A Trius Therapeutics Inc. shareholder brought a putative class action Friday aimed at stopping a buyout by Cubist Pharmaceuticals Inc. worth up to $818 million, calling the offer ill-timed and undervalued given the “imminent launch” of the drug developer's first product.
A former assistant treasurer at American Superconductor Corp. pled guilty to insider trading on Monday, agreeing to settle civil charges with the U.S. Securities and Exchange Commission after making illicit bets against the energy technology company.
Microsoft Corp. and its chief executives were hit with a putative class action Monday in Massachusetts federal court, accused of misleading investors about the failure of its tablet product Surface RT, causing the company to lose $34 billion.
California renewable energy company Amyris Inc. was hit with a derivative suit Thursday alleging that its executives misled investors about the production of a chemical used in transportation fuels to artificially inflate stock prices that eventually tanked and to engage in $21 million worth of insider trading.
A Miami-based wealth management adviser for Morgan Stanley & Co. LLC filed suit Thursday in Florida state court against a fellow wealth manager over rights to an investment book including at least $450 million in assets that the two had brought to the financial services firm.
A shareholder of aircraft company Erickson Air-Crane Inc. launched a derivative class action Thursday alleging that the recapitalization triggered by the company’s $250 million purchase of a helicopter operator was engineered by the private equity majority stakeholder to protect its investment at the expense of other stockholders.
The U.S. Securities and Exchange Commission hit a Utah man with a lawsuit Thursday accusing him of running a Ponzi scheme that cheated investors out of $4 million, funds he allegedly used to pay former clients, lost in risky trades and spent on personal expenses including a family trip to Mexico.
A shareholder filed a putative class action in Florida state court last week claiming breach of fiduciary duty against DEI Holdings Inc. and its board of directors, including Rep. Darrell Issa, R-Calif., for an allegedly inadequate price in the $285 million sale to a private equity firm.
Wells Fargo Bank NA, Deutsche Bank AG and Bank of New York Mellon Corp. filed suit Wednesday seeking an order blocking the city of Richmond, Calif., and a mortgage company from seizing home loans through eminent domain, arguing the program is unconstitutional and will hurt retirees and savers.
The officers of a Pennsylvania medical device company were hit with a shareholder suit in state court Wednesday accusing them of overseeing a sham announcement of $20 million in financing that allowed the board’s chairman to sell his own stock as part of a public offering.
Chef Philippe Chow and the other owners of his two upscale Chinese restaurants in Florida were hit with a lawsuit last week by several investors who claim they were duped into putting $900,000 into the now-shuttered restaurants through a host of misrepresentations.
A municipal pension fund launched a securities class action in New York federal court Friday accusing Canadian mining giant Barrick Gold Corp. of misleading investors about potential cost and environmental roadblocks on its $8.5 billion Chilean mining project, the latest suit against Barrick over the project.
More shareholders sued Fannie Mae and its government backers Monday over dividends the now-recovered housing giant has paid out, accusing the U.S. Treasury of illegally seizing Fannie Mae's profits and cutting out private investors completely.
An Activision Blizzard Inc. investor hit the company's board of directors with a derivative suit in California state court Thursday, claiming an $8.2 billion deal to buy back Vivendi SA's controlling stake enriches company insiders at the expense of shareholders.
A group of investment funds brought suit against Barclays Bank PLC in New York state court Wednesday alleging the bank is taking advantage of the funds' bankruptcy in an attempt to obtain $17 million more than it is due under a 2005 loan agreement.
A CapitalSource Inc. investor launched a putative class action Thursday aimed at halting the commercial lender's $2.3 billion merger with PacWest Bancorp, claiming the deal shortchanges shareholders of the growing company.
A former Green Mountain Coffee Roasters Inc. manager and his friend reaped $7 million by trading on inside information ahead of the company’s earnings announcements between 2010 and 2013, the U.S. Securities and Exchange Commission alleged in a complaint unsealed Wednesday.
