Simpson Thacher Wins Summary Judgment in Decade-Long Dispute for M&T Bank
Simpson Thacher secured a summary judgment victory for M&T Bank Corporation in the U.S. District Court for the District of Delaware in litigation arising from M&T’s $3.7 billion merger with Hudson City Bancorp Inc. The suit, filed by former Hudson City shareholders in 2015, alleged that proxy materials related to the merger contained misstatements and omissions regarding regulatory challenges. In its decision granting Defendants’ motion for summary judgment, the Court held that Plaintiffs failed to raise a genuine dispute of material fact on any element of their remaining claims, including causation and damages. The Court concluded that Plaintiffs did not adequately support their argument that M&T made material misrepresentations or omissions in proxy materials. Judge Evan J. Wallach further held that, “M&T could not publicly disclose privileged information given to them by federal regulators without violating the privilege and eroding the purpose of the privilege.” The opinion also held that M&T’s “disclosures were sufficient to make shareholders aware of potential risks to the merger and disclose Defendants’ understanding of changes to the merger’s timeline.” The Firm previously secured denial of class certification in 2024.
The Simpson Thacher team included Jonathan Youngwood, Janet Gochman, Noah Gimbel, Katherine Hardiman Sherwood, Margerite Blase and Alysia Lo.