfully obtained dismissal pursuant to Court of Chancery Rule 23.1, which was affirmed on appeal by the Delaware Supreme Court. McElrath v. Kalanick et al., C.A. No. 181,2019

Represented TripAdvisor and its directors in action alleging stockholder litigation demand was wrongfully refused. Successfully obtained dismissal with prejudice of all claims pursuant to Court of Chancery Rule 23.1. Friedman v. Maffei, C.A. No. 11105-VCMR

Represented Navistar in expedited proceedings brought by the assignee of Indigen Armor. Successfully defeated application for temporary restraining order and obtained settlement on favorable terms. McManigle v. Navistar Defense, LLC, C.A. No. 10147-CB

Represented Diamond Foods, Inc. in derivative litigation. Successfully obtained dismissal of all claims. In re Diamond Foods, Inc. Derivative Litigation

Represented directors of Barnes & Noble, Inc. in litigation challenging acquisition of Barnes & Noble College Booksellers, Inc. In re Barnes & Noble Stockholder Derivative Litigation

Represented Hercules Offshore, Inc. and its officers and directors in derivative litigation in the District of Delaware challenging executive compensation. Successfully obtained dismissal. Raul v. Rynd

Represented directors of Barnes & Noble, Inc. in expedited litigation challenging adoption of poison pill. Yucaipa American Alliance Fund II, L.P. v. Riggio et al.

Represented professional sports leagues and the NCAA in challenging Delaware’s sports betting scheme. Successfully struck down Delaware’s proposed sports lottery as violative of federal law. Office of the Commissioner of Baseball v. Markell.

News & Insights

  • Media Mention, The Legal 500 US, 06.12.2024

    In the 2024 edition, Morris Nichols again appears in two Legal 500 practice categories for M&A litigation defense and Delaware counsel. Nineteen Morris Nichols attorneys are mentioned in the editorial for their work in M&A litigation and Delaware corporate and commercial law.

Honors & Recognitions

Chambers USA: Guide to America’s Leading Lawyers, ranked in Delaware Chancery, since 2020

The Legal 500 US, mentioned in M&A litigation, 2020-2022, 2024

Benchmark Litigation, Local Litigation Star, since 2013

Delaware Super Lawyers, listed in business litigation, since 2019

The Best Lawyers in America, listed in Delaware corporate law and M&A litigation, since 2015

Best Lawyers Business Edition’s Women in the Law, 2016-2019

Professional & Civic

American Bar Association (Business Law and Litigation Sections)

Delaware State Bar Association (Judicial Clerkship Committee)

Tower Hill Alumni Council

Education

University of Michigan Law School, JD, 1998
University of Michigan Journal of Law Reform, associate editor, 1996-1997; note editor, 1997-1998

Williams College, BA, psychology, cum laude, 1994

Admissions

  • Delaware, 2003
  • Illinois, 1998
  • US District Court for the District of Delaware, 2004
  • US District Court for the Central District of Illinois, 1999
  • US District Court for the Northern District of Illinois, 1998
  • US Court of Appeals for the Third Circuit, 2007
  • US Supreme Court, 2010

Susan has been recognized as a Litigation Star by Benchmark Litigation and has been ranked by Chambers USA in Delaware Chancery. Sources tell Chambers “She’s super sharp and quick to see any holes and issues.”

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