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, Best Lawyers, 08.15.2024The Best Lawyers in America has released its 2025 edition listing 39 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 160,000 eligible attorneys.
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, since 2016
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.”