C. Stephen Bigler

C. Stephen Bigler counsels corporations, officers, directors, board committees, stockholders and investors on matters involving the General Corporation Law of the State of Delaware and related issues of fiduciary duty arising in a wide variety of transactional and operational contexts. Steve's practice also includes entity formation, mergers, acquisitions, divestitures, defensive planning, capital-raising transactions and stockholder meetings. A member of the firm's Corporate Advisory and Governance Group, he also represents special committees in transactional matters and renders legal opinions on Delaware corporate law issues.

Steve was president of the firm from July 2008 to July 2011 and executive vice president from July 2006 to July 2008. 

Active in the legal community, Steve was one of a group of venture capital lawyers who participated in the drafting of model financing documents for the National Venture Capital Association. Steve is a member of the American Bar Association Business Law Section Mergers and Acquisitions and Corporate Process and Documents Committees. He has participated in the drafting of a model merger agreement by the Public Companies Subcommittee of the Mergers and Acquisitions Committee, and in the drafting of a model certificate of incorporation, bylaws and preferred stock designation by the Corporate Process and Documents Committee.

Steve also participated in the drafting of the Special Report of the TriBar Opinion Committee: Duly Authorized Opinions on Preferred Stock, and the Report of the Corporation Law Committee of the Association of the Bar of the City of New York regarding the Enforceability and Effectiveness of Typical Shareholder Agreement Provisions. He has written numerous articles on aspects of Delaware corporate law appearing in The Business Lawyer, Insights and other legal publications, and is a frequent speaker regarding Delaware corporate law practice and developments.

Representative Experience

• Delaware counsel to Eastman Chemical in connection with its acquisition of Solutia, Inc.
• Delaware counsel to Roche Holding AG in connection with its offer for Illumina, Inc.
• Delaware counsel to Georgia Gulf Corporation in connection with an acquisition proposal by Westlake Chemical Corp.
• Delaware counsel to Commercial Metals Corp. in connection with an acquisition proposal by Icahn Enterprises Inc.
• Delaware counsel to SemGroup, Inc. in connection with an acquisition proposal by Plains All American Pipeline LP
• Delaware counsel to Roche Holding AG in its acquisition of Anadys Pharmaceuticals Inc.
• Delaware counsel to Nalco Holding Co. in its acquisition by Ecolab Inc.
• Delaware counsel to Sealed Air Corp. in its acquisition of Diversey Holdings Inc.
• Delaware counsel to Brigham Exploration Co. in its acquisition by Statoil ASA
• Delaware counsel to Emergency Medical Services in its acquisition by Clayton, Dubilier & Rice LLC
• Delaware counsel to Insight Communications Co. in its acquisition by Time Warner Cable Inc.
• Delaware counsel to Sterling Chemicals Inc. in its acquisition by Eastman Chemical Co.
• Delaware counsel to Attachmate, Inc. in its acquisition of Novell, Inc.

Professional and Community Activities

• American Bar Association, Business Law Section 
  • Mergers & Acquisitions Committee
    • Public Companies Subcommittee, Financial Advisor Disclosure Task Force
  • Corporate Practice Committee
  • Corporate Process and Documents Committee
    • Preferred Stock Subcommittee
  • Private Equity and Venture Capital Committee
• Delaware State Bar Association, Corporate Law Section

Professional Recognition

• Chambers USA, 2011, 2010, 2009, 2008, 2007, 2006
• The Best Lawyers in America (Corporate Law, Mergers & Acquisitions Law), 2012, 2011, 2010
• PLC Which Lawyer (Corporate/M&A), 2011
• Who's Who Legal (Mergers & Acquisitions), 2011, 2010
• Lawdragon, 2010, 2009
• Super Lawyers, 2011, 2010, 2009
• Delaware Today, "Top Lawyer," 2010