Aaron Rubinstein is a partner in the Litigation Department and head of the Financial Services Litigation Practice. Aaron recently completed a twelve-year term as chair of the Litigation Department. He has 40 years of experience representing defendants and plaintiffs in complex commercial litigations, including securities, commodities, derivatives and contract claims. He handles both private suits, including class actions and shareholder derivative actions, and proceedings before government enforcement agencies. His representations have been of a wide variety of clients, including public and privately held corporations, directors of such companies, individuals, and some of the largest financial institutions, both domestic and international.
Aaron was the lead trial counsel in the longest civil jury trial in the Federal Court of the Southern District of New York, lead counsel in the representation of mg technologies ag (now GEA Group AG), the German conglomerate, and its subsidiaries in numerous securities, shareholder derivative and derivatives-related actions arising out of mg’s nearly $2 billion of losses in derivatives contracts, and the lead trial counsel representing one of the largest state-owned corporations of the People’s Republic of China in a derivatives-related trial in the Southern District of New York. He was the lead litigation counsel for a global financial institution in its Enron-related litigation, in which he obtained sweeping victories dismissing all of the more than $400 million of claims against the client and granting the client judgment on its counterclaims in an amount exceeding $400 million.
Aaron has been recognized as a leading lawyer by Chambers USA (NY: Litigation General Commercial), which quoted clients who noted that he is “‘a brilliant man” (2015) and a “‘safe pair of hands’” (2014) with an “‘intelligent, thoughtful and tenacious’ approach to advocacy’” (2013). Clients praise Aaron as “‘an excellent big-picture strategist’” with a “‘complete command of all the details’” (2010). Clients also noted that he “‘puts a lot of energy into his thoughts and recommendations’” and carries a deep knowledge of “‘federal and state law procedure’” (2012). Aaron has also been recognized as a leading commercial litigator by Who’s Who Legal and Best Lawyers. In addition, Benchmark Litigation 2014 ranks Aaron as a National and Local Litigation Star in Commercial Litigation.
Select Representative Matters
- Bank of America (BAC) in bankruptcy and related litigation in connection with in excess of US$2 billion of extensions of credit to Enron and its affiliates on both a syndicated and unilateral basis. In the litigations that followed, our adversary sought to eliminate BAC’s security interest and asserted contract and Enron-related fraud claims seeking hundreds of millions of dollars in damages. We secured a sweeping litigation victory for BAC. On our motion for summary judgment, the court dismissed the complaint in its entirety and granted summary judgment to BAC on its conversion and breach of contract counterclaims, resulting in BAC collecting US$425 million.
- AstraZeneca in a breach of contract claim brought by Verus Pharmaceuticals stemming from an alleged breach of a Collaboration Agreement to develop a product. The US Court of Appeals for the Second Circuit issued a summary order affirming the district court’s grant of client AstraZeneca’s motion to dismiss all nine claims against it. The plaintiff sought US$1.28 billion in damages, including US$1 billion in punitive damages, for fraud and breach of contract.
- HSH Nordbank AG in a multi-district litigation first brought by Fontainebleau, a debtor in Chapter 11, in an action in the Federal District Court in Miami, against a group of banks with whom Fontainebleau had entered into a credit agreement for US$1.85 billion in financing to develop a 63-story, 3,800-room luxury hotel and casino in the Las Vegas Strip — a US$2.9 billion project, one of the largest in recent history (Borrower Suit). We successfully defended HSH against Fontainebleau’s motion for partial summary judgment and order directing the turnover of funds for US$656.52 million. The Court agreed with the banks’ interpretation of the credit agreement that Fontainebleau had failed to comply with its terms, denied Fontainebleau’s motion and granted the banks’ cross-motion to dismiss Fontainebleau’s claim for turnover of funds. Subsequently, a group of Term Lenders brought several suits seeking US$350 million in damages (Term Lender Suit). We obtained consolidation of all suits under the MDL procedures before the federal court in Miami. We were granted summary judgment in both litigations and all of the borrower’s and the Term Lenders’ claims were dismissed. While the dismissals were on appeal to the Eleventh Circuit Court of Appeals, the parties settled the Borrower suit for a de minimis payment by the banks. Thereafter, the Term lender appeal was denied and the dismissal was affirmed by the Eleventh Court.
- Canadian Imperial Bank of Commerce (CIBC) in a suit brought by the Adelphia Recovery Trust in the federal district court in New York (SDNY) seeking a more than US$7 billion recovery from a host of banks, including CIBC. Adelphia declared bankruptcy not long after it came to light that Adelphia and its founders, the Rigas family, had improperly accounted for and looted billions of dollars of loans made to the public company. Members of the Rigas family were criminally prosecuted for their actions and are currently serving lengthy prison sentences. The Adelphia Recovery Trust alleged that numerous banks and investment banks defrauded Adelphia, and aided and abetted fraud and breaches of fiduciary duty by the Rigas family by loaning money to Adelphia- and Rigas-controlled entities under co-borrowing agreements. The parties conducted extensive discovery including over 30 million pages of documents and over 160 depositions. During the pendency of summary judgment motions by the bank defendants, the matter was settled on terms very favorable to CIBC.
- RBS Greenwich Capital, Goldman Sachs and Citibank against Mervyn’s LLC, a debtor in Chapter 11, in an adversary proceeding in the Federal Bankruptcy Court for the District of Delaware. Mervyn’s, a retail department store, alleged that a series of transactions that occurred in 2004 that effected the sale of Mervyn’s to a group of private equity firms for US$1.175 billion were fraudulent transfers that resulted in Mervyn’s filing for bankruptcy in 2008. The parties entered into a settlement under which other defendants paid in excess of US$166 million, but Kaye Scholer’s clients paid nothing.
- Esmark, a subsidiary of Severstal, the world’s third largest steelmaker, in a breach of contract lawsuit filed by ArcelorMittal, the world’s largest steelmaker, over the aborted sale of a steel mill near Baltimore, MD. Luxembourg-based ArcelorMittal claimed that Esmark’s subsidiary, E² Acquisition Corp., breached its agreement to purchase the plant for US$1.35 billion. The proposed sale fell through for reasons that were hotly disputed by the parties. The lawsuit, filed in New York Supreme Court, sought US$540 million in damages. ArcelorMittal not only sued the acquisition subsidiary for breach of the purchase contract, but it also asserted claims against the parent company, Esmark, including piercing the corporate veil and tortious interference with contract theories. After extensive motion practice and discovery, the parties reached a confidential settlement that was extremely favorable to Esmark and Severstal.
In The Market
- Kaye Scholer Secures Dismissal of Merger-Related Class Action Against Baltic Trading September 1, 2016 • Client Successes
- Best Lawyers 2017 Recognizes 41 Kaye Scholer Lawyers August 15, 2016 • Recognitions
- Kaye Scholer Secures Complete Motion to Dismiss for Redwood Capital July 22, 2016 • Client Successes