Jeff Torosian is one of the nation's leading corporate trial lawyers and the Co-Chair of the firm’s U.S. M&A and Private Equity Litigation Group. For over 30 years, Jeff has tried major cases in courtrooms throughout the United States, managed complex, bet-the-company litigations and arbitrations, run large litigation departments, and led litigation teams around the world. Jeff has won dozens of significant trial victories, with four separate matters reported on the front page of the Wall Street Journal.
Jeff's cases involve business disputes of nearly every kind in federal and state courts and in numerous arbitration and mediation agencies around the country. Jeff routinely handles disputes involving business transactions – private equity litigation, M&A disputes, shareholder fights, corporate governance lawsuits, and bankruptcy trials.
Jeff also regularly acts as a trusted advisor to corporate boards, senior executives, and in-house counsels, helping his clients navigate complex legal issues to achieve their strategic business objectives. Jeff is heavily involved with the Chicago business and cultural community at large and currently serves on the Board of Directors of World Business Chicago by appointment of the Mayor of Chicago. Jeff is also on the Board of Trustees of The Newberry Library, a Member of Business Executives for National Security, and a Member of the Merit Selection Panel for the U.S. District Court for the Northern District of Illinois by appointment of the Chief Judge.
CourtsSupreme Court of IllinoisUnited States District Court for the Northern District of Illinois (including the Trial Bar)United States District Court for the Central District of IllinoisUnited States District Court for the Eastern District of WisconsinUnited States District Court for the Northern District of IndianaUnited States District Court for the Western District of MichiganUnited States Court of Appeals for the Seventh CircuitUnited States Court of Appeals for the Ninth CircuitUnited States Tax Court
EXPERIENCE
M&A and Private Equity Disputes
Cases involving post-transaction claims – Obtained judgments and extremely favorable settlements in dozens of cases involving purchase price adjustments, breaches of representations and warranties and fraud on behalf of private equity purchasers of businesses in numerous industries, including the pharmaceuticals, real estate investment, packaging, manufacturing, construction, chemicals, laboratory service, healthcare services, environmental services, and other industries
US$400 million private equity dispute – Represented one of the largest private employers in Brazil in connection with a bet-the-company dispute against one of its minority shareholders, resulting in a successful settlement
Judgment on corporate merger dispute – Won partial summary judgment on claims for failed merger of cargo service companies, resulting in extremely favorable settlement
Arbitration of corporate purchase price adjustment – Won arbitration in a one-week arbitration of purchase price adjustment case involving the sale of nursing home facility
Shareholder Disputes
Arbitration of minority shareholder oppression claims – Won a three-week arbitration on claims for minority shareholder oppression
Judgment on business breakup – Won judgment against a former shareholder and officer of a closely held corporation, terminating her ownership interests
Trial of “fair value” buyout – Won favorable judgment in a trial of “fair value” valuation of telecommunications company
Trial of buyout valuation – Won trial on valuation of a buyout obligation pursuant to a shareholder buy-sell provision
Corporate Governance Cases
Trial of breach of fiduciary duty claims – Won trial against former fiduciary of trust for scheme to bilk trust assets
Injunction to protect incumbent board – Won injunction protecting incumbent board of directors of large, privately held corporation, leading to favorable settlement of proxy fight and related litigation
Summary judgment on successor liability claim – Won summary judgment on behalf of Fortune 100 financial services company, defeating US$30 million successor liability claim for actuarial malpractice
Bankruptcy Trials
Trial of US$300 million claim estimation – Led trial team for cryptocurrency valuation fight in Delaware Bankruptcy Court
Trial for sale approval – Won trial approving sale of assets of large pharmaceutical company against objection from preferred equity holders
Trial for trustee appointment to protect US$1 billion in claims – Won trial to appoint Chapter 11 trustee in groundbreaking decision under US Bankruptcy Code; recognized as “International Matter of the Year” by ABI
Trial for adequate protection – Led trial team for trial of adequate protection motion on behalf of mezzanine lenders of real estate company
Trial of US$160 million bankruptcy claim – Represented the official committee of unsecured creditors in a nationally followed, three-week-trial on ground-breaking claims for the private equity industry
Trial of attempted trustee appointment – Represented the equity holder in a high-profile trial of attempt to appoint a Chapter 11 trustee, resulting in a favorable settlement
Cybersecurity and Data Breach Cases
Anthem data breach – Represented major company in connection with overall litigation exposure analysis, risk assessment and data breach response plan in connection with Anthem data breach
