Securities

  • January 29, 2015

    GE Capital Urges Consolidation Of Suits Over Petters' Scheme

    General Electric Capital Corp. on Thursday asked the U.S. Judicial Panel on Multidistrict Litigation to combine four lawsuits accusing the company of participating in the $3.6 billion Ponzi scheme orchestrated by Tom Petters.

  • January 29, 2015

    MSRB Says Bank Loan Secrecy Harms Bondholders

    The Municipal Securities Rulemaking Board, which oversees the $3.6 trillion municipal securities market, on Thursday criticized the failure of many issuers to disclose their use of bank financing that can depress credit profiles and subordinate existing bondholders.

  • January 29, 2015

    Securities Group Of The Year: Gibson Dunn

    Gibson Dunn gave federal prosecutors a pair of black eyes in 2014, securing a trial victory in a 14-year-long insider trading case against a hedge fund manager, and ensuring an oil company executive walked away from a criminal fraud action with no jail time, earning its lawyers a place among Law360’s Securities Groups of the Year.

  • January 29, 2015

    SEC Should Bless BATS 'Obvious Error' Rule Change: SIFMA

    The Securities Industry and Financial Markets Association came out in support of proposed BATS Global Markets Inc. rule change for nullifying obvious error in option trades, saying the change will harmonize obvious and catastrophic error rules across exchanges, in a comment letter Wednesday to the U.S. Securities and Exchange Commission.

  • January 29, 2015

    Chicago Ponzi Schemer Gets 25 Years For $34M Fraud

    The admitted architect of a massive foreign currency trading Ponzi scheme that bilked investors out of nearly $34 million was sentenced to 25 years in prison Thursday by an Illinois federal judge.

  • January 29, 2015

    Immunomedics Sidesteps Securities Fraud Suit

    New Jersey-based biopharmaceutical company Immunomedics Inc. on Thursday turned back allegations that it misled investors by concealing the deterioration of a major licensing agreement after a federal judge ruled the company was under no obligation to disclose anything short of the contract’s termination to investors.

  • January 29, 2015

    SEC Witness Escapes Fine Over Ex-Barclays Rep's 'Parking'

    The U.S. Securities and Exchange Commission on Wednesday agreed to not impose a fine against a former Gleacher & Co. representative in exchange for his testimony against an ex-Barclays Capital Inc. bond trader over an alleged “parking” scheme the two were involved in.

  • January 29, 2015

    Icahn-Targeted Manitowoc Agrees To Split Operations

    Manitowoc Co. said Thursday it would use a tax-free spinoff to split its food-service unit into an independent publicly traded company, a move that comes a month after activist investor Carl Icahn surfaced with calls for a similar shakeup.

  • January 29, 2015

    $40B Alibaba Spinoff Could Make Yahoo An Attractive Target

    Yahoo Inc.'s move this week to spin off its $40 billion stake in Alibaba Group Holding Ltd. hinted at the company's direction going forward, but also invited a battery of new questions over what's next — including the buzzed-about possibility the company itself could land on the selling block.

  • January 29, 2015

    Ex-S&P Exec Wants SEC Case Halted For Constitutional Test

    Attorneys for a former Standard & Poor’s Rating Services executive on Thursday asked a New York federal judge to temporarily block the U.S. Securities and Exchange Commission from pursuing its in-house fraud case against her while the court considers if the agency’s administrative proceeding is constitutional.

  • January 29, 2015

    Basel Committee Seeks More Standardized Bank Risk Reports

    Global banking regulators on Wednesday unveiled new requirements for banks to disclose their capital and risk positions in a more uniform manner in a bid to increase market discipline and investor knowledge of the inner workings of banks.

  • January 29, 2015

    Newman Undermines Plea In Wells Fargo Insider Suit: Filing

    A Florida man is seeking to withdraw his guilty plea over an alleged $11 million insider trading scheme involving a former Wells Fargo investment banker, marking the latest fallout from the Second Circuit’s landmark decision in U.S. v. Newman.

  • January 29, 2015

    Plaintiffs Push For LBO Collusion Settlement Approval

    Plaintiffs in a long-running collusion case asked a Massachusetts federal judge Thursday to ignore objections from retail investors and to grant final approval to $590 million in settlements in a class action claiming Goldman Sachs Group Inc., Carlyle Group LP and several other private equity firms teamed up to keep leveraged buyout prices low prior to the financial crisis.

  • January 29, 2015

    CFTC Commish Presses Case For Swap Trading Reforms

    Rules passed by the U.S. Commodity Futures Trading Commission around the trading of swap contracts are modeled too closely on those for the futures industry, and should be reformed to prevent more swaps activity from fleeing U.S. soil, the agency commissioner said on Thursday.

  • January 29, 2015

    SEC Says E-Smart CEO Liable For Control Failures

    The U.S. Securities and Exchange Commission urged a Washington, D.C., federal judge Thursday to hold the CEO of accused fraudster E-Smart Technologies Inc. liable for alleged internal control failures, arguing the company had conceded the failures in a regulatory filing.

  • January 29, 2015

    Sens. Urge SEC To Lengthen Tick Size Pilot Program

    In a rare show of bipartisan unity, two senators have asked the U.S. Securities and Exchange Commission to extend the duration of its tick size pilot program, arguing that the current one-year proposal may be too short to gauge whether or not it is effective.

