Overview

Martin L. Seidel is a litigation attorney in Holland & Knight's New York office. Mr. Seidel has more than 30 years of experience in securities and corporate litigation and arbitration, with an emphasis on corporate control contests, transaction-related securities and shareholder litigations, multiparty class actions and derivative litigations. He regularly advises on litigation matters related to mergers and acquisitions (M&A), proxy fights and shareholder activism, securities laws, corporate accounting and disclosure, and corporate governance.

In addition, Mr. Seidel has tried cases before state and federal courts throughout the United States as well as arbitral tribunals around the globe. He has handled investigations before the U.S. Securities and Exchange Commission (SEC), Financial Industry Regulatory Authority (FINRA), U.S. Department of Justice (DOJ) and U.S. Federal Trade Commission (FTC), as well as investigations by state and federal prosecutors and state attorneys general across the country.

Mr. Seidel provides clients – including Fortune 500 companies, leading financial institutions, corporate boards, directors and senior executives – with guidance on:

  • M&A, corporate control and activism-related litigation
  • corporate control and corporate governance issues
  • complex securities, shareholder and derivative litigations
  • insider trading, market manipulation and accounting fraud litigations and investigations
  • private equity and hedge fund disputes, including partnership disputes, disputes with investors and other stakeholders

Mr. Seidel also is a published author and frequent speaker on matters of corporate governance, securities litigation, directors and officers insurance, and complex litigation.

Prior to joining Holland & Knight, Mr. Seidel was a litigation attorney for an international law firm in its New York office.

Representative Experience

  • Represented the board of directors of PDV Holding Inc., CITGO Holding Inc. and CITGO Petroleum Corp., the U.S.-based subsidiaries of Petróleos de Venezuela, S.A. (PDVSA), in successfully obtaining a precedent-setting ruling in the Delaware Chancery Court that affirmed the legitimacy of the boards of directors of all of the U.S. subsidiaries of PDVSA
  • Successfully obtained specific performance in proxy contest settlement agreement in Delaware Chancery Court on behalf of a financial institution against a pharmaceutical company
  • Represented financial advisors to a pharmaceutical company in connection with litigation arising out of the sale of the client to another pharmaceutical company for $3.5 billion
  • Successfully defended an investment funds group and two independent directors of a fund in class action and derivative litigation arising out of the collapse of two multibillion-dollar hedge funds
  • Successfully defended Richard N. Perle in connection with litigations and investigations in the United States and Canada arising out of allegations that Conrad Black and others looted more than $450 million from Hollinger International Inc., the publisher of the Chicago Sun-Times and London Sunday and Daily Telegraph; all investigations were dropped without any action against Perle and all civil claims were dismissed
  • Successfully defended a life sciences company in a securities fraud class action alleging that the client concealed the failure of an experimental cardiovascular medicine as part of a scheme to prop up its stock price; all claims dismissed on motion to dismiss
  • Represented a life sciences company in connection with consolidated securities and Employee Retirement Income Security Act (ERISA) class actions arising out of the client's alleged failure to disclose certain cardiovascular risks associated with two of its anti-inflammatory drugs
  • Represented the board of directors of a life sciences company in connection with shareholder derivative litigation alleging that the client's board breached its fiduciary duty by failing to prevent off-label marketing of certain blockbuster drugs, which had resulted in the client paying a $2.3 billion civil and criminal penalty
  • Represented Martha Stewart in lawsuits brought by U.S. Securities and Exchange Commission (SEC) and shareholders in Martha Stewart Living Omnimedia in connection with alleged insider trading of stock of lmClone Systems Inc.
  • Represented five outside directors of HealthSouth Inc. in connection with securities fraud, breach of fiduciary duty, ERISA and tax claims arising out of accounting fraud allegedly perpetrated by former CEO Richard Scrushy and others
  • Represented a financial services firm in securities class actions and other lawsuits arising out of the client's role as managing general partner in two multibillion-dollar private equity funds sponsored by a financial investment firm
  • Represented a financial services firm in litigation and arbitration against Donald Trump over ownership of a building
  • Represented a beverage company in litigation and arbitrations brought by a competitor arising out of the client's acquisition of the competitor's former bottling operations in South America
  • Represented two independent directors of a retail data solutions company in class action securities fraud litigation

  • Represented a pharmaceutical company in its $15.6 billion acquisition
  • Handled a pharmaceutical company's defense against $6.7 billion hostile takeover attempt by a competitor; obtained injunction delaying U.S. tender offer and permitting our client to complete alternative transactions, including the sale for $8.6 billion to another pharmaceutical company
  • Represented the founder and largest shareholder of a software company in connection with $2 billion going private transaction and ultimate sale to a major computer technology company for $2.4 billion
  • Represented financial advisors to a men's clothing retailer in connection with $1.8 billion hostile takeover by a competitor

  • Represented a Fortune 500 company in connection with audit committee investigation, U.S. Securities and Exchange Commission (SEC) and U.S. Department of Justice (DOJ) investigations and shareholder litigation in connection with alleged self-dealing by chief executive officer and chief financial officer
  • Represented audit committee of a Fortune 500 company in connection with allegations of accounting fraud and related SEC investigations
  • Represented directors of multiple hedge funds in connection with SEC investigations and related shareholder litigations
  • Represented a major prime broker and portfolio manager in SEC and New York State Attorney General investigations arising out of allegedly illegal market timing and late trading of mutual funds

Credentials

Education
  • Columbia Law School, J.D.
  • University of Wisconsin-Madison, B.A., magna cum laude
Bar Admissions/Licenses
  • New York
Court Admissions
  • U.S. District Court for the Eastern District of Michigan
  • U.S. District Court for the Southern District of New York
  • U.S. District Court for the Eastern District of New York
  • U.S. Court of Appeals for the Second Circuit
  • U.S. Court of Appeals for the Third Circuit
  • U.S. Court of Appeals for the Fifth Circuit
  • U.S. Court of Appeals for the Seventh Circuit
  • U.S. Court of Appeals for the Eleventh Circuit
Honors & Awards
  • The Legal 500 USA, Securities Litigation: Defense
  • New York Metro Super Lawyers, Securities Litigation, 2007-2008, 2010-2021

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