Cleary Gottlieb Wins Dismissal of Shareholder Class Action Lawsuit Against Google

Cleary Gottlieb won on behalf of Google the dismissal of a shareholder class action filed in Illinois state court, arising out of Google’s 2011 acquisition of Motorola Mobility. Cleary represented Google in the underlying transaction as well. The plaintiffs accused Motorola’s former directors of breaches of fiduciary duty, challenging the fairness of the merger price and accusing certain of the directors of self-dealing. They also accused Google of aiding and abetting those breaches.

The court ruled on October 3, 2014 that the plaintiffs had failed to adequately plead claims against the former directors, and thus the claim against Google necessarily failed too. The plaintiffs’ disclosure claims were settled for a nominal amount before the acquisition closed.