Practice Areas
Class Action Defense
Corporate & Financial Services Litigation & Regulation
Corporate Governance Litigation and Counseling
Global Litigation
International Dispute Resolution
M&A Litigation
Shareholder Activism
Admissions
U.S. Court of Appeals, District of Columbia Circuit
U.S. District Court, Eastern District of New York
U.S. District Court, Southern District of New York
U.S. Court of Appeals, 2nd Circuit
New York
Education
Stanford University - B.A.
Stanford Law School - J.D.
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Profile
Adam Magid is a partner in Cadwalader’s Global Litigation Group. Adam has extensive experience handling high-risk and complex commercial disputes for both plaintiffs and defendants in state and federal courts around the country. His diverse trial and appellate practice focuses on federal securities law, breach of fiduciary duty, corporate governance, and appraisal actions, Delaware law, litigation arising from corporate control disputes, proxy contests, and transactions involving special purpose acquisition corporations (SPACs), business and contract disputes, and disputes involving shareholders, partnerships, and limited liability companies. Adam has represented financial institutions, hedge funds, real estate investment companies, insurance companies, corporations, directors, executives, and high-net-worth individuals in a wide range of complex litigation matters, including securities, M&A, antitrust, bankruptcy, contract, commercial real estate foreclosure, class action, shareholder derivative, and RICO litigations, as well as internal investigations. Adam has extensive commercial arbitration experience, including under American Arbitration Association and International Chamber of Commerce rules. Adam has particular expertise in advising parties on matters of alternative entity law (limited liability companies and partnerships) in Delaware and other jurisdictions, including in connection with litigation involving breach of contract, breach of fiduciary duty, and LLC dissolution. Adam also has represented business entities and individuals in general commercial litigation matters.
Adam also has extensive regulatory experience, including representing clients in investigations conducted by the Department of Justice, Securities and Exchange Commission, FINRA, the U.S. Senate Permanent Subcommittee on Investigations, and U.S. Attorney’s Offices in multiple jurisdictions. Adam has recent experience representing a publicly traded company in connection with an investigation and civil enforcement action brought by the Securities and Exchange Commission in federal district court. Adam has represented clients in connection with multiple insider trading investigations conducted by various federal authorities.
Adam is active in pro bono, including representation before the EOIR Immigration Court and Board of Immigration Appeals. Adam received the 2018 Pro Bono Publico Award for outstanding service to The Legal Aid Society and its clients. Adam recently represented a group of prominent professors of law and international relations in filing an amicus brief with the U.S. Court of Appeals for the Second Circuit challenging a $16.1 billion judgment entered against Argentina, among the largest ever judgments ever entered against a sovereign country in a U.S. court.
Adam writes regularly on developments in federal securities litigation and class actions. Adam has co-authored articles on securities litigation developments featured inThe Harvard Law School Forum on Corporate Governance, Chambers and Partners, and the American Bar Association’s Dispute Resolution Section, and Lexology, as well as articles on M&A litigation and pre-suit demands for Thomson Reuters’ Practical Law The Journal. Adam also has published articles in the Stanford Law and Policy Review and Indiana Law Journal Supplement. Adam serves as consulting editor for Lexology’s Securities Litigation, a reference guide enabling comparisons of issues, insights, and trends around the globe. Adam has also taught a CLE course on securities law developments for “Lawline.”
Adam is active in the legal community and bar associations, including serving on the Board of Editors for the Federal Bar Council Quarterly, for which he is a frequent contributor, a member of the Federal Bar Council Securities Litigation Committee, and a member of the New York City Bar’s Mergers, Acquisitions and Corporate Control Contests Committee. Adam also serves on the Board of Advisors of NYU School of Law’s Institute of Judicial Administration.
Prior to joining Cadwalader, Adam was an associate at Sullivan & Cromwell LLP in that firm’s litigation department. Adam received a B.A. in Political Science and Economics from Stanford University and his J.D. from Stanford Law School, where he was Notes Editor of the Stanford Law Review.
Experience
- Represented co-owner of Delaware limited liability company, a private wealth firm with approximately $5 billion in assets under management, in connection with litigation to dissolve the company in the Delaware Court of Chancery.
