David Friedman

For more than two decades, Dave Friedman has represented clients in complex commercial disputes, internal and government investigations, and other business-critical matters. His clients include publicly traded companies, technology startups, venture and private equity firms, sophisticated investors, founders, directors and officers, and high-net-worth individuals. His matters span state and federal courts, arbitration proceedings, and the Delaware Court of Chancery.

Dave’s litigation experience includes disputes involving corporate control, fiduciary duties, and post-transaction obligations, as well as partnership and investment fund-related matters, trade secret and unfair competition claims, professional liability actions, executive employment disputes, policyholder litigation, and large breach of contract matters.

He also leads internal investigations for companies, audit committees, and special litigation committees, represents clients in SEC enforcement actions, and advises clients on sensitive issues involving compliance, governance, and business operations.

Education

University of California, Berkeley School of Law, J.D., 2000

University of California, Berkeley, B.A., Economics and Political Science, 1997

Admissions

California

COMMERCIAL LITIGATION

Grasshopper House v. Clean & Sober Media, et al. (California Superior Court)

• Defended a high-end substance use rehabilitation center, a media company, and the companies’ CEO against false advertising, unfair business practices, and defamation-related claims brought by a competing rehabilitation center seeking more than $60 million in damages. After several years of litigation, the court granted summary judgment on all claims and entered judgment in the clients’ favor.

ProteinSimple and Bio-Techne Corp. v. NCSR (Delaware Court of Chancery)

• Represented the shareholder representative in a post-acquisition dispute involving a biotechnology merger valued at more than $100 million. The acquiring companies alleged that the target made false representations in the merger agreement concerning the reliability and efficacy of an innovative laboratory instrument used to isolate single cells. The shareholder representative alleged that the acquiring companies breached their commitments to market and sell the product so that a significant earn-out could be achieved. After extensive discovery and several favorable discovery rulings, the parties reached a settlement highly beneficial to the client.

International Environmental Standards, et al. v. Scherer, et al. (Delaware Court of Chancery)

• Represented certain founders and shareholders of a start-up manufacturer of analyzers and leak detection systems for the oil and gas industry in a post-acquisition dispute.

LBF Travel, Inc. v. DeRosa (Southern District of California)

• Represented the founder of a travel technology company in litigation against the company and its co-founder and majority shareholder involving alleged breaches of fiduciary duty and contract, employment claims, trade secret misappropriation, and other business torts. The court ultimately ruled that the company could not recover damages from the client on its trade secret claims. The case settled on the eve of trial.

Blossom Inc., et al. v. Farhangi (Delaware Court of Chancery)

• Represented a startup company and its founder as plaintiffs in a declaratory relief action against a co-founder. The matter resulted in the company separating from the co-founder, extinguishing the claims asserted against the clients, and successfully transferring the company’s assets to a new entity.

Mayacamas Winery (Delaware Court of Chancery and California Superior Court)

• Defended a 50% owner of Mayacamas, a storied California winery, against breach of fiduciary duty claims brought by the co-owner. The dispute resolved with the client successfully selling his interest in the winery at a favorable price.

Storm Ventures, L.P. v. Pipedrive, Inc. (California Superior Court)

• Represented Pipedrive, a venture-backed SAAS company, in litigation brought by a seed investor claiming that it was entitled to additional shares under the parties’ investment agreement. The case was successfully resolved as part of Pipedrive’s acquisition by a large private equity fund.

Hannan v. Rubin (California Superior Court)

• Defended the founder of a virtual reality start-up in an action brought by a former friend and co-founder. The plaintiff alleged that the client had promised him stock in the start-up that became worth millions of dollars following a successful exit. The client disputed the existence of the alleged agreement, and the matter settled on terms favorable to the client after multiple depositions.

World Ag Associates, LLC v. Oligo, et al. (Northern District of California)

• Represented a supplier of natural feed additives against its distributor in a multinational breach of contract case. The matter settled on favorable terms, allowing the client to continue its distribution business.

SECURITIES LITIGATION & ENFORCEMENT

Former Directors and Officers of BioTrace Medical

• Defended the former CEO and former directors of a defunct medical device company against securities fraud claims asserted by several preferred investors. Also successfully represented the clients in an investigation by the California Department of Financial Protection and Innovation, which concluded without further government action.

Certain Shareholders v. Inphenix (California Superior Courts)

• Represented a privately held laser and light source manufacturer and its CEO in multiple cases brought by minority shareholders alleging fraud, breach of fiduciary duty, and breach of contract. The cases settled on favorable terms, including one matter resolved following a bench trial during which the court expressed significant skepticism regarding the plaintiff’s claims.

Confidential Client in SEC Insider Trading Investigation

• Represented a technology executive in an SEC insider trading investigation. The matter concluded with the SEC taking no action against the client.

INTELLECTUAL PROPERTY & TECHNOLOGY LITIGATION

Crosscode, Inc., now Codelogic, v. Sharma (Northern District of California and District of Minnesota)

• Represented a software-as-a-service start-up after it terminated its founder and CEO. Led an internal investigation into the former CEO’s misconduct and alleged securities fraud and brought a declaratory relief action concerning ownership of the company’s intellectual property. Obtained a preliminary injunction preventing the former CEO from enforcing an agreement the court indicated it believed he had fabricated and from using the company’s trade secrets. Also helped the company navigate bankruptcy to address liabilities created by the former CEO and obtained a vexatious litigant order restricting him from filing new lawsuits against the company and its executives. The matter resolved with the company retaining complete control of its intellectual property.

Confidential Wine Distributor

• Represented a wine distributor in a dispute against a large wine importer involving alleged trade secret theft and breach of contract. The matter was resolved without litigation.

Confidential Technology Clients in Pre-Litigation Disputes

• Represented several well-known public companies and well-funded start-ups in disputes with information technology vendors concerning failed or mismanaged software implementations. The matters were resolved without litigation.

GOVERNMENT INVESTIGATIONS & WHITE-COLLAR CRIME

Re CG Blockchain

• Represented an employee in an SEC investigation concerning CG Blockchain, a cryptocurrency company that attracted significant public attention after its founder was alleged to have concealed his identity and a prior conviction arising from a major Canadian financial fraud.

Owner of Hospital Management Company and Outside General Counsel (Central District of California)

• Defended a hospital’s outside general counsel and the owner of a hospital management company in a qui tam action seeking millions of dollars. After significant litigation, the plaintiff dismissed the clients from the action without requiring them to contribute to a settlement.

INSURANCE RECOVERY

Certain Hospital Management Companies (California Superior Court)

• Represented multiple healthcare management companies, their owner, and an employed attorney in breach of insurance contract and bad faith actions arising from insurers’ refusals to defend and indemnify their insureds. Defeated multiple summary judgment motions and recovered several million dollars in insurance proceeds.

Press Releases

• Peer Rated "Preeminent," Martindale-Hubbell
• Recognized by Super Lawyers