Recent Publications

Texas Lawyer Guest Article: Don't Let the Board Get Hammered: A Pair of Tools for Controlling Shareholder Takeovers

On March 14, the Delaware Supreme Court issued an opinion, Kahn v. M&F Worldwide Corp., that's a game-changer in breach of fiduciary duty litigation. >>

Delaware Supreme Court Adopts New Board-Friendly Standard for Certain Controlling-Shareholder Buyouts

In an opinion that could substantially affect future controlling-shareholder buyouts, the Delaware Supreme Court on Friday affirmed the Chancery Court’s decision that the business judgment standard of review, rather than entire fairness, should apply to controlling-party takeovers where it is established before trial that certain protections exist. >>



Patrick D. Keating

Partner

Dallas


2323 Victory Avenue
Suite 700
Dallas, Texas 75219
T +1 214.651.5369
F +1 214.200.0494

Areas of Practice

Education

  • J.D., University of Texas at Austin School of Law, 1995, with honors; Articles Editor, Texas Law Review, Volume 73
  • B.A., University of Texas at Austin, 1991, cum laude

Bar Admissions

  • Texas

Court Admissions

  • U.S. District Court for the Northern District of Texas
  • U.S. District Court for the Eastern District of Texas
  • U.S. District Court for the Western District of Texas
Patrick D. Keating

Patrick Keating has represented clients in business litigation for nineteen years. He focuses his practice on (1) lawsuits between co-owners of businesses and against officers, directors or managers of businesses (for example, breach of fiduciary duty cases) and (2) commercial litigation between businesses (for example, theft of trade secrets, other business tort disputes and breach of contract claims).

Examples of cases Patrick handled in the past appear below. These include a multi-million dollar jury verdict and multi-million dollar judgments obtained for plaintiffs; and dismissal by summary judgment for defendants.

Non-Confidential Resolutions and Cases:

  • Secured a jury verdict and a judgment in excess of $3.9 million for Celanese, Ltd. against engineering and construction company KBR, Inc. The judgment found that KBR breached its contractual obligations to design, build and operate a chemical industry pilot plant. KBR paid $3.525 million to settle the judgment. Celanese received $2,731,250 of those funds with the remainder applied to attorneys' fees.
  • Obtained a judgment in excess of $6 million in favor of a plaintiff asserting that the defendants breached a written partnership agreement.
  • Obtained a judgment in excess of $760,000 in favor of the lender on a real estate development project.
  • Partnered with other law firms to represent a major international semiconductor-manufacturing company - Taiwan Semiconductor Manufacturing Company ("TSMC") - who asserted theft of semiconductor manufacturing trade secrets against a competitor located in China. The case ended with a favorable settlement.
  • Representation of plaintiff asserting that a competitor stole trade secrets related to the manufacture of an explosive device used during drilling oil wells.
  • Obtained a summary judgment reinstating a plaintiff as a partner in a real estate investment joint venture after the managing partner declared the plaintiff forfeited its partnership interest.
  • Obtained a favorable settlement for the trustee of a sizeable charitable trust defending against claims of breach of fiduciary duty. All claims against the trustee were released, the trustee paid no damages and the plaintiff agreed to the trustee continuing to administer the trust.
  • Representation of a litigation trust asserting claims of breach of fiduciary duty, promoter liability and fraudulent transfer arising from the defendants' role in placing more than $9 billion in debt on a company during a "spin-off."
  • Obtained a summary judgment ruling declaring a commercial office lease terminated, which enabled Haynes and Boone's client to avoid more than $16 million in future rent payments.

Resolved by Confidential Settlements:

  • Obtained a prompt settlement for a trust beneficiary who asserted that the trustees' breaches of fiduciary duty caused the beneficiary to suffer millions of dollars in damages.
  • Represented the owners of a liquefied natural gas production plant in defense of claims of breach of fiduciary duty, breach of a limited partnership agreement and fraudulent transfer.
  • Represented owner of two oil production platforms off the coast of California in breach of contract and breach of warranty litigation against the company retained to install an underwater pipeline.
  • Represented two oil production corporations in defense of minority shareholder oppression and breach of fiduciary duty claims.
  • Representation of eight business jet aircraft distributors asserting claims that the aircraft manufacturer breached distribution contracts and aircraft purchase contracts. 

