Securities

  • December 19, 2014

    Empire State Building Investors Launch Another Suit Over IPO

    Several investors lobbed a securities fraud suit on Thursday in New York federal court against the Empire State Building's manager and asset management company Malkin Holdings LLC and its principals over allegedly fraudulently cheating the plaintiffs in last year's real estate investment trust deal and subsequent initial public offering.

  • December 19, 2014

    US Bank Settles With CFTC In Suit Over Peregrine Debacle

    An Iowa federal judge on Friday agreed to dismiss a suit brought by the U.S. Commodity Futures Trading Commission against U.S. Bank NA after the two parties agreed to settle claims that the bank aided bankrupt Peregrine Financial Group Inc.’s former CEO in misappropriating $215 million in customer funds.

  • December 19, 2014

    Enterprise Products VP Joins Norton Rose Fulbright

    A senior vice president, general counsel and secretary at Enterprise Products Partners LP is leaving the company to join Norton Rose Fulbright's corporate, securities and mergers and acquisitions practice group in Houston, the law firm announced Thursday.

  • December 19, 2014

    Del. Justices Nix Voting Ban On $2.9B C&J Energy-Nabors Deal

    The Delaware Supreme Court on Friday shot down a 30-day injunction barring oil field company C&J Energy Services Inc. from holding a shareholder vote on a proposed $2.9 billion merger with the hydraulic fracturing and well-sealing units of Nabors Industries Ltd., finding numerous problems with the Chancery Court decision.

  • December 19, 2014

    BofA Fails to Shake FHFA's MBS Suit

    A New York federal judge has shot down Bank of America Corp.'s latest bid to get rid of a Federal Housing Finance Agency suit over mortgage-backed securities, saying on Thursday that the fact that the sales transaction was hatched before a final prospectus was available is not a deal breaker.

  • December 19, 2014

    Lead Counsel in Hi-Crush IPO Suit Cashes in for $1.3M

    Kirby McInerney LLP, the lead counsel for an investor class that won a $4 million payout from fracking sand producer Hi-Crush Partners LP over its fumbled initial public offering, is set to pocket a third of that sum in fees, according to a motion filed in New York federal court on Thursday.

  • December 19, 2014

    ACLU Urges Lift Of Gag Order In Coal Exec's Criminal Case

    The American Civil Liberties Union urged a West Virginia federal judge Thursday to lift a sweeping gag order in the criminal case of former Massey Coal Co. CEO Don Blankenship in connection with 29 miner deaths, saying in a sealed document that the order flies in the face of the Supreme Court's absolute prohibition of prior restraint under the First Amendment.

  • December 19, 2014

    Onyx Traders Say Newman Undermines SEC Insider Case

    In the latest fallout from the Second Circuit's decision in U.S. v. Newman, two Dubai investors claim they can't be sued by the U.S. Securities and Exchange Commission over an alleged $3.7 million insider trading scheme involving Onyx Pharmaceuticals Inc. stock because they didn't know about benefits given to the alleged tipster.

  • December 19, 2014

    Musk Says Battery Fire Securities Action Was 'Frivolous'

    Elon Musk and Tesla Motors Inc. asked a California federal judge Thursday for sanctions against Pomerantz LLP and Glancy Binkow & Goldberg LLP for bringing a “frivolous” securities class action nixed by a judge who called it a “losing proposition” to accuse Tesla of lying about the safety of its vehicles.

  • December 18, 2014

    Ally Gets DOJ Subpoena In Subprime Auto Loan Probe

    Ally Financial Inc. on Thursday disclosed that the U.S. Department of Justice has requested internal documents as part of its ongoing probe into subprime auto lending, months after the lender received a subpoena connected to securities regulators’ investigation into the same practices.

  • December 18, 2014

    11th Circ. Won't Rehear Bid To Kill SEC Suit Vs. Miami Official

    The Eleventh Circuit on Wednesday refused to rehear a decision in which it declined to grant former Miami Budget Director Michael Boudreaux qualified immunity or toss a U.S. Securities and Exchange Commission suit accusing him of attempting to hide the city's deteriorating financial health by making multimillion-dollar transfers.

  • December 18, 2014

    Dodd-Frank Agencies Coordinated Well On Volcker, GAO Finds

    The U.S. Securities and Exchange Commission and other regulators have worked well together under the Dodd-Frank Act, but differences between how the SEC and the U.S. Commodity Futures Trading Commission have approached crafting swaps regulations has led to uncertainty, the Government Accountability Office reported Thursday.

  • December 18, 2014

    US Bank To Pay $6M To Settle MBS Class Action

    U.S. Bank agreed Wednesday to pay $6 million to a class of investors to settle allegations in New York federal court that it didn't cure clear defects in loans bundled into mortgage-backed securities that it trusteed.

  • December 18, 2014

    Nortel's US Arm Gets Nod For $1B Bondholder Interest Deal

    A Delaware bankruptcy judge on Thursday blessed a settlement between Nortel Networks Corp.'s U.S. arm and crossover bondholders that caps post-petition interest on their notes at $1 billion, rejecting myriad arguments raised by the defunct telecom's Canadian units.

  • December 18, 2014

    2nd Circ. Invites Insiders To Save The Tips For Friends

    In its recent landmark decision to overturn the insider trading convictions of two former hedge fund managers, the Second Circuit significantly raised the bar for government prosecutors to prove what benefit a tipper received from disclosing material nonpublic information, causing some to fear that potential criminals might be able to get away with leaking secrets to bolster a business-related friendship.

