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Maria Theodora Starling

Associate

F   610.667.7056

Teddy Starling, an associate of the Firm,  concentrates her practice in the area of corporate governance litigation.

Teddy graduated from the Villanova University Charles Widger School of Law in 2020. While in law school, Teddy interned as a law clerk to the Hon. Steven C. Tolliver of the Montgomery County Court of Common Pleas and as a summer associate at Fox Rothschild. Teddy was also a member of the Villanova Law Moot Court Board and the Vice President of the Fashion Law Society.

Experience

Current Cases

  • CASE CAPTION In re CBS Corporation Stockholder Class Action and Derivative Litigation
    COURT Delaware Court of Chancery
    CASE NUMBER Consolidated C.A. No. 2020-0111-JRS
    JUDGE Honorable Joseph R. Slights
    PLAINTIFF Bucks County Employees Retirement Fund
    DEFENDANTS ViacomCBS, Inc., Joseph Ianniello, Candace K. Beinecke, Barbara M. Byrne, Gary L. Countryman, Brian Goldner, Linda M. Griego, Martha L. Minow, Susan Schuman, Frederick O. Terrell, Strauss Zelnick, Thomas J. May, Judith A. McHale, Ronald Nelson, Nicole Seligman, National Amusements, Inc., NAI Entertainment Holdings LLC, Shari E. Redstone, Robert N. Klieger and the Sumner M. Redstone National Amusements Trust

    Plaintiff challenges the 2019 merger of CBS Corporation and Viacom Corporation (the “Merger”), alleging that the Merger was orchestrated by Shari Redstone, the controlling stockholder of both CBS and Viacom.  Plaintiffs allege that the Merger was the culmination of a years-long effort by Shari Redstone (“Redstone”) to combine the two companies in order to save the floundering Viacom, despite the lack of economic merit of the Merger and the opposition of CBS directors and stockholders alike. Plaintiffs alleged that Redstone wrested control of NAI (the holding company that controls CBS and Viacom) from her ailing father Sumner Redstone, and twice previously attempted to merge CBS and Viacom and failed. The first time she was rebuked by the CBS board of directors, after which she publicly proclaimed that “the merger would get done,” even if Redstone had to “use a different process.”

    Two years later, Redstone was back at it, attempting to force a CBS-Viacom merger. This time the CBS board was so concerned that Redstone would force a merger over their objections, that they took the “extraordinary” measure of attempting to dilute her control of CBS to protect CBS and its stockholders from her influence. After hard-fought, expedited litigation, a settlement was reached that resulted in the CBS board turning over, and the addition of six new directors hand-picked by Redstone. Importantly, Redstone and NAI also agreed that they would not propose that CBS and Viacom merge for a period of two years following the settlement.

    Nonetheless, only four months after the settlement, Redstone again caused the new CBS board to evaluate a merger with Viacom. Redstone sidelined carry-over directors who opposed her, and enticed CBS’s acting CEO Joseph Ianniello (who previously opposed the Merger) to support her with a hefty compensation package. The Board approved the Merger in August 2019, and it closed on December 4, 2019.

    Plaintiff commenced the action by seeking documents pursuant to 8 Del. C. § 220, which allows stockholders to review a company’s “books and records.”  After reviewing these materials, Plaintiff filed its complaint on February 20, 2020.  Plaintiffs allege that the Merger forced the poorly performing Viacom on CBS and destroyed value for CBS and its stockholders for NAI’s benefit. The Court appointed Plaintiff and another stockholder to lead the case on March 31, 2020.  Defendants moved to dismiss.  On January 27, 2021, the Court denied the motion, in a 157-page opinion containing references to diverse sources as Rolling Stone magazine, Game of Thrones author George R.R. Martin, and Greek mythology. 

    Since February 2021, Plaintiff has been engaging in document and deposition discovery.  At the same time, Plaintiffs are coordinating their efforts with former Viacom stockholders who assert the opposite of what Plaintiffs allege, namely that the Merger underpaid them. 

    A ten-day trial is set to commence on April 17-28, 2023. 

    Read Plaintiffs’ Verified Consolidated Class Action and Derivative Complaint Here

    Read Memorandum Opinion on the Motion to Dismiss Here

  •   CASE CAPTION           

    The MH Haberkorn 2006 Trust, et al. v. Kien Huat Realty III Limited, et al. 

      COURT  

    Delaware Court of Chancery

      CASE NUMBER

    Case No. 2020-0619-KSJM

      JUDGE

    Honorable Chancellor Kathaleen St. Jude McCormick

      PLAINTIFF

    The MH Haberkorn 2006 Trust, Matthew H. Haberkorn, Kiley Rose Haberkorn, and Tippy Living Trust U/A DTD September 10, 2013

      DEFENDANTS

    Former members of  Empire Resorts, Inc.’s Board of Directors and the former controlling stockholder of Empire Resorts, Inc.

    Plaintiffs challenged the $335 million take-private acquisition of Empire Resorts, Inc. by Empire’s majority shareholder, Kien Huat Realty III Limited and its affiliates, which closed on November 15, 2019 (the “Take-Private”).  Plaintiffs challenged the negotiation process of the Take-Private, including a flawed majority-of-the-minority vote and alleged that the Take-Private, approved by a special committee, undervalued the shares of Empire common stock.

    After successfully litigating a books and records demand pursuant to 8 Del. C. § 220 of the Delaware General Corporation Law in early 2020, Plaintiffs filed a plenary class action complaint on July 24, 2020, naming Empire Resorts, Inc., its controlling stockholder and Empire’s Board of Directors as defendants.  On July 23, 2021, the Court denied defendants’ motion to dismiss the case.  Plaintiffs then took discovery, including reviewing over 175,000 pages of documents.  Trial was originally set for February 2023.  After a mediation session, on April 4, 2022, plaintiffs agreed to settle the case against all of the defendants.  The final terms of the settlement are still being negotiated by the parties.  The parties executed the Stipulation and Agreement of Compromise and Settlement on June 13, 2022 and the Court will hold a settlement hearing on September 15, 2022.

    Verified Stockholder Class Action Complaint

    Telephonic Rulings of the Court on Defendants’ Motions to Dismiss

    Stipulation and Agreement of Compromise and Settlement