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Justin C.
Clarke

Partner, Litigation

jcclarke@cravath.com
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Justin C. Clarke focuses on mergers and acquisitions litigation, securities litigation, antitrust litigation and general commercial litigation. His clients have included American Express, Bacardi Limited, Deutsche Telekom, Epic Games, Mylan, Precision Castparts, Qualcomm, Starz Entertainment and The Williams Companies.

Some of Mr. Clarke’s representative matters include:

  • Representing Deutsche Telekom and its officers in connection with pending fiduciary duty litigation filed by T‑Mobile USA stockholders in the Delaware Court of Chancery challenging T‑Mobile USA’s 2020 acquisition of Sprint and other transactions related to Deutsche Telekom’s investment in T‑Mobile USA.
  • Representing a subsidiary of SPI Group in connection with litigation filed by Brad Pitt seeking to invalidate its acquisition of a 50% interest in Château Miraval, a leading wine producer located in the south of France that was formerly jointly owned by Mr. Pitt and Angelina Jolie.
  • Secured a favorable settlement for Convey Health, a leading technology‑enabled healthcare solutions provider, and certain of its directors and officers in connection with fiduciary duty litigation in the Delaware Court of Chancery challenging the acquisition by TPG Global of all outstanding public shares of Convey stock at an implied enterprise value of $1.1 billion.
  • Representation of Epic Games in antitrust litigation against Google, alleging anticompetitive behavior in the distribution of mobile apps and the handling of in‑app payments. Following a multiweek trial, a jury unanimously ruled in favor of Epic on all counts. In connection with this victory, the Cravath team was recognized as The Am Law Litigation Daily’s “Litigators of the Week,” and received an Impact Case Award from Benchmark Litigation.
  • Secured a favorable settlement for Goosehead Insurance in purported class action stockholder litigation filed in the Delaware Court of Chancery, which alleged that Goosehead has entered into a set of arrangements that usurp the authority of the Board of Directors, in violation of Delaware law.
  • Represented Radius Global Infrastructure and certain members of its Board of Directors in litigation related to the company’s $3 billion acquisition by private equity firm EQT Partners.
  • Represented affiliates of Bacardi, including Empire Investments, in actions brought by SCLiquor LLC (“SC”), which is majority‑owned by rapper Shawn “Jay‑Z” Carter, in the Delaware Court of Chancery and other state and federal courts related to SC’s exercise of a put option with respect to its 50% ownership interest in D’Ussé, a popular cognac brand. In February 2023, Bacardi acquired a majority interest in D’Ussé in an agreement that also settled all disputes between the parties.
  • Represented Qualcomm and certain of its directors and officers in a consolidated shareholder securities class action suit in California federal court filed in the wake of antitrust investigations and litigation concerning the company’s patent licensing and modem chipset businesses.
  • Secured a precedential Ninth Circuit decision in favor of Starz Entertainment in a copyright infringement and breach of contract action against MGM Domestic Television. The decision affirmed a California district court’s holding that the Copyright Act did not impose a time-based bar on damages for copyright infringement claims separate from the three-year statute of limitations.

  • Represented Cowen, a multinational independent investment bank and financial services company, and its Board of Directors in litigation filed by stockholders in New York state court, as well as federal courts in New York and Delaware, challenging Cowen’s $1.9 billion acquisition by TD Bank Group.
  • Represented Akorn, Inc. in litigation in the Delaware Court of Chancery regarding Fresenius Kabi’s termination of the parties’ $4.3 billion merger agreement. Following expedited proceedings, the case culminated in a one‑week bench trial and subsequent expedited appeal. It is one of a handful of cases regarding termination rights arising from material adverse event (MAE) provisions in merger agreements to be tried to a decision, and the first such appeal decided by the Delaware Supreme Court. 
  • Represented Akorn and its Directors in consolidated securities class action litigation and in shareholder derivative suits pending in federal court in Illinois and state court in Louisiana concerning alleged data integrity and FDA compliance issues at Akorn.
  • Represented Precision Castparts Corp. (“PCC”) and its Board of Directors in a purported shareholder class action lawsuit filed in Oregon federal court regarding PCC’s $37 billion acquisition by Berkshire Hathaway, alleging violations of Sections 14(a) and 20(a) of the Securities Exchange Act.
  • Represented The Williams Companies, related entities and members of Williams’s Board in lawsuits in the Delaware Court of Chancery and Oklahoma relating to the company’s terminated $37.7 billion merger with Energy Transfer Equity.
  • Represented American Express and won a defense judgment for the company, affirmed on appeal, after a five‑week bench trial in a consumer class action alleging violations of Section 1 of the Sherman Act.
  • Advised Qualcomm in connection with an antitrust investigation by China’s National Development and Reform Commission concerning Qualcomm’s patent licensing terms and policies, which settled.

