Brian T. Frawley

In Commercial Disputes

• Represents DraftKings in a 2023 putative federal securities class action in Massachusetts and in Nevada derivative litigation alleging that DraftKings’ Non-Fungible Tokens (NFTs) are securities under federal and state law.
• Represents DISH Networks in a 2023 putative federal securities class action in Colorado challenging disclosures about its compliance policies and procedures following a cyber-security incident.
• Represents Unisys Corporation in a 2022 putative federal securities class action in Pennsylvania challenging disclosures about its internal financial and disclosure controls.
• Represents Syneos Health in a 2023 putative federal securities class action in New York concerning disclosures about its business pipeline and expenses, and impacts from the COVID-19 pandemic.
• Represents Danske Bank in obtaining dismissal of a mass action by soldiers and civilians injured in Afghanistan alleging claims under the Anti-Terrorism Act, which is now on appeal to the Second Circuit.

• Represented Anheuser-Busch InBev in securing the 2020 dismissal with prejudice of a putative federal securities class action litigation relating to disclosures concerning dividend payments and policies.
• Represented Danske Bank in securing the 2020 dismissal with prejudice of a putative federal securities class action litigation and related regulatory matters concerning anti-money laundering compliance, which was affirmed by the Second Circuit in 2021.
• Represented Syneos Health in obtaining the dismissal of a putative federal securities class action litigation arising out of the merger of INC Research with InVentiv Health, which was affirmed by the Fourth Circuit in 2023.
• Represented Unum Group in obtaining dismissal with prejudice of all claims in a putative securities class action filed in the Eastern District of Tennessee. The Sixth Circuit affirmed this dismissal in June 2021.
• Represented the directors of DISH Networks in derivative litigation relating to alleged “do not call” violations.
• Represented Morgan Stanley & Co. in a breach of contract action relating to the liquidation of a natural gas futures and options trading account.
• Counsel to Barclays Bank in connection with various securities litigation arising out of the securitization and sale of residential mortgage backed securities.
• Represented two private equity firms in several litigations brought in various state courts by lenders to one of their portfolio companies alleging fraud in connection with an $80 million loan to the portfolio company.

In Merger & Acquisition Disputes

• Represents DraftKings and former directors of Golden Nugget Online Gaming in shareholder putative class actions in Delaware and Nevada alleging fiduciary duty claims arising out of DraftKings’ 2022 merger with Golden Nugget Online.
• Counsel to SoftBank Group in a putative shareholder class action in Delaware by T-Mobile shareholders alleging fiduciary duty claims arising out of a complex series of transactions in T-Mobile securities among Softbank, T-Mobile and Deutsche Telecom.
• Represents the former CEO of General Growth Properties in stockholder litigation relating to its $9.25 billion acquisition by an affiliate of Brookfield Properties, including on an appeal to the Delaware Supreme Court.
• Represents UnitedHealth Group in litigation in Delaware federal and state courts alleging breaches of representations and warranties by the sellers of a business UnitedHealth acquired in 2020.
• Represented Tiffany & Co. as plaintiff in litigation against LVMH Moet Hennessy Louis Vuitton stemming from LVMH’s acquisition of Tiffany for approximately $16 billion, which was completed in January 2021.
• Counsel to DISH Networks in various litigation arising out of transactions and proposed transactions with Clearwire, EchoStar, LightSquared, and Sprint.
• Represented the board of Solera Holdings in successfully resisting expedition and securing the dismissal with prejudice of stockholder litigation challenging its acquisition by Vista Equity.
• Represented Valeant Pharmaceuticals in fiduciary litigation and in an insider trading class action arising out of its unsolicited merger proposal for Allergan.
• Counsel to Columbia Pipeline Group and its board in resisting expedition and securing the dismissal of stockholder litigation challenging the acquisition of Columbia Pipeline by TransCanada.
• Represented NorthStar Asset Management in connection with stockholder litigation relating to its recent merger with Northstar Realty Finance and Colony Capital.
• Represented one of the owners of a Broadway theatre venture in San Francisco in in a trial and appeal relating to the management and operation of that entity.
• Represented Tokio Marine in class action litigation relating to its acquisition of Delphi Financial, including the successful defense of a preliminary injunction motion in Delaware.
• Counsel to The Bank of New York Mellon in a successful arbitration awarding a post-closing price adjustment following a very large asset swap with another major financial institution.
• Represented InBev NV/SA and its affiliates in various litigation arising out of InBev’s acquisition of Anheuser-Busch Companies, Inc., including the successful defense of a multi-billion dollar international arbitration brought by Grupo Modelo, S.A.B. alleging that the merger violated an investment agreement between, among others, Anheuser-Busch and Grupo Modelo.