John D. Hendershot

John D. Hendershot focuses his practice on corporate litigation in Delaware’s state and federal courts. He has litigated matters involving fiduciary duties of directors, statutory appraisal rights, advancement and indemnification rights, statutory rights to inspect books and records, and commercial and contract law.

A director in the Corporate Department, John has practiced in the firm since 2001. He is the co-editor of the 5th edition of the BNA Corporate Practice Series, "Appraisal Rights in Mergers and Consolidations," published in 2010.

Representative Experience

• Represented Selectica, Inc. and its directors in (pending) litigation in the Delaware Court of Chancery involving the validity of a poison pill rights plan with a 4.99% flip-in trigger designed to protect net operating loss carryforwards and the first actual use of a modern poison pill rights plan.
• Represented numerous corporations in statutory appraisal and fiduciary duty suits arising out of mergers and acquisitions.
• Represented a secured creditor in contract action seeking to enforce indenture provisions relating to an event of default caused by borrowing in excess of permitted indebtedness covenants.
• Advised a corporation and its directors with regard to a consent solicitation in which insurgents sought to remove the incumbent board of directors.
• Represented a corporation in litigation over the scope of a stockholder’s right to inspect corporate books and records in connection with an anticipated proxy contest.
• Represented both corporations and their directors and officers in actions concerning statutory and contractual rights to indemnification and advancement.

Professional and Community Activities

• Member, Delaware State Bar Association
• Member, Federalist Society for Law and Public Policy Studies

Professional Recognition

• Benchmark Litigation