  • December 18, 2014

    Cut SEC Claims Against Hedge Fund Manager Make Comeback

    A California federal judge on Thursday reversed his decision to toss a pair of U.S. Securities and Exchange Commission claims against the head of hedge fund manager ABS Manager LLC, ruling new evidence raised questions about ABS’ alleged status as an investment adviser.

  • December 18, 2014

    SAC Won't Oppose Victims Fund For $602M Settlement

    SAC Capital Advisors LP has told a New York federal judge it doesn't object to the U.S. Securities and Exchange Commission setting up a fair fund to distribute a $602 million insider trading settlement to victims of the alleged scheme, according to a court filing made public Thursday.

  • December 18, 2014

    Ex-Retrophin CEO Gave Away Stock, Investor Suit Says

    The former CEO of biopharmaceutical company Retrophin Inc. handed out stock without shareholder approval and misrepresented the company's finances, according to a recent securities class action filed in New York federal court. 

  • December 18, 2014

    CFTC Boots AlphaMetrix CEO After $8.4M Court Order

    The U.S. Commodity Futures Trading Commission on Thursday yanked the registration of the CEO to a Chicago-based commodity fund firm accused of misusing $2.8 million in client rebates, two days after a federal judge approved a settlement with the firm valued at three times that amount.

  • December 18, 2014

    MetLife Deemed Systemically Important By Regulators

    The Financial Stability Oversight Council has issued a final determination that MetLife Inc. is a systemically important financial institution, which will force the insurer to meet higher prudential standards and subject it to Federal Reserve oversight, the company said Thursday.

Expert Analysis

  • The Naked Truth: Intricacies Of Naked Short Sales

    Joshua Hamilton

    The California Court of Appeal decision in the Overstock.com Inc. case provides an unusually deep discussion of the interplay between short selling — specifically, naked short selling — and both the California and federal laws designed to prevent market manipulation, say Joshua Hamilton and Ryan Walsh of Paul Hastings LLP.

  • Louisiana Weighs In On Double Derivative Action Debate

    Andrew R. Lee

    In a case of first impression in Louisiana, the state's Fourth Circuit Court of Appeal has recognized the procedural availability of the “double derivative” action, allowing minority members of a parent LLC to bring an action on behalf of the parent's wholly owned subsidiary LLC for wrongful acts against the subsidiary. The ruling follows case law from other states, including Delaware, say Andrew Lee and Brett Venn of Jones Walker LLP.

  • SDNY Widens Split On Dodd-Frank Whistleblower Protection

    Michael Filoromo III

    The U.S. District Court for the Southern District of New York's decision in Berman v. Neo@Ogilvy LLC makes it the latest court to hold that Dodd-Frank only covers employees who report suspected violations of securities laws to the U.S. Securities and Exchange Commission — the ruling reflects a deepening split on the issue among federal courts, say David Marshall and Michael Filoromo III of Katz Marshall & Banks LLP.

  • Spotlight On SFO: Prosecuting In The Regulator’s Shadow

    Aamir Khan

    There remain serious questions on whether the Serious Fraud Office in the United Kingdom is really best equipped to be prosecuting individuals relating to issues such as Libor and forex manipulation, which are already being investigated by the Financial Conduct Authority and other regulators, says Aamir Khan, general counsel and the senior director for the U.K. and Europe at legal services firm Clutch Group.

  • What Happens When Legal Aid Cuts Stimulate Pro Bono?

    Kevin J. Curnin

    The bad news coming out of the European Pro Bono Summit in November was the rising toll of heavy cuts to public legal aid in England. From this crossroad, there is a lot to be learned about the relationship between public and private assistance, the direction of legal help for the poor in the EU, and whether the American legal aid/pro bono experience offers a road map for what’s next in Europe, says Kevin Curnin of the Association ... (continued)

  • Chancery Court Speaks To Underlying Reality of Influence

    John E. Sorkin

    In Zhongpin Inc. Stockholders Litigation, the Delaware Chancery Court found the plaintiffs had pled sufficient facts to raise an inference that company founder, chairman and CEO Xianfu Zhu was a controlling stockholder — even though he owned only 17 percent of the stock and had not controlled the directors’ decision relating to his going-private bid. A greater willingness to cooperate in the transaction would have advantaged Zhu's ... (continued)

  • Blankenship Case Shows Perils Of Post-Crisis Assurances

    Jeremy Peterson

    Attorneys and executives would do well to take note of the recent federal indictment of Massey Energy Co.'s former CEO, which shows that, in at least some circumstances, relatively general and open-ended corporate statements can be the basis for criminal charges, say attorneys at Arnold & Porter LLP.

  • A Year For Whistleblower Rewards And Protections

    Jason Zuckerman

    2014 has been a transformative year for the development of whistleblower law between whistleblowers obtaining record recoveries through the U.S. Securities and Exchange Commission's whistleblower rewards program, the U.S. Supreme Court's Lawson v. FMR ruling and the strengthening of protection provisions in the Sarbanes-Oxley Act, say Jason Zuckerman and Dallas Hammer of Zuckerman Law.

  • Key Changes To ISS And Glass Lewis Voting Guidelines

    Teri E. O’Brien

    Proxy advisory firms Institutional Shareholder Services and Glass Lewis & Co. recently released updates to their respective voting guidelines for the 2015 proxy season. Paul Hastings LLP attorneys have mapped out the key changes.

  • Exchange Act Does Not Prohibit Big Boy Letters

    Susan F. DiCicco

    Companies weighing the value of no-reliance clauses in agreements have good reason to include them, as federal courts continue to enforce disclaimers of reliance in contracts between sophisticated parties, including in so-called “Big Boy” letters, say Susan DiCicco and Matthew Ladd of Morgan Lewis & Bockius LLP.