Randall J. Baron

Partner

“We achieve real results for shareholders through unmatched skill and tireless dedication to each and every case.”

Randy Baron, a former prosecutor, specializes in challenges to mergers and acquisitions, where he has recovered hundreds of millions of dollars for shareholders.

Randall J. Baron specializes in securities litigation, corporate takeover litigation and breach of fiduciary duty actions. For more than a decade, Mr. Baron has headed up a team of lawyers whose accomplishments include obtaining instrumental rulings both at injunction and trial phases, establishing liability of financial advisors and investment banks.  By focusing on an in-depth understanding of merger and acquisition and breach of fiduciary duty law, an ability to work under extreme time pressures, and the experience and willingness to take a case through trial, he has been responsible for recovering hundreds of millions of dollars in additional consideration for shareholders. 

A few notable achievements over the years include: In re Kinder Morgan, Inc. S’holders Litig. (Kan. Dist. Ct., Shawnee Cnty.), where Mr. Baron obtained an unprecedented $200 million common fund for former Kinder Morgan shareholders, the largest merger & acquisition recovery in history. In re Del Monte Foods Co. S’holders Litig. (Del. Ch.), where Mr. Baron exposed the unseemly practice by investment bankers of participating on both sides of large merger and acquisition transactions and ultimately secured an $89 million settlement for shareholders of Del Monte. In re Rural/Metro Corp. Stockholders Litig. (Del. Ch.), where Mr. Baron and co-counsel obtained $75.7 million in damages for shareholders against Royal Bank of Canada Capital Markets LLC. In re WorldCom Sec. Litig. (S.D.N.Y.), where Mr. Baron was one of the lead attorneys representing about 75 public and private institutional investors that filed and settled individual actions and more than $657 million was recovered, the largest opt-out (non-class) securities action in history. In re Dollar Gen. Corp. S’holder Litig. (Tenn. Cir. Ct., Davidson Cnty.), where Mr. Baron was lead trial counsel and helped to secure a settlement of up to $57 million in a common fund shortly before trial. Brown v. Brewer (C.D. Cal.), where Mr. Baron secured $45 million for shareholders of Intermix Corporation, relating to News Corp.’s acquisition of that company. In re Chaparral Res., Inc. S’holders Litig. (Del. Ch.), where Mr. Baron was one of the lead trial counsel, resulted in a common fund settlement of $41 million (or 45% increase above merger price) after a full trial and a subsequent mediation before the Delaware Chancellor. The Delaware Vice Chancellor who presided over the trial noted that “the performance [of the attorneys on the case] was outstanding, and frankly, without the efforts of counsel, nothing would have been achieved.” In re ACS S’holder Litig. (Tex. Cnty. Ct., Dallas Cnty.), where Mr. Baron led the negotiations and obtained significant concessions from ACS’s acquirer, Xerox, by which shareholders would not be locked out of receiving more money from another buyer. The New York Times Deal Professor deemed this result both “far reaching” and “unprecedented.” In re Prime Hospitality, Inc. S’holder Litig. (Del. Ch.), where Mr. Baron led a team of lawyers who objected to a settlement that was unfair to the class and proceeded to litigate breach of fiduciary duty issues involving a sale of hotels to a private equity firm. The litigation resulted in a common fund settlement of $25 million for shareholders. As the Delaware Chancellor presiding over the case noted: “[H]ad it not been for the intervention of [Robbins Geller Rudman & Dowd LLP] . . . there would not have been a settlement that would have generated actual cash for the shareholders.”

Formerly, Mr. Baron served as a Deputy District Attorney in Los Angeles County. From 1990-1997, he was a trial deputy in numerous offices throughout Los Angeles County, where he tried over 70 felony cases. From 1994-1997, Mr. Baron was part of the Special Investigation Division of the Los Angeles District Attorney’s office, where he investigated and prosecuted public corruption cases. Mr. Baron also teaches merger and acquisition litigation at Columbia Law School and frequently guest lectures at law schools throughout the country, including Stanford Law School and Harvard Law School.

Honors & Awards

  • Super Lawyer, 2014
  • Litigator of the Week, The American Lawyer, October 16, 2014
  • Attorney of the Year, California Lawyer, 2012
  • One of the Top 500 Lawyers, Lawdragon, 2011
  • Litigator of the Week, The American Lawyer, October 7, 2011

Education

University of San Diego School of Law, J.D., 1990, cum laude

University of Colorado at Boulder, B.A., 1987

Admissions

  • California
  • Colorado
  • United States Court of Appeals for the Ninth Circuit
  • United States District Courts for the Northern, Central and Southern Districts of California
  • United States District Court for the District of Colorado
  • United States District Court for the Eastern District of Wisconsin

Office

San Diego
T: (619) 231-1058
F: (619) 231-7423