On May 6, 2025, Sidley secured a win for Nordstrom and its independent directors in the United States District Court for the Western District of Washington concerning the pending US$6.25 billion take-private of Nordstrom. Sidley represented a special committee of the Nordstrom board of directors in the process that led to the merger, which was publicly announced in December 2024.
In March 2025, a shareholder plaintiff filed claims and sought, among other things, injunctive relief to prevent the merger from closing. In this regard, the plaintiff argued that the merger violated Washington’s Anti-Takeover Statute, which is akin to similar such statutes across many jurisdictions, including Delaware. Sidley’s Litigation team initially successfully opposed plaintiff’s request for robust expedited discovery.
On April 18, Plaintiff then filed his request for a preliminary injunction, which Sidley likewise led the charge in opposing on behalf of Nordstrom and its independent directors. The Court’s May 6 rejection of the preliminary injunction allows Nordstrom to proceed with the May 16 shareholder vote on the transaction pursuant to the terms of the merger agreement.
The Sidley Litigation team was led by partners Jim Ducayet (Chicago) and Charlotte Newell (New York), and also included counsel Robin Wechkin (Seattle) and associates Mark Priebe and Andrew Watkins (Chicago).
