Founding member of Rakower Law PLLC, Michael C. Rakower is a highly-regarded expert in complex commercial litigation and disputes, ranging from federal and state courts to arbitration forums and mediation. Clients are often executives, hedge funds and other investment vehicles, and high-net-worth-individuals, often based abroad or involving an international element.
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Profile
Position
Managing Member
Career
Michael C. Rakower is a founding member of Rakower Law. His practice focuses on complex commercial disputes including matters relating to executive compensation, ERISA, partnerships, corporate finance and banking, real estate, civil RICO, securities, intellectual property, and professional liability. Some of his notable matters include:
- Representation of hedge funds in dispute over their right to exercise publicly-traded SPAC warrants, yielding an award of $51 million and establishing jurisprudence concerning the SEC’s registration guidelines with respect to delayed and continuing offerings;
- Representation of a former CEO of a major not-for-profit agency in a dispute over the agency’s refusal to pay ERISA-governed retirement benefits valued in excess of $15 million;
- Representation of a former CEO of a publicly-traded company in a dispute over the company’s refusal to honor its obligation to pay ERISA-governed retirement benefits valued in excess of $10 million;
- Representation of a fourth-generation business in a dispute with executives over their entitlement to incentive compensation arising from the $220 million sale of a subsidiary, where the parent company assumed liabilities attributable to the subsidiary as condition of the sale;
- Representation of a private equity executive in a multi-jurisdictional dispute concerning the employer’s refusal to pay a carried interest following the $700 million sale of its portfolio of businesses;
- Representation of a real estate financier in multi-party actions in federal and state courts concerning a $140 million real estate transaction tainted by alleged fraud;
- Representation of family members in a partnership dispute concerning a real estate asset worth $105 million;
- Representation of a United Nations vendor in a federal lawsuit seeking damages in excess of $125 million arising from an alleged bribery and bid-rigging scheme that corrupted the United Nations;
- Appellate representation of an individual in a high-profile will contest concerning an estate with an estimated value of $1 billion;
- Pre-litigation counseling for the benefit of the Iraqi Government in connection with its investigation into multibillion-dollar kickback schemes arising out of the United Nations Oil-for-Food program;
- Representation of an Argentine financial services entity in a dispute concerning treatment of “reverse repo” transactions in bankruptcy;
- Representation of a limited partner of an insolvent hedge fund in a “clawback” dispute with the fund’s trustee;
- Representation of a hedge fund in a dispute concerning the fraudulent sale of securities by a rogue employee.
Memberships
- New York State Bar Association
- Executive Committee, Commercial and Federal Litigation Section, 2011-present
- Co-Chair, Committee on Federal Procedure, 2011-2022
- Federal Bar Council
- Master, Inn of Court
- American Friends of the Kigali Public Library, 2005-2015
- Vice President and Board Member, 2005-2015
- The New York Bar Foundation
- Fellow
Education
- A. 1993, University of Pennsylvania, cum laude
- D. 1999, University of Virginia School of Law
- Managing Board, Virginia Journal of International Law
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Work highlights
- Michael Rakower has been hired by numerous clients to bring a dozen cases against Getty Images. Each of these new cases involves a warrant holder in Getty Images who was not permitted to exercise warrants in exchange for common stock following the de-SPAC transaction that brought Getty Images public.
- Michael Rakower commenced an action on behalf of several hedge funds against Kaleyra, Inc. after Tata Communications acquired Kaleyra. Kaleyra had become a public entity following a de-SPAC transaction in 2019. Following that de-SPAC, Rakower Law’s clients held a material sum of warrants in Kaleyra. The acquisition by Tata Communications extinguished the warrants while simultaneously triggering a complex formula, set forth in Kaleyra’s warrant agreement, that mandated a certain payout to their clients for the extinguished warrants. Rakower Law brought a breach of contract action against Kaleyra after it failed to pay for the extinguished warrants.
- As lead counsel, Rakower Law commenced CRCM Institutional Master Fund (BVI) Ltd. and CRCM SPAC Opportunity Fund LP v. Getty Images Holdings, Inc., Case No. 23-CV-01074, in the Southern District of New York. The action alleged claims against Getty Images for breach of contract and violations of federal securities laws, because Getty prevented CRCM Funds from exercising publicly warrants into Getty common stock after Getty entered the public markets via a SPAC merger (aka de-SPAC transaction). By October 2023, the CRCM Funds won summary judgment against Getty in the amount of $51 million plus interest.