Mr. Clarke also devotes significant time to pro bono work. Alongside co‑counsel at A Better Childhood, he has represented a putative class of foster care children in New York City as plaintiffs in a lawsuit alleging systemic deficiencies in the New York City foster care system. The team obtained a Second Circuit decision vacating a district court’s order that had denied class certification—an important decision concerning the legal standard for class certification in public interest class actions. In August 2024, based on the criteria issued by the Second Circuit, the district court ruled that the children could proceed as a class representing all children in the New York City foster care system.

Mr. Clarke has been named by Benchmark Litigation as a “Future Star” and repeatedly included on its “40 & Under List,” which recognizes the “best and brightest litigators across the US and Canada.” He was also recognized by The Legal 500 US for his work in financial services litigation, general commercial and M&A litigation. Mr. Clarke has also been included in Lawdragon’s “500 Leading Litigators in America” and “500 X – The Next Generation” lists.

Mr. Clarke grew up in South Carolina and the Washington, D.C. area. He received an A.B. degree in Government and Spanish Language from Bowdoin College in 2004, and a J.D. from Columbia Law School in 2011, where he was a James Kent Scholar, a Harlan Fiske Stone Scholar and served as an editor of the Law Review.

Mr. Clarke joined Cravath as a summer associate in 2010. Following his graduation from law school, he served as a law clerk to Hon. Amalya L. Kearse of the U.S. Court of Appeals for the Second Circuit. He returned to Cravath in 2012 and was elected a partner in 2019.

Some of Mr. Clarke’s representative matters include:

  • Representing Deutsche Telekom and its officers in connection with pending fiduciary duty litigation filed by T‑Mobile USA stockholders in the Delaware Court of Chancery challenging T‑Mobile USA’s 2020 acquisition of Sprint and other transactions related to Deutsche Telekom’s investment in T‑Mobile USA.
  • Representing a subsidiary of SPI Group in connection with litigation filed by Brad Pitt seeking to invalidate its acquisition of a 50% interest in Château Miraval, a leading wine producer located in the south of France that was formerly jointly owned by Mr. Pitt and Angelina Jolie.
  • Secured a favorable settlement for Convey Health, a leading technology‑enabled healthcare solutions provider, and certain of its directors and officers in connection with fiduciary duty litigation in the Delaware Court of Chancery challenging the acquisition by TPG Global of all outstanding public shares of Convey stock at an implied enterprise value of $1.1 billion.
  • Representation of Epic Games in antitrust litigation against Google, alleging anticompetitive behavior in the distribution of mobile apps and the handling of in‑app payments. Following a multiweek trial, a jury unanimously ruled in favor of Epic on all counts. In connection with this victory, the Cravath team was recognized as The Am Law Litigation Daily’s “Litigators of the Week,” and received an Impact Case Award from Benchmark Litigation.
  • Secured a favorable settlement for Goosehead Insurance in purported class action stockholder litigation filed in the Delaware Court of Chancery, which alleged that Goosehead has entered into a set of arrangements that usurp the authority of the Board of Directors, in violation of Delaware law.
  • Represented Radius Global Infrastructure and certain members of its Board of Directors in litigation related to the company’s $3 billion acquisition by private equity firm EQT Partners.
  • Represented affiliates of Bacardi, including Empire Investments, in actions brought by SCLiquor LLC (“SC”), which is majority‑owned by rapper Shawn “Jay‑Z” Carter, in the Delaware Court of Chancery and other state and federal courts related to SC’s exercise of a put option with respect to its 50% ownership interest in D’Ussé, a popular cognac brand. In February 2023, Bacardi acquired a majority interest in D’Ussé in an agreement that also settled all disputes between the parties.
  • Represented Qualcomm and certain of its directors and officers in a consolidated shareholder securities class action suit in California federal court filed in the wake of antitrust investigations and litigation concerning the company’s patent licensing and modem chipset businesses.
  • Secured a precedential Ninth Circuit decision in favor of Starz Entertainment in a copyright infringement and breach of contract action against MGM Domestic Television. The decision affirmed a California district court’s holding that the Copyright Act did not impose a time-based bar on damages for copyright infringement claims separate from the three-year statute of limitations.