Honors

  • Named one of the Best Lawyers in America 2015 in Commercial Litigation

Community Involvement

  • Member of Board of Directors, CASA of Collin County

Selected Representative Experience


Centex Homes v TCI Park West I, Inc.
Assisted in obtaining a settlement in a multi-million dollar commercial lease dispute on behalf of a major residential homebuilder.

Multi-Million Dollar Recovery - Major Texas Energy Producer
Represented a developer of power plants seeking to recover more than $200 million in damages from defendants the developer claimed committed breaches of fiduciary duty and contract, fraud and other harmful acts in connection with a partnership to develop and manage power plants.

Rockwall Commons Assocs., Ltd. v. MRC Mortgage Grantor Trust I, 331 S.W.3d 500 (Tex. App.-El Paso 2011)
Persuaded the El Paso Court of Appeals to affirm a multi-million dollar judgment in a commercial dispute involving the refinance of a $22 million construction loan.

Semiconductor Trade Secret Litigation
Partnered with other law firms to represent a major international semiconductor-manufacturing company - Taiwan Semiconductor Manufacturing Company (“TSMC”) - in a trade-secret case pending in California state court against a Chinese fab, SMIC.

U.S. Bank National Association v. Verizon Communications Inc., 10-01842, U.S. District Court Northern District of Texas (Dallas)
Represented the plaintiff trust as primary counsel. Through proceedings in federal court in the Northern District of Texas, Idearc was reorganized under Chapter 11 of the United States Bankruptcy Code. Pursuant to Idearc’s plan of reorganization, the Idearc Trust was created and assigned certain causes of action, including Idearc’s claims against Verizon and former officers and directors of Verizon and Idearc. The beneficiaries of the trust are principally bondholders of, and lenders to, Idearc and its subsidiaries with claims of approximately $6 billion. The causes of action against Verizon relate to an approximately $9.5 billion fraudulent transfer in connection with the spin-off of Idearc.

Vikon International, Inc. v. Sensorlogic, Inc.
Defended lawsuit asserting claims for copyright infringement, declaratory judgment, breach of contract, negligent misrepresentation, tortious interference, misappropriation, business disparagement, and unjust enrichment regarding ownership of source code related to remote access road sign messaging system and obtained dismissal of copyright infringement and related claims.

Memberships

  • American Bar Association (Sub-committee chair, Business Torts Committee)
  • Dallas Bar Association
  • Barrister, Patrick Higginbotham Inn of Court (2006-2009)
  • Founding Fellow: Dallas Association of Young Lawyers

Online Publications

04/07/2014 - Texas Lawyer Guest Article: Don't Let the Board Get Hammered: A Pair of Tools for Controlling Shareholder Takeovers
On March 14, the Delaware Supreme Court issued an opinion, Kahn v. M&F Worldwide Corp., that's a game-changer in breach of fiduciary duty litigation.

03/19/2014 - Delaware Supreme Court Adopts New Board-Friendly Standard for Certain Controlling-Shareholder Buyouts
In an opinion that could substantially affect future controlling-shareholder buyouts, the Delaware Supreme Court on Friday affirmed the Chancery Court’s decision that the business judgment standard of review, rather than entire fairness, should apply to controlling-party takeovers where it is established before trial that certain protections exist.

10/07/2013 - Texas Lawyer Guest Article: Conundrums of Controlling-Shareholder Deals
What is an in-house counsel to do when a controlling shareholder seeks to enter into a transaction with the corporation? Establishing a special committee of the board of directors to negotiate the deal may provide some defense to the company's directors and controlling shareholder against other shareholders' lawsuits.

07/31/2013 - ABA Business Torts Litigation newsletter Guest Article: Justifiable Reliance Standards Differ Across States
Although the elements of fraud and negligent misrepresentation claims are similar across many states, those similarities in the “black letter” law conceal important differences in how states address common issues related to the claims.

02/12/2009 - Minimizing the Risks of Litigation by Contract
The old adage that “an ounce of prevention is worth a pound of cure” applies to the legal profession just as it does to the rest of life. In the context of preparing a contract, a relatively minor investment in attorney time to address certain issues during the drafting stage may protect the client from large amounts of damages and attorney’s fees if litigation should later erupt out of the agreement.

This paper addresses some of the more important contract clauses that parties may utilize to limit their future exposure to litigation expenses and damages.

07/01/2007 - Partial Safe Harbors for Interested Officers and Director Transactions