  • January 29, 2015

    Nixon Peabody, Mintz Levin Using Barred Defense, Court Told

    Nixon Peabody LLP and Mintz Levin Cohn Ferris Glovsky & Popeo PC cannot kill a malpractice suit by saying the plaintiff is as guilty as the law firms in failing to stop a former executive's alleged illegal fundraising because applicable state laws prohibit the defense, now-bankrupt biotech company Neogenix Oncology Inc. argued Wednesday.

  • January 29, 2015

    Warren, Cummings Ask Banks For Swaps Pushout Info

    A pair of prominent Democratic lawmakers on Thursday asked Bank of America Corp., JPMorgan Chase & Co., Goldman Sachs Group Inc. and Citigroup Inc. to provide detailed information about how the repeal of a Dodd-Frank Act swaps regulation will change their business plans.

  • January 29, 2015

    Cobalt Ducks SEC Charges Over Angolan Bribery Allegations

    The U.S. Securities and Exchange Commission has dropped its investigation of Cobalt International Energy Inc. over the alleged bribery of foreign officials in Angola in violation of the Foreign Corrupt Practices Act, the company said Wednesday.

  • January 29, 2015

    SEC Chair's Top Lawyer Heads For The Door

    The chief counsel to U.S. Securities and Exchange Commission head Mary Jo White announced plans Thursday to leave the agency after a year and three-quarters.

Expert Analysis

  • New Tool For Holdout Bondholders: The Trust Indenture Act

    Keith A. Simon

    By finding that Section 316(b) of the Trust Indenture Act protects a bondholder’s ability to sue in the practical sense, and not just the procedural right to sue, the Southern District of New York may have given minority bondholders significant leverage in future negotiations with distressed companies and secured lenders, say attorneys with Latham & Watkins LLP.

  • 3 Considerations For Audit Committees In 2015

    James B. Carlson

    Audit committee members are facing increased demands heading into 2015, which expose them to greater regulatory scrutiny and potential liabilities, and provide the basis for proxy and shareholder activists to oppose their re-election. Public companies, as well as private companies considering accessing the capital markets, need to be mindful of certain considerations, say attorneys with Mayer Brown LLP.

  • Key Questions When Selecting E-Discovery Vendors

    David Houlihan

    While e-discovery remains a critical pain point in litigation, the "solutions" supporting its processes continue to evolve. In order to help organizations navigate the sea of options, we conducted research with 21 organizations across e-discovery market segments to understand the factors involved in successful e-discovery investments, says David Houlihan of Blue Hill Research Inc.

  • A 1st Look At Potential Reach Of 2nd Circ. Newman Decision

    Harry Sandick

    A New York federal judge recently vacated previously accepted guilty pleas in U.S. v. Conradt, an insider trading prosecution brought under the “misappropriation” theory. There is now an increased likelihood that the Second Circuit’s decision in U.S. v. Newman will be read by other judges to apply to cases brought under both the classical and misappropriation theories, say attorneys with Patterson Belknap Webb & Tyler LLP.

  • And Now A Word From The Panel: 2014 JPML Practice Trends

    Alan E. Rothman

    At its December session, the Judicial Panel on Multidistrict Litigation considered the second attempt by a distributor of dietary supplements to create an MDL proceeding, raising the prospect of the first Hawaii MDL proceeding in nearly 20 years. But as we gear up for the panel hearing on Thursday, let's also consider how JPML trends of 2014 compare with prior years, says Alan Rothman of Kaye Scholer LLP.

  • Increasing Deference To Boards — But Not 'Anything Goes'

    Robert C. Schwenkel

    Over the past year, Delaware courts have continued a trend in their opinions toward increased judicial deference to the decisions of independent and disinterested directors. What has changed is the lens through which the courts view, and thus apply, the fundamental ground rules for review of a sale process, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • 10-K Conundrum: How SEC Filings Breed Employment Claims

    Jessica Linehan

    A recent Seventh Circuit decision provides a cautionary tale for employers deciding what level of detail about litigated matters to include in publicly disclosed U.S. Securities and Exchange Commission filings, say attorneys with Dorsey & Whitney LLP.

  • 2 Del. Decisions Offer Nuanced Guidance On Revlon Duties

    William P. Mills

    Careful analysis of two separate Delaware decisions reveal guidance on how boards should undertake to satisfy their Revlon duties in the context of a change-of-control transaction, and each case makes clear that a court will be reluctant to second-guess a target board’s reasonable judgment absent a basis to question its motivations, say attorneys with Cadwalader Wickersham & Taft LLP.

  • Once More Unto The Breach — Rehearing In Newman?

    Eugene Ingoglia

    On Friday, the U.S. Attorney’s Office for the Southern District of New York decided to seek appellate review of several aspects of the recent insider-trading decision in U.S. v. Newman and Chiasson. En banc rehearing petitions are rarely granted in any circuit, and are particularly rare in the Second Circuit, which hears the fewest number of rehearings of any circuit in the country, say Eugene Ingoglia and Gregory Morvillo of Morvillo LLP.

  • An Underused Arsenal Of Securities Suit Defenses

    Jonathan W. Hackbarth

    Both case law and academic studies indicate that 20 years after its enactment, the Private Securities Litigation Reform Act is not being used as zealously as either Congress intended or its provisions allow. Given the chilling effect that the PSLRA’s mandatory Rule 11 review should have on frivolous securities lawsuits, why isn’t this provision more frequently invoked? asks Jonathan Hackbarth of Quarles & Brady LLP.