22 JULY 2016 ❘ CORPORATE COUNSEL
for Hatteras; Hogan Lovells for a special committee of Hatteras’ board of
APPLE HOSPITALIT Y REIT
APPLE REIT TEN
Apple Hospitality REIT Inc. and
Apple REIT Ten Inc., both of which
are based in Richmond, Virginia, said
that they will merge in a $1.3 billion
deal that includes $94 million in cash,
Apple Hospitality REIT shares and the
assumption of $239 million in debt. The
deal is expected to close in the third
quarter of this year.
Legal Advisers: Hogan Lovells for
Apple Hospitality REIT;
McGuire-Woods for Apple REIT Ten and a special committee for the REIT.
Seattle-based Alaska Air Group, the
parent company of Alaska Airlines,
said that it will acquire San Francisco-based Virgin America Inc. for $4 billion, including debt. The transaction,
which is expected to close by year’s end,
would create the nation’s fifth-largest
airline, the companies said.
Legal Advisers: O’Melveny &
Myers for Alaska Air; Latham & Watkins and Mayer Brown for Virgin
America; Gibson, Dunn & Crutcher
for UBS Investment Bank as a financial
adviser to Alaska Air.
In a combination of Silicon Valley networking technology providers, San
Jose-based Brocade Communication
Systems Inc. said that it will acquire
Palo Alto-based Ruckus Wireless Inc.
for $1.5 billion. The deal is expected to
close in the third quarter of 2016.
Legal Advisers: Paul Hastings for
Brocade; Sullivan & Cromwell for
Ruckus; Skadden, Arps, Slate, Meagher & Flom for Evercore Partners as
financial adviser to Brocade. —J.H.
EPIC S YS TEMS V.
TATA CONSULTANCY SERVICES
A $940 million damages verdict that
Jenner & Block’s Rick Richmond won
in federal district court on April 15 for
health care software company Epic
Systems Corp. marks the largest ever
in a trade secrets case. Jurors in Madison found that Indian outsourcing
giant Tata Consultancy Services Ltd.
improperly accessed Epic confidential
documents, then used the information
to develop a rival hospital management
TCS, which has looked to Kelley
Drye & Warren’s Philip Robben and
Paul Doyle, vowed to appeal. U.S. District Judge William Conley also said in
court that he’d likely reduce the award.
Epic’s complaint alleged that TCS’
employees used credentials they
obtained while working for a mutual
customer of both companies to access
Epic’s Web portal without authorization.
For Richmond, the verdict comes
just a year into his role as Epic’s lead
counsel. Jenner’s involvement goes
back to October 2014, when partners
Nick Saros and Brent Caslin initially
filed the suit alongside local counsel
from Quarles & Brady.
In March, Richmond’s team won
a partial summary judgment bid on
breach of contract and other claims
when the judge found compelling
evidence that some TCS employees
accessed Epic’s confidential documents
without permission. But he left it to a
jury to decide whether TCS improperly
used the documents.
At trial, TCS and its lawyers maintained that the company hadn’t misused Epic’s documents, and argued that
its software programs weren’t developed with the idea of competing with
Epic in the U.S.
Epic’s lawyers argued that TCS had
deleted key computer evidence that
could have helped provide answers;
Judge Conley agreed to give an adverse
inference instruction to the jury, telling
them that if they agreed with Epic that
TCS destroyed evidence in bad faith,
they could assume that the evidence
would have harmed TCS’ case.
After the trial win, the judge granted
Epic a permanent injunction to block
TCS from using Epic’s trade secrets.
Uber Technologies Inc. announced
April 21 that it has agreed to pay up
to $100 million to end a labor litigation
battle that imperiled its business model.
The settlement, in federal district
court in San Francisco, will make it
harder for the company to terminate
drivers, but will not change their status
as independent contractors.
The complicated deal, negotiated
between lead plaintiffs lawyer
Shannon Liss-Riordan of Lichten & Liss-Riordan and a team at Uber’s counsel,
Gibson, Dunn & Crutcher, that was led
by Theodore Boutrous Jr., includes a
guaranteed payment of $84 million and
a further $16 million payment contingent on Uber seeing its valuation climb
after a public offering or acquisition.
According to the parties’ motion
for preliminary approval, the settlement was finalized April 15, 10 days
after the U.S. Court of Appeals for the
Ninth Circuit agreed to review class
The settlement requires Uber to
institute a new appeals panel made up
of highly rated drivers who will be able
to review decisions to terminate other
drivers. Uber will also have to allow for
the formation of a drivers association,
which will have elected leaders and be
able to bring problems to the attention
of Uber’s management on a quarterly
basis. But the association will not be a
union and will not have the right to bargain collectively.
To resolve claims that Uber was
stealing drivers’ tips, the settlement
will also permit drivers to put signs in
An appeals panel of highly rated Uber drivers will REVIEW DECISIONS TO TERMINATE other drivers.
DEALS & SUITS