FacultyFaculty/Author Profile

Scott Luftglass

Fried Frank Harris Shriver & Jacobson
Partner
New York, NY, USA


Scott B. Luftglass is a partner in Fried Frank’s Securities and Shareholder Litigation, M&A Litigation, and White Collar Criminal Defense and Securities Enforcement Practices, resident in the New York office. His practice focuses on representing corporations, boards of directors, special committees, financial advisors, senior management, and private equity funds in hostile and friendly takeovers, governance disputes, and shareholder and derivative litigation in federal and state courts. Mr. Luftglass also represents clients in complex civil litigation, internal investigations, and regulatory matters.

Mr. Luftglass has represented clients in more than 90 public company mergers and acquisitions transactions (and related litigation) across a wide range of industries, including representing H.J. Heinz Company, Roche, Shire, AstraZeneca, PepsiCo, Comcast, ConAgra, Tyson Foods, TE Connectivity, SS&C Technologies, Aetna, ExxonMobil, and Warner Chilcott. Mr. Luftglass also regularly counsels global investment banks in transactions and litigation, including JPMorgan, Morgan Stanley, Greenhill, Lazard, Centerview, and Macquarie.

These representations include advising clients on litigation risk and mitigation strategies prior to the announcement of a transaction, issues concerning public disclosures, and subsequent litigation. Mr. Luftglass has extensive experience defending clients facing shareholder class actions and derivative actions in the Delaware Court of Chancery and in other state and federal courts. He also frequently represents clients in internal investigations and insider trading inquiries in response to shareholder demands and SEC, FINRA, and other governmental inquiries.

Mr. Luftglass is a frequent speaker and participant at conferences and panels focused on mergers and acquisitions. He has been a repeat panelist at the Tulane University Law School Annual Corporate Law Institute and a guest lecturer on mergers and acquisitions and litigation at Yale Law School, the University of Pennsylvania Law School, and Boston College.

Mr. Luftglass serves on the Board of Advisors for the NYU Law Institute for Corporate Governance and Finance.

Mr. Luftglass co-authored the chapter titled Mergers and Acquisitions in Business and Commercial Litigation in Federal Courts, Fourth Edition, a treatise released by Thomson Reuters in December 2016. In addition, he often authors articles concerning significant developments in the Delaware courts, mergers and acquisitions litigation, and corporate governance. He was recognized by Super Lawyers as a “Rising Star” for 2014-2015.

Scott Luftglass is associated with the following items:
Web Segment  Web Segment Recent Developments in Delaware Law - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
CHB Chapters  CHB Chapters Unusual Facts Preclude “Cleansing” of Stockholder-Approved Merger, But the Power of Corwin Continues—Saba Software - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Solera Decision Underscores (Again) Difficulties of Challenging a Transaction That Was Approved by Disinterested Stockholders - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Court of Chancery Notes Uncertainty Whether Unocal Heightened Scrutiny Applies in Corwin Stockholder-Approved Transactions—Paramount Gold & Silver - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Further Confirmation that Obtaining Post-Closing Damages in Non-Controller M&A Transactions Will Be Very Difficult for Plaintiffs—Comstock and Larkin - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Recent Appraisal Decision Relies Solely on Merger Price to Determine “Fair Value”—And May Suggest Greater Receptivity to Downward Adjustments to Exclude Value of Synergies—Merion v. Lender Processing - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Court of Chancery Confirms Narrow Path for Success of Post-Closing Disclosure Claims—Nguyen v. Barrett - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
In Appraisal Case Involving Unusual Business Uncertainty, the Court of Chancery Rejects Sole Reliance on the Merger Price Despite “Robust” Sale Process—DFC Global - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Reaffirmation That Stockholder Vote Will Cleanse Non-Conflicted Controller Transactions and Even Those Transactions Approved By Boards That Allegedly Were Not Independent and Disinterested—Merge Healthcare - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
In Our View, Dell Has Not Increased the Risk of an Appraisal Award Higher than the Merger Price—But Highlights that a “Meaningfully” Competitive Sale Process Is the Key to Reducing the Risk - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
Court of Chancery Confirms Directors’ Self-Interest Does Not Exclude “Cleansing” Under Corwin—And Disclosure Is Sufficient If Stockholders Can “Stitch Together the Facts” to Infer Self-Interest—Columbia Pipeline - Delaware Law Developments 2017: What All Business Lawyers Need to Know, Monday, July 24, 2017
MP3 Audio  MP3 Audio Recent Developments in Delaware Law - Recent Developments in Delaware Law, Monday, July 24, 2017
Transcripts  Transcripts Recent Developments in Delaware Law - Recent Developments in Delaware Law, Monday, July 24, 2017
MP4 - Mobile Video Seg  MP4 - Mobile Video Seg Recent Developments in Delaware Law - Recent Developments in Delaware Law, Monday, July 24, 2017
On-Demand Web Programs  On-Demand Web Programs Delaware Law Developments 2017: What All Business Lawyers Need to Know, Thursday, August 03, 2017, New York, NY
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