- Represented publicly traded real estate investment trust in action, brought in the U.S. District Court for the Northern District of Texas, to enjoin proxy solicitation conducted by shareholder in violation of federal securities laws and company’s bylaws.
- Represented former directors of a special purpose acquisition corporation (SPAC) in defending derivative and direct “MultiPlan” claims asserted in the Delaware Court of Chancery and multiple federal district courts, arising from merger with electric vehicle company.
- Represented Chinese real estate investment company in defending foreclosure action involving a Manhattan high-rise luxury condominium project in New York Supreme Court’s Commercial Division, including with respect to cross-border discovery and issues involving China’s data protection laws.
- Represented a group of prominent professors of law and international relations in submitting an amicus brief to the U.S. Court of Appeals for the Second Circuit challenging a $16.1 billion judgment entered against Argentina, among the largest judgments ever entered against a sovereign nation in a U.S. court, in Petersen Energia Inversora S.A.U. v. Argentine Republic.
- Represented subsidiary of global drinks manufacturer in litigation and other disputes with contractual counterparty, including in litigation in New York Supreme Court’s Commercial Division.
- Represented publicly traded manufactured housing company in defending civil enforcement action brought by the Securities and Exchange Commission, including insider trading and accounting controls claims, in federal court.
- Represented group of bondholders in litigation in New York’s Commercial Division seeking declaration that an event of default had occurred under the indenture governing a whole-business securitization, based on failure to provide bondholders with timely and complete financial information.
- Represented liquidating trustee of app developer in asserting antitrust claims against search engine operator in U.S. District Court for the Northern District of California.
- Represented investor of publicly traded in asserting contract claims in the U.S. District Court for the Southern District of New York arising from company’s scheme to deny public warrant holders the right to purchase stock at an agreed strike price.
- Represented former chief executive officer of publicly traded telecommunications company and investment vehicle in connection with proxy contest to elect directors to the company’s Board of Directors.
- Represented Ashford Hospitality Trust, Inc. in litigation that resulted in the withdrawal by Cygnus Capital, Inc. of all of its director nominations for election at Ashford Trust’s 2021 Annual Meeting of Stockholders.
- Represented investment firm in action to enjoin defensive maneuvers adopted by incumbent board of directors in response to firm’s efforts to nominate director candidates who would comprise a majority of the board if elected.
- Represented a market-disrupting technology company in nationwide competition-related litigation against incumbent oligopolists.
- Represented investment firm in action in Delaware Court of Chancery challenging board of directors’ adoption of change-of-control acceleration clauses in compensation agreements and credit agreement.
- Defended independent directors of publicly traded corporation against shareholder derivative claims based on board’s adoption of agreement with allegedly onerous terms, resulting in dismissal of all claims.
- Represented individual challenging reorganization of publicly traded corporation that allegedly would have impaired the value of the individual’s preferred stock.
- Represented members of Delaware LLC in breach of fiduciary duty action against LLC manager, including through appeal in the Appellate Division of the Supreme Court of New York, First Department, and the Court of Appeals of New York.
- Represented member of Delaware LLC in action to enforce books and records inspection demand through trial in the Delaware Court of Chancery.
- Defended directors of publicly traded corporation against derivative claims in the Delaware Court of Chancery alleging flawed merger process.
- Defended manufacturer of polyurethane foam in two multi-district antitrust class actions and related opt-out suits alleging a price-fixing conspiracy in violation of the Sherman Act.
- Defended telecommunications company against tort claims in bankruptcy proceedings through trial in the U.S. Bankruptcy Court for the Southern District of New York, achieving dismissal of all claims against client.
- Defended garnishee bank against motion seeking $2.7 billion in sanctions based on alleged failure to disclose $25,000 in blocked electronic funds transfers in response to writ of attachment; motion denied and decision affirmed on appeal by the D.C. Circuit.
- Represented major financial institution in obtaining award of restitution for $6.2 million in legal fees and costs incurred in connection with insider trading investigation and prosecution of former director.
*Certain representations occurred prior to Adam's association with Cadwalader.
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