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Defense Team Scores Signal Victory in Delaware Chancery Court Shareholder Derivative Suit

News Paul H. Beattie Paul H. Beattie · October 31, 2018

Rimon Partner and trial lawyer Paul H. Beattie was part of a defense team protecting multiple defendants that just won a signal victory in a significant shareholder derivative suit styled, Tilden v. Blucora, Inc., C.A. No. 2017-0837-JRS in the Delaware Chancery Court. Mr. Beattie was lead counsel for Defendant GCA Advisors LLC, an investment bank that plaintiff accused of being self-interested in developing and revising a fairness opinion concerning Blucora’s $613.7 million acquisition of financial services firm HD Vest. In a lengthy decision last Friday, the Chancery Court rejected those arguments, dismissing Plaintiff’s claims against all Defendants with prejudice. In dismissing claims against GCA Advisors, the Court rejected the Plaintiff’s argument that there was something improper about a tiered or contingency fee structure for investment banks, which are commonplace in the industry. Moreover, the Court noted, the fairness opinion itself was based on a flat fee. The Court also disagreed that it was improper for a financial advisor to revise its opinions over time in a way that is “supportive of a proposed transaction.” Finally, the Court noted that GCA could not possibly be liable for aiding and abetting an alleged breach of fiduciary duty by the Blucora directors when no such breach was properly pled despite multiple iterations of the complaint. Read the full article about the victory here.


Paul H. Beattie is an experienced litigator and trial lawyer with over 80 victories and a 90% success rate in trials and commercial arbitrations. He has taken or defended hundreds of depositions. Mr. Beattie’s practice focuses on intellectual property counseling and litigation, including patent, plant patent, design patent, trademark, copyright, trade secret, unfair competition, non-compete, and licensing cases. He also represents clients in other types of business disputes, including employment, breach of contract, tax, partnership dissolution, and various kinds of tort cases. Mr. Beattie drafts contracts, non-compete agreements, and other documents and provides strategic business advice. He also does appellate work for select clients. His strengths include strong writing and communication abilities (with over 70 successful dispositive motions), extensive first chair experience, and an ability to explain difficult concepts and technologies to juries. Mr. Beattie has been repeatedly recognized as a Washington Super Lawyer, an annual listing of 2-5% of Washington lawyers who have achieved significant professional accomplishment. Read more about Paul here.