  • Represented Cowen, a multinational independent investment bank and financial services company, and its Board of Directors in litigation filed by stockholders in New York state court, as well as federal courts in New York and Delaware, challenging Cowen’s $1.9 billion acquisition by TD Bank Group.
  • Represented Akorn, Inc. in litigation in the Delaware Court of Chancery regarding Fresenius Kabi’s termination of the parties’ $4.3 billion merger agreement. Following expedited proceedings, the case culminated in a one‑week bench trial and subsequent expedited appeal. It is one of a handful of cases regarding termination rights arising from material adverse event (MAE) provisions in merger agreements to be tried to a decision, and the first such appeal decided by the Delaware Supreme Court. 
  • Represented Akorn and its Directors in consolidated securities class action litigation and in shareholder derivative suits pending in federal court in Illinois and state court in Louisiana concerning alleged data integrity and FDA compliance issues at Akorn.
  • Represented Precision Castparts Corp. (“PCC”) and its Board of Directors in a purported shareholder class action lawsuit filed in Oregon federal court regarding PCC’s $37 billion acquisition by Berkshire Hathaway, alleging violations of Sections 14(a) and 20(a) of the Securities Exchange Act.
  • Represented The Williams Companies, related entities and members of Williams’s Board in lawsuits in the Delaware Court of Chancery and Oklahoma relating to the company’s terminated $37.7 billion merger with Energy Transfer Equity.
  • Represented American Express and won a defense judgment for the company, affirmed on appeal, after a five‑week bench trial in a consumer class action alleging violations of Section 1 of the Sherman Act.
  • Advised Qualcomm in connection with an antitrust investigation by China’s National Development and Reform Commission concerning Qualcomm’s patent licensing terms and policies, which settled.

Mr. Clarke also devotes significant time to pro bono work. Alongside co‑counsel at A Better Childhood, he has represented a putative class of foster care children in New York City as plaintiffs in a lawsuit alleging systemic deficiencies in the New York City foster care system. The team obtained a Second Circuit decision vacating a district court’s order that had denied class certification—an important decision concerning the legal standard for class certification in public interest class actions. In August 2024, based on the criteria issued by the Second Circuit, the district court ruled that the children could proceed as a class representing all children in the New York City foster care system.

Mr. Clarke has been named by Benchmark Litigation as a “Future Star” and repeatedly included on its “40 & Under List,” which recognizes the “best and brightest litigators across the US and Canada.” He was also recognized by The Legal 500 US for his work in financial services litigation, general commercial and M&A litigation. Mr. Clarke has also been included in Lawdragon’s “500 Leading Litigators in America” and “500 X – The Next Generation” lists.

Mr. Clarke grew up in South Carolina and the Washington, D.C. area. He received an A.B. degree in Government and Spanish Language from Bowdoin College in 2004, and a J.D. from Columbia Law School in 2011, where he was a James Kent Scholar, a Harlan Fiske Stone Scholar and served as an editor of the Law Review.

Mr. Clarke joined Cravath as a summer associate in 2010. Following his graduation from law school, he served as a law clerk to Hon. Amalya L. Kearse of the U.S. Court of Appeals for the Second Circuit. He returned to Cravath in 2012 and was elected a partner in 2019.

Education

  • J.D., 2011, Columbia Law School
    James Kent Scholar; Harlan Fiske Stone Scholar
  • A.B., 2004, Bowdoin College

Clerkships

  • Hon. Amalya L. Kearse, U.S. Court of Appeals for the Second Circuit

Admitted In

  • New York

Rankings

Benchmark Litigation

  • Future Star (2025-2022)
  • 40 & Under List (2022, 2021, 2020)

Lawdragon

  • 500 Leading Litigators in America (2025, 2024, 2023)
  • 500 X – The Next Generation (2024, 2023)
  • 500 Leading Global Antitrust & Competition Lawyers (2025)

The Legal 500 US

  • Financial Services Litigation (2021)
  • General Commercial (2020)
  • M&A Litigation (2024, 2023)

Deals & Cases

April 04, 2025

Rogers’ CDN$7 Billion Equity Investment from Blackstone

On April 4, 2025, Rogers Communications Inc. (“Rogers”) announced it has entered into a definitive agreement with funds managed by Blackstone, backed by leading Canadian institutional investors, for a CDN$7 billion equity investment. Under the terms of the transaction, Blackstone will acquire a non-controlling interest in a new Canadian subsidiary of Rogers that will own a minor part of the Rogers wireless network. Following the transaction, Blackstone will hold a 49.9% equity interest (with a 20% voting interest) in the new subsidiary. Rogers will maintain full operational control of its network and will include the financial results of the new subsidiary in its consolidated financial statements. At any time between the eighth and twelfth anniversaries of closing, Rogers will have the right to purchase Blackstone’s interest in the new subsidiary. Rogers intends to use the net proceeds from the transaction to repay debt. Cravath is representing Rogers as U.S. counsel in connection with the transaction.

