David D. Sterling

Partner

David Sterling Photo

Houston

P: +1.713.229.1946 F: +1.713.229.7946

Securities Class Actions

  • Defense of Cobalt International and its officers and directors in securities class action (pending)
  • Defense of Willbros Group and its officers and directors in securities class action (pending)
  • Defense of Helix Energy and its officers and directors in securities class action (pending)
  • Defense of Key Energy and its officers and directors in securities class action; the district court granted our  motion to dismiss in April 2016
  • Defense of McDermott International and its officers and directors in 10b-5 class action; the district court granted our motion to dismiss in March 2015, and no appeal was taken
  • Defense of Halliburton in securities class action. Mr. Sterling argued the case before the U.S. Supreme Court (Erica P. John Fund, Inc. v. Halliburton Co., 131 S. Ct. 2179 (2011)), and twice in the Fifth Circuit (Archdiocese of Milwaukee Supporting Fund v. Halliburton Co., 597 F.3d 330 (5th Cir. 2010) and Erica P. John Fund, Inc. v. Halliburton Co., _ F.3d _, No. 12­10544, 2013 WL 1809760 (5th Cir. Apr. 30. 2013))
  • Defense of Imperial Sugar and its officers in 10b­5 class action; the district court granted our motion to dismiss in November 2013, and no appeal was taken
  • Defense of Repros Therapeutics and its officers and directors in securities class action securities suit; the district court granted our motion to dismiss in January 2011, and no appeal was taken
  • Defense of Torch Offshore and its officers and directors in class action securities litigation in New Orleans, with the case being dismissed and affirmed on appeal (Kapps v. Torch Offshore, Inc., 379 F.3d 207 (5th Cir. 2004))
  • Defense of Link Energy and its directors in a breach of fiduciary duty class action, with the claims being dismissed on summary judgment (Blackmore Partners, L.P. v Link Energy, LLC, 864 A.2d 80 (Del. Ch. 2004)
  • Defense of inside directors of Landry’s in class action securities case relating to CEO’s offer to take the company private; case settled
  • Defense of Baker Hughes along with its officers and directors in securities class action suit, with the suit being dismissed and affirmed by the Fifth Circuit (Abrams v. Baker Hughes Inc., 292 F.3d 424 (5th Cir. 2002))
  • Defense of Zonagen and its officers and directors in securities class action  suits, dismissed by the trial court and largely affirmed on appeal, with the claim which was reversed by the Fifth Circuit being subsequently resolved in favor of Zonagen on summary judgment (Nathenson v. Zonagen, Inc., 267 F.3d 400 (5th Cir. 2001))

Merger Class Actions

  • Defense of Halliburton in shareholder litigation challenging its merger with Baker Hughes
  • Defense of Kinder Morgan Partners Conflicts Committee in litigation challenging Kinder Morgan’s roll up of MLPs
  • Defense of Dawson Geophysical and its officers and directors in litigation challenging Dawson’s merger with TGC Industries
  • Defense of Dell in shareholder litigation challenging its going private transaction Defense of TPC Group and certain of its directors in shareholder suits challenging TPC’s acquisition by two private equity firms
  • Defense of Titanium Metals and its inside directors in litigation challenging its acquisition by Precision Castparts
  • Defense of NRG in shareholder suits challenging its merger with GenOn
  • Defense of Lyondell Chemical Corp. and its directors in a shareholder class action seeking to enjoin Lyondell’s merger with Basell AF
  • Defense of Perot Systems and its directors in a shareholder class action seeking to enjoin Perot Systems’ merger with Dell
  • Defense of Mariner Energy and its directors in class action lawsuits alleging that Mariner’s directors breached their fiduciary duties in connection with Mariner’s merger with Apache
  • Defense of Encore Acquisition and its directors in shareholder class action seeking to enjoin Encore’s merger with Denbury Resources
  • Defense of United Airlines in class action lawsuits challenging United’s merger with Continental
  • Defense of Halliburton in class actions challenging Halliburton’s merger with Boots & Coots, Inc.
  • Defense of UNS Energy and its directors in class actions challenging UNS’s merger  with Fortis
  • Defense of Frontier Oil and its directors in class actions challenging Frontier’s merger with Holly Corporation
  • Defense of Allis­Chalmers and its directors in class actions challenging Allis­ Chalmers’ merger with Seawell
  • Defense of Hercules Offshore, Inc. in litigation over the company’s merger with TODCO
  • Defense of founders, directors, and largest shareholders of Tanox, Inc. in class action litigation over Tanox’s merger with Genentech

Derivative Actions

  • Representation of Cobalt International and its officers and directors in derivative suit arising out of FCPA investigation and oil well test results
  • Representation of Willbros Group and its officers and directors in derivative suits arising out of accounting restatements
  • Representation of Patterson-UTI and its directors, in derivative litigation challenging debt covenant provision
  • Representation of Oceaneering International and its directors in derivative litigation challenging director compensation
  • Representation of the Special Litigation Committee of Lufkin Industries in connection with a derivative suit challenging its merger with General Electric
  • Defense of Imperial Sugar and its directors in derivative suits challenging its acquisition by Louis Dreyfus
  • Representation of J.C. Penney and its directors in derivative suit challenging executive compensation
  • Representation of Titanium Metals and its directors in derivative suits challenging related party transactions
  • Representation of Hercules Offshore and its directors in derivative suits challenging executive compensation in light of say­on­pay vote
  • Representation of Hercules Offshore and its directors in derivative suit relating to FCPA issues
  • Representation of the Special Litigation Committee of Fleming Companies in connection with two derivative suits
  • Defense of Baker Hughes along with its officers and directors in derivative suit concerning an accounting restatement
  • Defense of EGL, Inc. in derivative litigation over the company’s going private transaction
  • Representation of the CEO and other senior executives of Landry’s in derivative litigation and investigation over options granting practices
  • Representation of Imperial Sugar in a derivative action arising out of an explosion of a plant
  • Representation of Special Litigation Committee of Sterling Bancshares in connection with threatened litigation relating to its merger with Comerica Bank
  • Representation of Special Litigation Committee of Meridian Resources in a derivative action relating to its merger with Alta Mesa Holdings
  • Representation of ICO in a derivative action relating to its merger with A. Schulman

Other Securities Litigation

  • Defense of Credit Suisse and Deutsche Bank in fraud and tortious interference suit brought by Huntsman Corporation over Huntsman’s failed merger with Hexion
  • Representation of Morgan Stanley in numerous trials in state and federal court
  • Representation of major broker­dealers in arbitrations involving alleged unsuitability, churning, unauthorized trading, misrepresentation and selling away, with more than fifty going to award after hearing

Other Litigation

  • Representation of various investment banks in litigation over mergers and acquisitions
  • Representation of hedge fund in arbitration over a royalty trust agreement
  • Representation of hedge fund in litigation under a credit agreement
  • Representation of major retailer in trial over sales of alleged counterfeit goods