Stephen P. Blake

Blake’s extensive experience in securities litigation, mergers and acquisitions litigation, appraisal proceedings and government investigations has led him to represent some of the world’s leading technology companies, financial institutions and private equity and venture capital firms in high-stakes disputes.

Clients and cases include Microsoft Inc. in its 2015 acquisition of LinkedIn; Alibaba Group in securities litigation arising from its 2014 initial public offering; and Silver Lake Partners in appraisal proceedings concerning Dell Inc.’s 2013 going-private transaction that resulted in a seminal 2017 opinion from the Delaware Supreme Court.

“When I was looking for jobs, I gravitated to Silicon Valley,” said Blake, who was born and raised in San Francisco. “Folks I identified with were in this kind of securities work. I’ve been doing it about a decade now, and I’m pretty passionate about it.”

Last year he successfully defended Los Angeles-based in-flight content provider Global Eagle Entertainment Inc. in potential securities class action litigation following the company’s announcement in early 2017 that its CEO and chief financial officer had resigned. The news led to its share price falling 27.9 percent. Plaintiffs alleged that wrongful acts and omissions had led to the decline in market value.

“We litigated through three motions to dismiss over six months,” Blake said. U.S. District Judge Percy Anderson presided. “He held us to a pretty fast and furious schedule. We filed one motion and they amended their complaint. We filed a second motion and the judge let them re-plead. Our third motion was successful, and then we fought off their motion for reconsideration.” Blake contended that the plaintiffs had failed to plead that his client’s announcement was actionable in light of the Private Securities Litigation Reform Act safe harbor for forward-looking statements. The judge dismissed the claims with prejudice. M & M Hart Living Trust v. Global Eagle Entertainment Inc., 2:17-cv-01479 (C.D. Cal., filed Feb. 23, 2017).

“Simply because there’s a market event that causes stock prices to drop doesn’t mean that officers and directors have committed fraud on shareholders,” Blake said. “We worked very hard to defend our clients there, and we’re very proud of the result.” He said he will be arguing the plaintiffs’ challenge to the dismissal before the 9th U.S. Circuit Court of Appeals.

In the Dell case, Blake represented Silver Lake and won a significant win for both parties when the Delaware Supreme Court reversed the Court of Chancery and established that when a company runs a fair and open merger sale process, courts should defer to the price negotiated in the transaction. “These appraisal proceedings are a vogue issue in Delaware merger law, a field I specialize in,” Blake said. “I work in a pretty specialized space with significant complexity. I like to find out a way to simplify matters to explain to a court or jury.”

— John Roemer