Deals & Cases

March 17, 2025

PepsiCo’s $1.95 Billion Acquisition of poppi

On March 17, 2025, PepsiCo, Inc. (“PepsiCo”) announced that it has entered into a definitive agreement to acquire poppi, a prebiotic soda brand, for $1.95 billion, including $300 million of anticipated cash tax benefits for a net purchase price of $1.65 billion. The transaction also includes an additional potential earnout consideration subject to the achievement of certain performance milestones within a specified period after closing of the transaction. Cravath is representing PepsiCo in connection with the transaction.

Deals & Cases

October 15, 2024

Epic Games Wins Post‑Trial Injunction in Antitrust Case Against Google

On October 7, 2024, the U.S. District Court for the Northern District of California entered a post‑trial order in favor of Cravath client Epic Games imposing a nationwide three‑year permanent injunction against Google. The injunction, which follows Epic’s jury trial win against Google last year, prohibits Google from paying competitors not to compete and requires Google to distribute alternative app stores on the Google Play Store and provide alternative app stores with access to the Google Play Store’s catalog of apps.

Deals & Cases

August 28, 2024

Cravath and A Better Childhood Win Class Certification for Children in NYC Foster Care, Advancing Longstanding Litigation

On August 23, 2024, the U.S. District Court for the Southern District of New York ruled that 19 children in a longstanding lawsuit could proceed as a class representing all children in the New York City foster care system, an important milestone for plaintiffs represented by Cravath on a pro bono basis alongside co‑counsel at A Better Childhood (“ABC”). Judge Kimba Wood issued the decision after the Second Circuit Court of Appeals reversed a prior ruling denying class certification in September 2023.

Deals & Cases

December 19, 2023

Epic Games Defeats Google in Antitrust Trial Victory

On December 11, 2023, a jury unanimously ruled in favor of Cravath client Epic Games (“Epic”) on all counts in its closely watched antitrust case against Google in the U.S. District Court for the Northern District of California, determining—after a multiweek trial—that Google has engaged in anticompetitive behavior in the distribution of mobile apps and in the handling of in‑app payments.

Activities

July 17, 2024

The American Lawyer Features Cravath’s Victory for Children in NYC Foster Care Among Leading Matters in 2024 Pro Bono Report

On July 9, 2024, The American Lawyer featured Cravath and A Better Childhood’s (“ABC”) appellate victory for children in New York City foster care among “15 matters that represent some of the very best of the legal industry’s pro bono efforts in 2023.” Published as part of the outlet’s 2024 Pro Bono Report, the article described Cravath and ABC’s efforts, led by partners Antony L. Ryan and Justin C. Clarke, to secure class certification in an action brought by 19 children seeking to remedy the ongoing violation of their rights under the Due Process Clause as well as various state and federal statutory provisions which cause children in foster care harm to their health, safety and well‑being.

Activities

February 16, 2024

John White, Justin Clarke and Michael Arnold Speak at the 40th Annual Federal Securities Institute

On February 15, 2024, Cravath partners John W. White, Justin C. Clarke and Michael L. Arnold participated in the 40th Annual Federal Securities Institute, which was hosted by the Business Law Section of the Florida Bar in Tampa, Florida from February 15‑16, 2024. John moderated a panel entitled “Evolving Accounting Focal Points in 2024: Lawyers Advising Public Companies Be Alert!” Justin moderated a panel entitled “Private Securities Litigation – 2024 Developments and Trends.” Michael spoke on a panel entitled “Activism in UPC’s Sophomore Year: What to Expect.”

Activities

December 19, 2023

Cravath Team Named “Litigators of the Week” by The Am Law Litigation Daily for Epic Games’ Antitrust Trial Win Defeating Google

On December 15, 2023, The Am Law Litigation Daily featured a Cravath team, led by partners Gary A. Bornstein, Lauren A. Moskowitz and Yonatan Even, as “Litigators of the Week” for its representation of client Epic Games in an antitrust trial win against Google in the U.S. District Court for the Northern District of California. Following a multi‑week trial, on December 11, 2023, a jury unanimously ruled in Epic Games’ favor on all counts, determining that Google has engaged in anticompetitive behavior in the distribution of mobile apps and in the handling of in‑app payments.