Ashley Madison data breach – Represented major company in connection with overall litigation exposure analysis, risk assessment and litigation strategy in connection with Ashley Madison data breach
Trade Secret, Unfair Competition and Restrictive Covenant Cases
Injunction judgment to protect trade secrets – Won permanent injunction to protect global agricultural industry manufacturer’s trade secrets involving launch of new product line
Trial of breach of non-solicitation agreement – Won trial enforcing a client’s non-solicitation agreement against senior executive who joined a competitor
US$10 million trade secret dispute – Obtained favorable settlement after extensive litigation for a client accused of committing numerous business torts when it took over a competitor’s regional office
Injunctions for trade secrets – Handled dozens of TRO and injunction matters seeking protection for trade secrets or defending against trade secret claims in a wide range of industries
Contract Claims
Judgment for major U.S. retailer in contract dispute – Won US$8 million judgment for major retail company in contract dispute against significant manufacturing supplier
Arbitration of breach of contract involving trading platform software – Won US$80 million arbitration of breach of contract and fraudulent inducement claims for a leading investment bank
US$50 million breach of contract – Obtained a valuable business settlement helping to save client’s resort business
Jury trial of US$20 million breach of contract – Won extremely favorable jury verdict and the subsequent appeal after 3-week jury trial on steel supply contract dispute
US$10 million contract claim – Obtained a large settlement after extensive litigation for unpaid royalties and misuse of intellectual property
Commercial Fraud Claims
US$60 million broker-dealer fraud – Successful defense of major investment bank in connection with a complex $60 million fraud involving cemetery trust funds
Dismissal of commercial fraud claim – Won dismissal of civil RICO claims and outstanding settlement of remaining claims
US$25 million international currency trading fraud claim – Unraveled defendants’ fraudulent trading scheme, leading to settlement of claims
Real Estate Cases
Trial of claims for control of industrial real estate – Won trial and summary judgment (on remaining issues) for control of an industrial property worth US$10 million
Trial of claims regarding storm water drainage easement – Won week-long trial regarding commercial property owner’s development and use of a storm water drainage facility
Judgment on real estate purchase option – Won judgment for specific performance of a real estate purchase option
Education
J.D., Pepperdine University School of Law 1993 Literary Editor, Pepperdine Law Review
B.A., The University of Chicago 1990
Awards
Jeff has been named an Illinois Super Lawyer in every year since 2007 and has been recognized by the Leading Lawyers network in every year since 2009. In 2004, he was named among the 40 Illinois Attorneys Under Forty to Watch by Chicago Lawyer magazine and the Law Bulletin Publishing Co.
Presenter, “In a Flash: A Lesson in Cybersecurity,” National Conference of the Society for Corporate Governance, Colorado Springs, Colorado, June 25, 2016
Panelist, “Insider Threats to Cybersecurity,” threatLAB® 2016 – Cyber Risk 360⁰, Streamsong, Florida, February 3, 2016
Speaker, “Ethics of In-House Pro Bono,” Association of Corporate Counsel, Chicago, October 3, 2014
Speaker, “Expert Depositions,” Practicing Law Institute Conference on Taking and Defending Depositions, Chicago, June 4, 2012
Speaker, “Examination of Valuation Experts at Trial,” National Association of Certified Valuation Analysts
Speaker, “Valuation of Business Losses in Unfair Competition Litigation,” National Association of Certified Valuation Analysts
Media Mentions
Quoted, “’Just a Bunch of Zeros and Ones’: Crypto Valuation Sets Up ‘Battle of Experts’ in FTX Bankruptcy,” Law.com, March 26, 2024
Quoted, “FTX Says Millions In Ch. 11 Token Claims Should Be Zeroed,” Law360, March 26, 2024
Mentioned, “Pharma Co. Otsuka Buys Bankruptcy Smart-Pill Maker for $15M,” Law360, August 26, 2020
Mentioned, “Celadon Floats $3.25M Deal in Ch. 11 Receivables Fight,” Law360, July 22, 2020
Mentioned, "China Fishery Case Gets Chapter 11 Trustee," The Deal, November 1, 2016
Quoted, "Radnor Holdings Creditors Quiz CEO Over Borrowing," Daily Bankruptcy Review Small-Cap, November 6, 2006
Quoted, "Firm Settles Harassment Suit," Chicago Tribune, January 21, 2006
Quoted, "Duff's Firm Loses McPier Pact Battle," Chicago Tribune, November 1, 2002
CIVIC AND CHARITABLE
World Business Chicago
Board of Directors: 2022—Present
The Newberry Library
Board of Trustees: 2022—Present
Finance, Audit, and Investment Committee
Facilities and Information Technology Committee
Business Executives for National Security
Member: 2023—Present
US Magistrate Judge Merit Selection Panel for the U.S. District Court for the Northern District of Illinois
Member: 2009, 2024
Illinois Attorney Registration and Disciplinary Commission
Hearing Board Chair: 2012—2016
Member, Hearing Board: 2009—2016
Member, Oversight Board: 2009—2012
Wake Forest University
College Board of Visitors: 2020—2023
University of Chicago
Chair, Chicago Leadership Committee: 2005—2007
Chicago Cabinet: 2005—2007
Prior Experience
Prior to joining DLA Piper, Jeff chaired the Chicago litigation departments of two major international law firms.
Teaching Experience
Adjunct Professor of DePaul University College of Law on Commercial Litigation Strategy, 1999-2001