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Lawrence S. Elbaum Partner, Shareholder Activism

Lawrence is Co-Head of V&E’s Shareholder Activism Practice. In this role, he leverages over a decade of experience as a securities litigator and business advisor to counsel senior management and boards of public companies with respect to proxy contests and other shareholder activism campaigns, such as merger contests, precatory proposals, consent solicitations, withhold the vote/vote “no” campaigns and short attacks.  He also advises these clients concerning corporate governance matters, strategic investor relations, and related litigation and investigations in the U.S. and abroad. 

Over the past three proxy seasons, Lawrence has successfully led scores of defense engagements across a wide array of industries (such as energy, manufacturing, EPC, retail/wholesale, hospitality, restaurant, pharmaceutical, real estate/REITs, etc.) for companies with market capitalizations spanning the $100M range through $10B.  He also represents select investors in their activism campaigns against public companies.

Shareholder Activism Defense

  • Owens Realty Mortgage in its proxy contest defense against Hovde Capital Advisors and Opal Advisors and in connection with the “withhold the vote” campaign by Freestone Capital
  • Blackwells Capital in its proxy contest against Supervalu Inc.
  • Sandridge Energy in its proxy contest defense against Carl Icahn and in the defense of the unsolicited bid of Midstates Petroleum
  • BioDelivery Sciences International, Inc. in its proxy contest defense against Broadfin Capital
  • Gulf Island Fabrication, Inc., in connection with investments by Piton Capitol and Pacific View Asset Management
  • Goodrich Petroleum in connection with investments by Anchorage Capital and Gen IV Investment Opportunities
  • Contango Oil and Gas in connection with the investment of Goff Capital
  • New Era Capital and Stephen Bacsa in their activism campaign against Workhorse Group
  • Sito Mobile in connection with the activism campaign of the Singer Family
  • Ruby Tuesday in connection with a threatened proxy contest by Engaged Capital 
  • Fiesta Restaurant Group in its proxy contest defense against JCP, BLR Capital and Lake Trail 
  • Rice Energy in its $6.7 billion merger with EQT Corporation, which was approved despite opposition from activist JANA partners
  • Matrix Service Company in its proxy contest defense against Engine Capital
  • Papa Murphy’s Holdings, Inc. in its negotiation of a cooperation agreement with MFP Partners, L.P. and Misada Capital Holdings, LLC

Additional Shareholder Activism Defense

  • Simpson Manufacturing in its proxy contest defense against Iron Compass
  • Delek US in connection with the activist investment of Starboard Value LP
  • Fred’s in connection with the activism campaign by Alden Global Capital 
  • magicJack in its proxy contest defense against Kanen Wealth Management and Carnegie
  • Old Point Financial in its proxy contest defense against PL Capital 
  • Asta Funding in its activism defense against Mangrove Partners  
  • Stratus Properties in its proxy contest defense against Carl Berg 

Contact Details

New York

T +
F +1.917.849.5379
666 Fifth Avenue
26th Floor
New York, NY 10103
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  • Brooklyn Law School, J.D., 2005
  • Cornell University, B.S., Industrial and Labor Relations, 2002
  • Admitted to practice: New York; U.S. District Courts for the Southern and Eastern Districts of New York
  • Lawrence served as the Litigation designate for an AmLaw 100 law firm’s Pro Bono Initiative Committee, where he assisted with the intake and supervision of scores of pro bono matters. Lawrence also has directly handled an array of pro bono assignments over the years, ranging from assisting Holocaust survivors in obtaining reparations from Germany to representing indigent and disabled women in child custody, child support and divorce disputes.
  • Selected to the New York Rising Stars list in Securities, Business and General Litigation, Super Lawyers (Thomson Reuters), 2015, 2016 and 2018
  • Selected to the New York Metro Rising Stars list, Super Lawyers (Thomson Reuters), 2011–2018
  • Golda Och Academy “Distinguished Alumni Award,” 2012
  • The Brooklyn Law School “Outstanding Civic Leadership Award,” 2012
  • The Brooklyn Family Defense Project “Family Defender Award,” 2012
  • New York Legal Assistance Group “Pro Bono Advocacy Award,” 2010
  • The Sanctuary for Families “Excellence in Pro Bono Advocacy Award,” 2009 
  • Trustee: Golda Och Academy, 2010 – Present
  • Alumni Society Founder/Co-Chair: Golda Och Academy, 2007 – Present
  • Co-Founder: The Albert Einstein College of Medicine Young Leadership Board