Justin C. Clarke focuses on mergers and acquisitions litigation, securities litigation, antitrust litigation and general commercial litigation. His clients have included American Express, Bacardi Limited, Deutsche Telekom, Epic Games, Mylan, Precision Castparts, Qualcomm, Starz Entertainment and The Williams Companies.

Some of Mr. Clarke’s representative matters include:

  • Representing Deutsche Telekom and its officers in connection with pending fiduciary duty litigation filed by T‑Mobile USA stockholders in the Delaware Court of Chancery challenging T‑Mobile USA’s 2020 acquisition of Sprint and other transactions related to Deutsche Telekom’s investment in T‑Mobile USA.
  • Representing a subsidiary of SPI Group in connection with litigation filed by Brad Pitt seeking to invalidate its acquisition of a 50% interest in Château Miraval, a leading wine producer located in the south of France that was formerly jointly owned by Mr. Pitt and Angelina Jolie.
  • Secured a favorable settlement for Convey Health, a leading technology‑enabled healthcare solutions provider, and certain of its directors and officers in connection with fiduciary duty litigation in the Delaware Court of Chancery challenging the acquisition by TPG Global of all outstanding public shares of Convey stock at an implied enterprise value of $1.1 billion.
  • Representation of Epic Games in antitrust litigation against Google, alleging anticompetitive behavior in the distribution of mobile apps and the handling of in‑app payments. Following a multiweek trial, a jury unanimously ruled in favor of Epic on all counts. In connection with this victory, the Cravath team was recognized as The Am Law Litigation Daily’s “Litigators of the Week,” and received an Impact Case Award from Benchmark Litigation.
  • Secured a favorable settlement for Goosehead Insurance in purported class action stockholder litigation filed in the Delaware Court of Chancery, which alleged that Goosehead has entered into a set of arrangements that usurp the authority of the Board of Directors, in violation of Delaware law.
  • Represented Radius Global Infrastructure and certain members of its Board of Directors in litigation related to the company’s $3 billion acquisition by private equity firm EQT Partners.
  • Represented affiliates of Bacardi, including Empire Investments, in actions brought by SCLiquor LLC (“SC”), which is majority‑owned by rapper Shawn “Jay‑Z” Carter, in the Delaware Court of Chancery and other state and federal courts related to SC’s exercise of a put option with respect to its 50% ownership interest in D’Ussé, a popular cognac brand. In February 2023, Bacardi acquired a majority interest in D’Ussé in an agreement that also settled all disputes between the parties.
  • Represented Qualcomm and certain of its directors and officers in a consolidated shareholder securities class action suit in California federal court filed in the wake of antitrust investigations and litigation concerning the company’s patent licensing and modem chipset businesses.
  • Secured a precedential Ninth Circuit decision in favor of Starz Entertainment in a copyright infringement and breach of contract action against MGM Domestic Television. The decision affirmed a California district court’s holding that the Copyright Act did not impose a time-based bar on damages for copyright infringement claims separate from the three-year statute of limitations.

  • Represented Cowen, a multinational independent investment bank and financial services company, and its Board of Directors in litigation filed by stockholders in New York state court, as well as federal courts in New York and Delaware, challenging Cowen’s $1.9 billion acquisition by TD Bank Group.
  • Represented Akorn, Inc. in litigation in the Delaware Court of Chancery regarding Fresenius Kabi’s termination of the parties’ $4.3 billion merger agreement. Following expedited proceedings, the case culminated in a one‑week bench trial and subsequent expedited appeal. It is one of a handful of cases regarding termination rights arising from material adverse event (MAE) provisions in merger agreements to be tried to a decision, and the first such appeal decided by the Delaware Supreme Court. 
  • Represented Akorn and its Directors in consolidated securities class action litigation and in shareholder derivative suits pending in federal court in Illinois and state court in Louisiana concerning alleged data integrity and FDA compliance issues at Akorn.
  • Represented Precision Castparts Corp. (“PCC”) and its Board of Directors in a purported shareholder class action lawsuit filed in Oregon federal court regarding PCC’s $37 billion acquisition by Berkshire Hathaway, alleging violations of Sections 14(a) and 20(a) of the Securities Exchange Act.
  • Represented The Williams Companies, related entities and members of Williams’s Board in lawsuits in the Delaware Court of Chancery and Oklahoma relating to the company’s terminated $37.7 billion merger with Energy Transfer Equity.
  • Represented American Express and won a defense judgment for the company, affirmed on appeal, after a five‑week bench trial in a consumer class action alleging violations of Section 1 of the Sherman Act.
  • Advised Qualcomm in connection with an antitrust investigation by China’s National Development and Reform Commission concerning Qualcomm’s patent licensing terms and policies, which settled.

