Contact

shecht@rksllp.com212.597.2818

Education

Steve Hecht tries cases. In a practice area where most disputes settle long before trial, Steve has taken more than 20 cases to decision — before juries in federal and state court, before the Delaware Court of Chancery, and before arbitration panels at JAMS, AAA, and FINRA. In one $120 million case, the court granted a directed verdict for Steve's client before the defense even put on its case. Juries in his cases have returned verdicts in under ninety minutes.

That record changes how the other side values a case against him. Hedge funds, institutional investors, family offices, endowments, and venture funds retain Steve — an original partner of the firm with nearly 35 years’ experience bringing and defending securities and shareholder claims — precisely because his cases are built from day one for the courtroom, and opposing counsel know it. Whether the vehicle is appraisal, fiduciary duty litigation, activist strategy, or opt-out securities claims, Steve's clients get a trial lawyer's case, and overall leverage priced accordingly.

Nowhere is that more true than in Delaware. Steve tries valuation cases in the Court of Chancery the way few lawyers anywhere do — putting DCF inputs, projection adjustments, WACC disputes, perpetuity growth rates, marketability and control discounts, and size premiums directly to the court through live expert testimony. He is actively representing investors with more than $1 billion at stake in the Court of Chancery right now, and in the last five years alone, he has represented investors with more than $4 billion at stake in business valuation disputes. His trials have made law: he established the Delaware rule that appraisal prepayments are not subject to disgorgement, and argued to the Delaware Supreme Court for appraisal awards to reflect a target's accretion in value between signing and closing.

Trial record

  • Won a directed verdict in a two-week Fairfax County jury trial, defeating a $120 million claim against a public technology company before the defense put on its case;
  • Won a jury verdict in under 90 minutes in EDNY federal court — rejecting the plaintiff's claim and prevailing on the counterclaim — then successfully defended the judgment in the Second Circuit;
  • Led a seven-day Delaware Chancery trial for a consortium of hedge funds asserting $500 million in valuation claims, establishing the rule that appraisal prepayments are not subject to disgorgement;
  • Led a four-day Chancery trial seeking compensation for a target's increase in value between merger signing and closing, and took the issue to the Delaware Supreme Court;
  • Led a five-day Chancery trial on behalf of a hedge fund challenging a controller's undervalued acquisition of its controlled company;
  • Led a three-day Chancery trial over the value of the American Idol asset — held by the same company owning the likeness rights of Elvis Presley and Muhammad Ali;
  • Led a two-week trial for a hedge fund's portfolio company against a competitor for employee piracy and wrongful competition, taking the jury-right issue to Maryland's highest court;
  • Led a four-week New Jersey state court trial of a fraudulent conveyance claim following Supreme Court remand;
  • Tried a week-long SDNY jury case concerning a broker-dealer termination, with the jury returning its verdict in under one hour;
  • Tried a three-day Chancery case arising from a private equity acquisition of a health care provider;
  • Tried a two-day SDNY Bankruptcy Court case in an international bankruptcy discharge dispute; and
  • Led multiple arbitrations before JAMS, AAA, and FINRA on contract, suitability, and commercial tort claims for hedge fund founders, private placement agents, and broker-dealers.
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Between trials, Steve writes about how shareholders can use litigation strategy. As co-creator of RKS's Valuation Litigation and Shareholder Rights Blog, he has become a widely followed voice on underutilized shareholder tools. He also represents investment funds in opt-out and direct securities fraud litigation, appears before the SEC and FINRA, and serves on FINRA's Board of Arbitrators — where, for a change, he is the one deciding the case.

Representative Matters:

  • Pioneered shareholder litigation arbitrage strategy involving public company stockholder claims against underpriced mergers.
  • Successfully represented wholesale liquor distributor in federal litigation over nine-figure valuation of clawback right.
  • Argued in Delaware Supreme Court for recognition of appraisal award to reflect accretion in value between M&A transaction’s signing and closing. Watch the July 2020 argument here.
  • Secured multi-million dollar recoveries for investors in several recent cases, including against Marrone Bio and its advisors.
  • Defended client's constitutional right to a jury before Maryland's highest court. Watch the argument here.
  • Litigated numerous valuation disputes to trial, trying such issues as discounted cash flow (DCF) inputs, adjustments to projections, synergies, weighted average cost of capital (WACC) disputes, perpetuity growth rate assumptions, discounts for lack of marketability (DLOM) and for lack of control (DLOC), and size premiums.
  • Represented investors with over $4 billion at stake in business valuation disputes in the last five years.
  • Won major issue of Delaware law that appraisal prepayments are not subject to clawback.

Decisions/Cases of Note:

  • Successfully advocated for simultaneous pursuit of dual appraisal and fiduciary duty claims; Delaware Chancery Court allowed appraisal petitioners to participate in fiduciary duty class settlement while preserving their appraisal claims, without any need to formally elect which claim to pursue until after the remedy for both claims became apparent; In re MPM Holdings Inc., No. 2019-0519-NAC, 2025 WL 2907664 (Del. Ch. Oct. 10, 2025).
  • Successfully appraised Pivotal shares after its controlling stockholder had acquired the company, winning a motion for reconsideration to correct errors in the DCF modeling. HBK Master Fund L.P. v. Pivotal Software, Inc., No. 2020-0165-KSJM, 2023 WL 10405169, at *1 (Del. Ch. Aug. 14, 2023), judgment entered, (Del. Ch. 2024).
  • Successfully defended founders of quantum computing company against variety of Delaware shareholder and other claims; BV Advisory Partners, LLC v. Quantum Computing Inc., No. 2022-0719-SG, 2024 WL 2723119, at *21 (Del. Ch. May 28, 2024); BV Advisory Partners, LLC v. Quantum Computing Inc., No. 2022-0719-SG, 2024 WL 4525162, at *1 (Del. Ch. Oct. 17, 2024).
  • Defended and negotiated, as corporate counsel, a settlement for a complex derivative action alleging related-party transactions and then challenged and substantially reduced the plaintiff's attorneys' fees, as reported at In re Emerson Radio Shareholder Derivative Action, 2011 WL 1135006 (Del. Ch. 2011).
  • Represented a private foreign satellite manufacturer in a business dispute, as reported at NML Capital, Ltd. v. The Republic of Argentina, 2011 WL 1533072 (S.D.N.Y. Aug. 30, 2011), vacated as moot on other grounds, 2012 WL 4123151 (2d Cir. 2012).
  • Represented a secondary mortgage purchaser against claims of predatory lending and discrimination, as reported at Grimes v. Fremont General Corp. et al., 785 F. Supp. 2d 269 (S.D.N.Y. 2011), a decision cited over 100 times.
  • Defended a national mortgage servicing company against a purported class action claiming allegedly improper and unauthorized fees in connection with the mortgage foreclosure process, as reported at Perkins v. WaMu et al., 655 F. Supp. 2d 463 (D.N.J. 2009), in a decision cited over two dozen times.
  • Represented an online communications company in an action concerning the timely exercise of a contractual option to renew a license under a source code agreement, as reported at FaceTime Communications, Inc. v. Reuters Limited, 2008 WL 2853389 (S.D.N.Y. July 22, 2008).
  • Represented a former controlling stockholder in defense of the sale of a majority block of stock to competitors, resulting in a landmark decision of the Delaware Chancery Court, reported at Abraham v. Emerson Radio Corp., 901 A.2d 751 (Del. Ch. 2006), in a decision cited over a dozen times.