Leonard Wood

Shareholder Activism

While many matters remain private, past representative engagements of Leonard’s include representing:

• Cutera in its proxy contest defense against Voce Capital and cooperation agreements with Pura Vida Investments and RTW Investments.
• Enhabit in its proxy contest defense against Cruiser Capital and Harbour Point Capital Management. 
• Sensei Biotherapeutics in its proxy contest defense against Apeiron.
• Quotient Technology in its proxy contest defense against Engaged Capital.
• Comtech Telecommunications Corp. in its proxy contest defense against Outerbridge Capital Management.
• Gulfport Energy in its proxy contest defense against Firefly Value Partners.
• Argo Group International Holdings in its proxy contest defense against Voce Capital.
• Newpark Resources, Inc. in connection with the investment of  Bradley L. Radoff.
• Texas Pacific Land Trust in its proxy contest defense against Horizon Kinetics and SoftVest.
• Luby’s in its proxy contest defense against Bandera Partners.
• FujiFilm in litigation and related matters against Xerox, Carl Icahn, and Darwin Deason.
• Cigna in the proxy contest defense of its merger with Express Scripts against Carl Icahn.
• Innerworkings in connection with the investment of Engaged Capital.
• InnerWorkings in its proxy contest defense against Engine Capital.
• AmTrust Financial in its proxy contest defense of its going private transaction against Carl Icahn.
• Rice Energy in the proxy contest defense of its merger with EQT Corporation against JANA Partners.
• Simpson Manufacturing in its proxy contest defense against Iron Compass.
• Fred’s Pharmacy in connection with the investment of Alden Global Capital.
• Immunomedics in its proxy contest defense against venBio Select Advisor.
• Ecology and Environment in its proxy contest defense against Mill Road Capital.
• Bluescape Energy in its group investment with Elliott Management in NRG Energy.
• magicJack VocalTec in its proxy contest defense against Carnegie and Kanen Wealth Management.
• Alcobra in its proxy contest defense against Brosh Capital.
• Stratus Properties in connection with its cooperation agreement with Oasis Management.
• Ciber in its proxy contest defense against Legion Partners and Ameri Holdings.
• Omega Protein in its proxy contest defense against Wynnefield Capital.
• Rubicon Technology in its proxy contest against Paragon Technologies.
• RiceBran Technologies in its proxy contest defense against LF-RB Management.
• Investors Title in connection with the activist campaign by Groveland and GrizzlyRock.
• O2Micro International in its proxy contest defense against Lone Star Value.
• Endeavour International in its proxy contest defense against the Talisman Group.
• VAALCO Energy in its proxy contest defense against Group 42 and BLR Capital.
• Gastar Exploration in connection with its settlement agreement with Kleinheinz Capital.
• Miller Energy in its proxy contest defense against Bristol Capital and Lone Star Value.

Corporate Governance and ESG Matters

• Routinely advises publicly traded corporations and master limited partnerships regarding corporate governance board of directors matters, investor relations, ESG matters, Rule 14a-8 shareholder proposals, proxy advisory firms (ISS and Glass Lewis), Exchange Act compliance, and stock exchange listing requirements. 

Mergers & Acquisitions

• American National Insurance in its US$5.1 billion acquisition by Brookfield Asset Management Reinsurance Partners.
• Texas Pacific Land Trust in its corporate reorganization into Texas Pacific Land Corporation, with a market capitalization in excess of US$6.2 billion on date of reorganization.
• Conflicts committee of the board of directors of the general partner of an MLP in connection with the US$3.3 billion acquisition of the MLP’s outstanding public common units by its publicly traded parent corporation through a public merger.
• Financial advisor to a midstream company in its US$10.5 billion merger with Williams Partners L.P.

*Some of the above matters were handled prior to joining Sidley.