Mr. Clarke also devotes significant time to pro bono work. Alongside co‑counsel at A Better Childhood, he has represented a putative class of foster care children in New York City as plaintiffs in a lawsuit alleging systemic deficiencies in the New York City foster care system. The team obtained a Second Circuit decision vacating a district court’s order that had denied class certification—an important decision concerning the legal standard for class certification in public interest class actions. In August 2024, based on the criteria issued by the Second Circuit, the district court ruled that the children could proceed as a class representing all children in the New York City foster care system.

Mr. Clarke has been named by Benchmark Litigation as a “Future Star” and repeatedly included on its “40 & Under List,” which recognizes the “best and brightest litigators across the US and Canada.” He was also recognized by The Legal 500 US for his work in financial services litigation, general commercial and M&A litigation. Mr. Clarke has also been included in Lawdragon’s “500 Leading Litigators in America” and “500 X – The Next Generation” lists.

Mr. Clarke grew up in South Carolina and the Washington, D.C. area. He received an A.B. degree in Government and Spanish Language from Bowdoin College in 2004, and a J.D. from Columbia Law School in 2011, where he was a James Kent Scholar, a Harlan Fiske Stone Scholar and served as an editor of the Law Review.

Mr. Clarke joined Cravath as a summer associate in 2010. Following his graduation from law school, he served as a law clerk to Hon. Amalya L. Kearse of the U.S. Court of Appeals for the Second Circuit. He returned to Cravath in 2012 and was elected a partner in 2019.

Some of Mr. Clarke’s representative matters include:

  • Representing Deutsche Telekom and its officers in connection with pending fiduciary duty litigation filed by T‑Mobile USA stockholders in the Delaware Court of Chancery challenging T‑Mobile USA’s 2020 acquisition of Sprint and other transactions related to Deutsche Telekom’s investment in T‑Mobile USA.
  • Representing a subsidiary of SPI Group in connection with litigation filed by Brad Pitt seeking to invalidate its acquisition of a 50% interest in Château Miraval, a leading wine producer located in the south of France that was formerly jointly owned by Mr. Pitt and Angelina Jolie.
  • Secured a favorable settlement for Convey Health, a leading technology‑enabled healthcare solutions provider, and certain of its directors and officers in connection with fiduciary duty litigation in the Delaware Court of Chancery challenging the acquisition by TPG Global of all outstanding public shares of Convey stock at an implied enterprise value of $1.1 billion.
  • Representation of Epic Games in antitrust litigation against Google, alleging anticompetitive behavior in the distribution of mobile apps and the handling of in‑app payments. Following a multiweek trial, a jury unanimously ruled in favor of Epic on all counts. In connection with this victory, the Cravath team was recognized as The Am Law Litigation Daily’s “Litigators of the Week,” and received an Impact Case Award from Benchmark Litigation.
  • Secured a favorable settlement for Goosehead Insurance in purported class action stockholder litigation filed in the Delaware Court of Chancery, which alleged that Goosehead has entered into a set of arrangements that usurp the authority of the Board of Directors, in violation of Delaware law.
  • Represented Radius Global Infrastructure and certain members of its Board of Directors in litigation related to the company’s $3 billion acquisition by private equity firm EQT Partners.
  • Represented affiliates of Bacardi, including Empire Investments, in actions brought by SCLiquor LLC (“SC”), which is majority‑owned by rapper Shawn “Jay‑Z” Carter, in the Delaware Court of Chancery and other state and federal courts related to SC’s exercise of a put option with respect to its 50% ownership interest in D’Ussé, a popular cognac brand. In February 2023, Bacardi acquired a majority interest in D’Ussé in an agreement that also settled all disputes between the parties.
  • Represented Qualcomm and certain of its directors and officers in a consolidated shareholder securities class action suit in California federal court filed in the wake of antitrust investigations and litigation concerning the company’s patent licensing and modem chipset businesses.
  • Secured a precedential Ninth Circuit decision in favor of Starz Entertainment in a copyright infringement and breach of contract action against MGM Domestic Television. The decision affirmed a California district court’s holding that the Copyright Act did not impose a time-based bar on damages for copyright infringement claims separate from the three-year statute of limitations.

