Fishman Haygood’s $29.75MM Settlement on Behalf of SPAC Investors in Latch, Inc. Merger Finalized by Delaware Court of Chancery

On July 10, 2025, Vice Chancellor Lori W. Will of the Delaware Court of Chancery finalized the $29.75 million settlement reached by Fishman Haygood, Bragar Eagel & Squire, and Grant & Eisenhofer attorneys in December 2024 on behalf of a consolidated class of TS Innovation Acquisitions, Inc. (TSIA) stockholders. In their complaint, investors alleged breach of fiduciary duty claims against TSIA’s board of directors, TS Innovation Acquisitions Sponsor, LLC, and the controlling stockholders of Tishman Speyer Properties, L.P., among others involved with the merger of TSIA and Latch, Inc. The settlement resulted from multiple mediation sessions. Click here to read Law360’s coverage from last December.

In May 2023, Fishman Haygood attorneys Brent Barriere, Kaja Elmer, and Jason Burge brought a class action complaint on behalf of Phanindra Kilari and other TSIA stockholders. TSIA, which is a SPAC, acquired and merged with Latch, a prop-tech company providing keyless entry systems. Latch’s share price plummeted when it reported to the U.S. Securities and Exchange Commission that its financial statements made in connection with the merger were unreliable and would need to be restated. Read earlier coverage by Law360.com. The Kilari complaint was later consolidated with two other plaintiffs’ complaints.

SPAC transactions have come under fire in recent years due to their often inherently conflicted nature. The complaint alleged that in this case, as with many SPACs, the Sponsor and the individual board members of TSIA were conflicted because they stood to receive an incredible return on investment from their founder shares, even in a value-decreasing merger. The complaint further alleged the management and board members breached their two primary duties: (1) to conduct a fair process and perform due diligence to select an acquisition target, and (2) to provide public investors with enough information to determine whether to redeem the shares of their initial investment, plus interest, or invest in the private merger company. The breach of these duties led investors like Kilari not to exercise their redemption rights before the merger, resulting in devastating losses. Read more about SPACs here.

The complaint also stated that investors were given misinformation about Latch in connection with the merger, including inflated sales revenue, bogus hardware sales figures, unrealistic plans for international market expansion, and more. The suit alleges that the “disclosures surrounding the deal were not just marginally flawed, but affirmatively false and misleading,” which resulted in the catastrophic plummet of Latch stock. Click here to read the full complaint.

Brent and Kaja led the mediations for the Fishman Haygood team. Kelly Tucker, Christine Mackintosh, and Edward Lilly of Grant & Eisenhofer and Lawrence Eagel, Marion Passmore, and Brandon Walker of Bragar Eagel & Squire served as co-counsel for the proposed stockholder class. Brad deLeeuw of deLeeuw Law also served as Delaware counsel to Kilari.

Fishman Haygood represents both plaintiffs and defendants in class action and mass action litigation, both in Louisiana and across the nation. Click here for more information.