The U.S. government on Thursday unsealed an indictment accusing investment fund manager Brian Callahan and real estate developer Adam Manson with operating a $96 million Ponzi scheme centered around a Long Island beachfront community.
A group of pension funds hit Walgreen Co. with a shareholder derivative suit in Illinois federal court Wednesday alleging the pharmacy giant's board of directors failed to take appropriate action to halt improper sales of prescription painkillers and avoid an $80 million fine from the Drug Enforcement Agency.
Billionaire Carl Icahn sued Thursday to block Dell Inc.'s board from delaying a vote on the company's $24.4 billion private equity buyout and setting a new record date meant to boost the deal's chances of passing.
Two proposed bills would overturn a controversial Internal Revenue Service notice that applied U.S. tax to liquidating distributions of domestically controlled real estate investment trusts. This change would significantly ease exit planning for foreign investors in private REITs with less than 50 percent foreign ownership, says Joan Roll of Pepper Hamilton LLP.
When it comes to preventing cyberattacks, the U.S. government can’t protect its own networks, let alone those of large law firms. And when it comes to deterring and punishing intruders, our government offers even less. We have to do more than play defense. We didn’t reduce street crime by requiring pedestrians to buy better body armor every year, says Stewart Baker, a partner with Steptoe & Johnson LLP and former assistant secretary for policy at the U.S. Department of Homeland Security.
Some of the key methods being used by the U.S. Securities and Exchange Commission's new financial reporting and audit task force to identify potential accounting fraud violations include quantitative data analytics, reliance on whistleblowers and tips from other regulators and investigative teams. The task force appears to be shaping up as a substantial initiative, says Arian June of WilmerHale.
The recent Southern District of New York decision in Tribune Company Fraudulent Conveyance Litigation has potential implications for the interpretation of Section 546(e) of the Bankruptcy Code. And it comes at a time when other attempts to avoid the reach of Section 546(e) or related statutes are pending before various courts — such as the lawsuit brought by the litigation trustee in the Lyondell Chemical Company bankruptcy and the lawsuit brought by the SemGroup Litigation Trust, say attorneys with Davis Polk & Wardwell LLP.
What should an attorney do in the middle of a deposition if her client answers in a way that suggests a misunderstanding of the question or sudden memory loss? She will likely want to confer with her client at the next available opportunity, but her ability to do so without waiving privilege will depend, in part, on where the deposition is taking place, say attorneys with Pillsbury Winthrop Shaw Pittman LLP.
Just like U.S. Supreme Court Justice Potter Stewart’s observation about pornography, most people cannot explain fiduciary duty but (think) they know a breach when they see it. As is true in many situations, careful drafting of the operative documents is the first step in clarifying whether the parties are in a fiduciary relationship, say Joan Secofsky and Richard Janvey of Diamond McCarthy LLP.
For smaller public companies with little to no analyst coverage, it may be difficult to conduct a follow-on offering for a security other than common stock, but larger, more seasoned companies may conduct public debt offerings of securities that may or may not be convertible into common stock. The primary benefit of a nonconvertible public debt offering is that existing shareholders will not be diluted, says Michael Rave of Day Pitney LLP.
Litigation is typically the single largest line item in the general counsel’s budget. Yet it was long considered exempt from client demands for lower costs and greater certainty. Until now. The past few years changed this perception, leaving some litigators at a loss for how to address client demands for greater predictability, transparency and value. Expert witnesses remain an untapped resource, say consultants Jane Kidd and Marcie Borgal Shunk.
If class action firms advance the regulators’ view that banks may somehow be accountable for deciphering the DNA of every automated clearing house transaction, the strength of compliance management may become as critical to the defense of private litigation as it is to regulatory supervision, say Richard Gottlieb and Valerie Hletko of BuckleySandler LLP.
Although the government shutdown and the debt ceiling crisis are occasionally conflated, they have distinct effects on government operations and on parties interacting and transacting with the government, says Boris Bershteyn, of counsel with Skadden Arps Slate Meagher & Flom LLP and former general counsel of the White House Office of Management and Budget.