  • Represented Cowen, a multinational independent investment bank and financial services company, and its Board of Directors in litigation filed by stockholders in New York state court, as well as federal courts in New York and Delaware, challenging Cowen’s $1.9 billion acquisition by TD Bank Group.
  • Represented Akorn, Inc. in litigation in the Delaware Court of Chancery regarding Fresenius Kabi’s termination of the parties’ $4.3 billion merger agreement. Following expedited proceedings, the case culminated in a one‑week bench trial and subsequent expedited appeal. It is one of a handful of cases regarding termination rights arising from material adverse event (MAE) provisions in merger agreements to be tried to a decision, and the first such appeal decided by the Delaware Supreme Court. 
  • Represented Akorn and its Directors in consolidated securities class action litigation and in shareholder derivative suits pending in federal court in Illinois and state court in Louisiana concerning alleged data integrity and FDA compliance issues at Akorn.
  • Represented Precision Castparts Corp. (“PCC”) and its Board of Directors in a purported shareholder class action lawsuit filed in Oregon federal court regarding PCC’s $37 billion acquisition by Berkshire Hathaway, alleging violations of Sections 14(a) and 20(a) of the Securities Exchange Act.
  • Represented The Williams Companies, related entities and members of Williams’s Board in lawsuits in the Delaware Court of Chancery and Oklahoma relating to the company’s terminated $37.7 billion merger with Energy Transfer Equity.
  • Represented American Express and won a defense judgment for the company, affirmed on appeal, after a five‑week bench trial in a consumer class action alleging violations of Section 1 of the Sherman Act.
  • Advised Qualcomm in connection with an antitrust investigation by China’s National Development and Reform Commission concerning Qualcomm’s patent licensing terms and policies, which settled.

Mr. Clarke also devotes significant time to pro bono work. Alongside co‑counsel at A Better Childhood, he has represented a putative class of foster care children in New York City as plaintiffs in a lawsuit alleging systemic deficiencies in the New York City foster care system. The team obtained a Second Circuit decision vacating a district court’s order that had denied class certification—an important decision concerning the legal standard for class certification in public interest class actions. In August 2024, based on the criteria issued by the Second Circuit, the district court ruled that the children could proceed as a class representing all children in the New York City foster care system.

Mr. Clarke has been named by Benchmark Litigation as a “Future Star” and repeatedly included on its “40 & Under List,” which recognizes the “best and brightest litigators across the US and Canada.” He was also recognized by The Legal 500 US for his work in financial services litigation, general commercial and M&A litigation. Mr. Clarke has also been included in Lawdragon’s “500 Leading Litigators in America” and “500 X – The Next Generation” lists.

Mr. Clarke grew up in South Carolina and the Washington, D.C. area. He received an A.B. degree in Government and Spanish Language from Bowdoin College in 2004, and a J.D. from Columbia Law School in 2011, where he was a James Kent Scholar, a Harlan Fiske Stone Scholar and served as an editor of the Law Review.

Mr. Clarke joined Cravath as a summer associate in 2010. Following his graduation from law school, he served as a law clerk to Hon. Amalya L. Kearse of the U.S. Court of Appeals for the Second Circuit. He returned to Cravath in 2012 and was elected a partner in 2019.

Education

  • J.D., 2011, Columbia Law School
    James Kent Scholar; Harlan Fiske Stone Scholar
  • A.B., 2004, Bowdoin College

Clerkships

  • Hon. Amalya L. Kearse, U.S. Court of Appeals for the Second Circuit

Admitted In

  • New York

Rankings

Benchmark Litigation

  • Future Star (2025-2022)
  • 40 & Under List (2022, 2021, 2020)

Lawdragon

  • 500 Leading Litigators in America (2025, 2024, 2023)
  • 500 X – The Next Generation (2024, 2023)
  • 500 Leading Global Antitrust & Competition Lawyers (2025)

The Legal 500 US

  • Financial Services Litigation (2021)
  • General Commercial (2020)
  • M&A Litigation (2024, 2023)

Deals & Cases

April 04, 2025

Rogers’ CDN$7 Billion Equity Investment from Blackstone

On April 4, 2025, Rogers Communications Inc. (“Rogers”) announced it has entered into a definitive agreement with funds managed by Blackstone, backed by leading Canadian institutional investors, for a CDN$7 billion equity investment. Under the terms of the transaction, Blackstone will acquire a non-controlling interest in a new Canadian subsidiary of Rogers that will own a minor part of the Rogers wireless network. Following the transaction, Blackstone will hold a 49.9% equity interest (with a 20% voting interest) in the new subsidiary. Rogers will maintain full operational control of its network and will include the financial results of the new subsidiary in its consolidated financial statements. At any time between the eighth and twelfth anniversaries of closing, Rogers will have the right to purchase Blackstone’s interest in the new subsidiary. Rogers intends to use the net proceeds from the transaction to repay debt. Cravath is representing Rogers as U.S. counsel in connection with the transaction.

