James G. (Jay) McMillan is a senior attorney in the Commercial Litigation Practice Group, resident in the Wilmington office of Pepper Hamilton LLP. He concentrates his practice in complex commercial matters, with a particular focus on litigation in the Delaware Court of Chancery, related to mergers and acquisitions, director and officer liability, stockholder suits and business valuation matters, involving Delaware corporations and limited liability companies.
Mr. McMillan has more than 14 years of experience in Delaware state and federal courts, including in contract, patent, environmental and bankruptcy-related matters. His clients include firms in the financial services, technology, energy, commercial real estate, online retail and insurance industries, based throughout the United States, as well as in Europe, the Middle East, Africa and Asia. He frequently works with executive management and expert consultants on highly sophisticated financial, economic and technical issues.
Representative engagements in which Mr. McMillan has been involved include:
While in law school, Mr. McMillan served as a law clerk for Judge Roderick McKelvie in the U.S. District Court for the District of Delaware.
- currently defending a global financial services company in stockholder actions arising from the proposed acquisition of the company by a private equity firm
- currently defending a U.S.-based developer and manufacturer of medical devices in a stockholder action challenging compensation paid to the company’s outside directors
- currently representing a financial technology services provider in a patent infringement action related to credit card verification processes
- currently defending a leading national law firm in an action by a former stockholder of a corporate debtor-in-bankruptcy, brought against the firm as the debtor’s counsel
- defended the acquirer of a chemical company in a suit brought by the sellers over the post-closing distribution of funds held in escrow for environmental claims
- represented a leading international natural resources company and its outside directors in expedited proceedings in three separate stockholder class actions seeking to block the acquisition of two oil and gas exploration companies
- defended an international developer of security technology in expedited Chancery Court litigation, brought simultaneously with arbitration in Israel, related to an acquisition and preferred stock issuance
- defended a financial institution in actions related to credit card processing services, brought simultaneously in Chancery Court and Delaware Superior Court (secured summary judgment dismissing class action)
- represented a leading Israeli investor in a Silicon Valley Internet communications company after the company was acquired by a major Spanish telephone company, in actions against parties based in Liechtenstein and Austria.
Mr. McMillan has been a member of the Delaware bar since 2000 and is admitted to practice before the U.S. District Court for the District of Delaware and the U.S. Court of Appeals for the Third Circuit. He is a member of the American Bar Association and the Corporate Law Section of the Delaware State Bar Association.