Michael A. Barlow

Partner

Phone: 302-778-1183
Fax: 302-397-2952

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Mike Barlow specializes in fiduciary litigation, corporate governance, and complex commercial disputes arising under Delaware law.  Mike has served as lead Delaware counsel in numerous corporate transaction disputes, including representation of the prevailing parties in both the first and the second “busted deal” cases resulting from the COVID-19 pandemic that went to trial, setting important precedent on ordinary course covenants, material adverse effect clauses, and specific performance obligations.  Mike often serves as counsel to Delaware corporations, directors, officers and stockholders in derivative and class actions.  He also represents parties in litigation arising under limited liability company and limited partnership agreements.

Before joining Abrams & Bayliss LLP, Mike served as Chief of Staff and Chief Legal Counsel to former Delaware Governor Jack Markell.  In those roles, Mike led a staff of 30 and worked with 16 cabinet agencies to develop and execute the Governor’s priorities, including creating jobs, providing a world-class education, ensuring safe communities, and making state government more efficient, transparent and effective.  Mike remains engaged in service as Chair of the Delaware Compensation Commission, which makes quadrennial recommendations for compensation changes in state government, and as a member of various court-appointed committees.

Mike has been identified as a “Future Star” by Benchmark Litigation.

• Harvard Law School, J.D., 2000
  • Harvard Journal on Legislation
• University of Delaware, Honors B.A., 1997, Economics and Political Science, magna cum laude

• Mirae Asset Global Investments in the first COVID-19 “busted deal” case to go to trial, resulting in a complete victory for the client buyer group and termination of a $5.8 billion transaction for seller’s failure to comply with the ordinary course covenant; affirmed by the Delaware Supreme Court en banc. AB Stable VIII LLC v. MAPS Hotels and Resorts One LLC, et al., 2020 WL 7024929 (Del. Ch. Nov. 30, 2020), aff’d 268 A.3d 198 (Del. 2021).
• Snow Phipps Group in the second COVID-19 “busted deal” case to go to trial, resulting in a complete victory for the client seller and imposition of specific performance compelling the buyer to close on its $550 million acquisition of a portfolio company. Snow Phipps Group, LLC, et al. v. KCAKE Acquisition, Inc., 2021 WL 1714202 (Del. Ch. Apr. 30, 2021).
• Express Scripts, Inc. in securing reversal by the Delaware Supreme Court en banc of an $82 million fraud verdict relating to the sale of a subsidiary. Express Scripts, Inc., et al. v. Bracket Holdings Corp., 248 A.3d 824 (Del. 2021).
• Uber Technologies, Inc. in securing dismissal of derivative claims related to its acquisition of self-driving car start-up Ottomotto LLC; affirmed by the Delaware Supreme Court. McElrath v. Kalanick, 2019 WL 1430210 (Del. Ch. Apr. 1, 2019), aff’d 224 A.3d 982 (Del. 2020).
• Ripple Labs, Inc. in successfully procuring summary judgment and defeating a preferred stockholder’s redemption demand. Tetragon Financial Group Ltd. v. Ripple Labs, Inc., 2021 WL 1053835 (Del. Ch. Mar. 19, 2021).
• An international investment bank in prevailing in confidential arbitration proceedings conducted under the Delaware Rapid Arbitration Act.
• Mudrick Capital Management in successfully litigating through trial an expedited books and records action seeking documents relating to a proposed merger; the merger was abandoned two days after the Court awarded the relief requested. Mudrick Capital Management, L.P. v. Globalstar, Inc., 2018 WL 3625680 (Del. Ch. July 30, 2018).
• CP Carco in securing, through summary judgment, specific performance of a loan servicing agreement governing a portfolio of automobile loans. CP Carco, LP v. Americas Leading Finance, LLC, 2020 WL 1972178 (Del. Ch. Apr. 23, 2020).
• The independent directors of Blucora, Inc. in successfully securing dismissal of derivative claims challenging two acquisitions and stock repurchases. Tilden v. Cunningham, et al., 2018 WL 5307706 (Del. Ch. Oct. 26, 2018).
• Crestview Advisors in defending claims of aiding-and-abetting breach of fiduciary duty in connection with the merger of Capital Bank and First Horizon.

• Chief of Staff, Delaware Governor Jack A. Markell, 2012-16
• Chief Legal Counsel, Delaware Governor Jack A. Markell, 2009-12
• Skadden, Arps, Slate, Meagher & Flom LLP, 2002-09

• The Honorable Thomas L. Ambro, U.S. Court of Appeals for the Third Circuit, 2000-01
• The Honorable Roderick R. McKelvie, U.S. District Court for the District of Delaware, 2001-02

• “The ‘White Knight’ or Business Strategy Privilege,” Delaware Lawyer (Winter 2007-08)

• Member, Delaware Supreme Court Rules Committee
• Member, Delaware Supreme Court Judicial Strategies Committee
• Chair, Board on Professional Responsibility of the Delaware Supreme Court
• Member, Delaware State Bar Association
• Order of the First State

• Delaware
• United States District Court for the District of Delaware
• United States Court of Appeals for the Third Circuit
• United States Court of Appeals for the Fourth Circuit
• United States Court of Appeals for the Sixth Circuit