Deals & Cases

March 17, 2025

PepsiCo’s $1.95 Billion Acquisition of poppi

On March 17, 2025, PepsiCo, Inc. (“PepsiCo”) announced that it has entered into a definitive agreement to acquire poppi, a prebiotic soda brand, for $1.95 billion, including $300 million of anticipated cash tax benefits for a net purchase price of $1.65 billion. The transaction also includes an additional potential earnout consideration subject to the achievement of certain performance milestones within a specified period after closing of the transaction. Cravath is representing PepsiCo in connection with the transaction.

Deals & Cases

October 15, 2024

Epic Games Wins Post‑Trial Injunction in Antitrust Case Against Google

On October 7, 2024, the U.S. District Court for the Northern District of California entered a post‑trial order in favor of Cravath client Epic Games imposing a nationwide three‑year permanent injunction against Google. The injunction, which follows Epic’s jury trial win against Google last year, prohibits Google from paying competitors not to compete and requires Google to distribute alternative app stores on the Google Play Store and provide alternative app stores with access to the Google Play Store’s catalog of apps.

Deals & Cases

August 28, 2024

Cravath and A Better Childhood Win Class Certification for Children in NYC Foster Care, Advancing Longstanding Litigation

On August 23, 2024, the U.S. District Court for the Southern District of New York ruled that 19 children in a longstanding lawsuit could proceed as a class representing all children in the New York City foster care system, an important milestone for plaintiffs represented by Cravath on a pro bono basis alongside co‑counsel at A Better Childhood (“ABC”). Judge Kimba Wood issued the decision after the Second Circuit Court of Appeals reversed a prior ruling denying class certification in September 2023.

Deals & Cases

December 19, 2023

Epic Games Defeats Google in Antitrust Trial Victory

On December 11, 2023, a jury unanimously ruled in favor of Cravath client Epic Games (“Epic”) on all counts in its closely watched antitrust case against Google in the U.S. District Court for the Northern District of California, determining—after a multiweek trial—that Google has engaged in anticompetitive behavior in the distribution of mobile apps and in the handling of in‑app payments.

Activities

July 17, 2024

The American Lawyer Features Cravath’s Victory for Children in NYC Foster Care Among Leading Matters in 2024 Pro Bono Report

On July 9, 2024, The American Lawyer featured Cravath and A Better Childhood’s (“ABC”) appellate victory for children in New York City foster care among “15 matters that represent some of the very best of the legal industry’s pro bono efforts in 2023.” Published as part of the outlet’s 2024 Pro Bono Report, the article described Cravath and ABC’s efforts, led by partners Antony L. Ryan and Justin C. Clarke, to secure class certification in an action brought by 19 children seeking to remedy the ongoing violation of their rights under the Due Process Clause as well as various state and federal statutory provisions which cause children in foster care harm to their health, safety and well‑being.

Activities

February 16, 2024

John White, Justin Clarke and Michael Arnold Speak at the 40th Annual Federal Securities Institute

On February 15, 2024, Cravath partners John W. White, Justin C. Clarke and Michael L. Arnold participated in the 40th Annual Federal Securities Institute, which was hosted by the Business Law Section of the Florida Bar in Tampa, Florida from February 15‑16, 2024. John moderated a panel entitled “Evolving Accounting Focal Points in 2024: Lawyers Advising Public Companies Be Alert!” Justin moderated a panel entitled “Private Securities Litigation – 2024 Developments and Trends.” Michael spoke on a panel entitled “Activism in UPC’s Sophomore Year: What to Expect.”

Activities

December 19, 2023

Cravath Team Named “Litigators of the Week” by The Am Law Litigation Daily for Epic Games’ Antitrust Trial Win Defeating Google

On December 15, 2023, The Am Law Litigation Daily featured a Cravath team, led by partners Gary A. Bornstein, Lauren A. Moskowitz and Yonatan Even, as “Litigators of the Week” for its representation of client Epic Games in an antitrust trial win against Google in the U.S. District Court for the Northern District of California. Following a multi‑week trial, on December 11, 2023, a jury unanimously ruled in Epic Games’ favor on all counts, determining that Google has engaged in anticompetitive behavior in the distribution of mobile apps and in the handling of in‑app payments.

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