Securities

  • September 22, 2017

    Ultratech Investors Seek Stock Appraisal In $815M Merger

    Shareholders of semiconductor equipment maker Ultratech Inc. filed a petition for appraisal of their investments Friday in Delaware Chancery Court, following the company’s $815 million acquisition by Veeco Instruments Inc.

  • September 22, 2017

    SEC Takes Walk In Businesses' Shoes With Database Hack

    The U.S. Securities and Exchange Commission provided companies with a crash course in what to do — and what not to do — when it recently revealed that its electronic public document filing system had been hacked last year. 

  • September 22, 2017

    Ex-Hunton Atty Seeks No Jail Time For Tipping Off Friend

    A former Hunton & Williams LLP patent partner who hinted to a friend about an upcoming Pfizer deal asked a New York federal judge to sentence him to probation for his securities fraud and conspiracy conviction, citing his kindhearted acts and restating his claim that he does not recall tipping off his friend, according to court documents made public Friday.

  • September 22, 2017

    SunEdison Slams 'Disgruntled' Investors' Appeal Over Ch. 11

    Aiming to shoot down an appeal stemming from its now-confirmed Chapter 11 bankruptcy plan, renewable energy giant SunEdison Inc. told a New York federal court this week that investors accusing the company of using an exit financing agreement to buy creditor support are improperly seeking to advance a “self-interested agenda.”

  • September 22, 2017

    LendingClub Fights Shareholder Cert. In Stock Drop Suit

    LendingClub Corp. asked a California federal judge Thursday not to certify a class of investors suing over the company hiding defective internal controls, saying the “lawyer-controlled” named plaintiff had an unusual investment history that made it ill-equipped to lead the class.

  • September 22, 2017

    Ex-Attys Ask For Way To Get Paid In $350M EB-5 Fraud Case

    Former attorneys for embattled Jay Peak ski resort owner Ariel Quiros asked a Florida federal judge Friday to modify an asset freeze in the $350 million EB-5 visa fraud suit against their ex-client to allow them to be paid. 

  • September 22, 2017

    SEC Halts Trading In Stock That Touted Hurricane’s Upside

    The U.S. Securities and Exchange Commission on Friday halted trading of a penny stock that announced it was mobilizing resources and hiring key staff to respond to Hurricane Harvey, reiterating its warning that scammers might try to capitalize on crises to lure investors.

  • September 22, 2017

    SEC Says Colo. Adviser Conned Investors And Lost Their $1M

    The U.S. Securities and Exchange Commission on Friday sued Colorado investment advisory firm Moses Investment Co. and its owner for lying about his trading experience, past performance and the riskiness of investing, saying investors lost nearly $1 million.

  • September 22, 2017

    Axis Gets Win In Patriarch Coverage Over Tilton Probe Case

    A New York federal judge Friday denied Lynn Tilton’s Patriarch Partners LLP insurance coverage for a $20 million U.S. Securities and Exchange Commission probe, saying it was already under investigation when it took out $5 million in excess coverage from Axis Insurance Co.

  • September 22, 2017

    Aegerion To Pay $40M To End Host Of Juxtapid Claims

    Massachusetts-based biopharmaceutical company Aegerion Pharmaceuticals Inc. agreed Friday to pay about $40 million to end criminal and civil allegations by the U.S. Department of Justice and fraud charges brought by the U.S. Securities and Exchange Commission over an expensive cholesterol treatment.

  • September 22, 2017

    BofA, Merrill Unit Pay $5M To Settle 'Pre-Hedging' Probes

    Bank of America Corp. and its Merrill Lynch Pierce Fenner & Smith Inc. broker-dealer unit agreed to pay a total of $5 million to settle allegations they misled prosecutors and regulators investigating former New York swaps traders for executing futures trades after learning big trades were in the pipeline, federal authorities announced Friday.

  • September 22, 2017

    Shareholder Drops Renewable Energy Co. Stock Slip Suit

    The lead shareholder in a proposed stock drop class action against the renewable energy company Amyris Inc. voluntarily dropped the claims in California federal court Thursday ahead of Friday’s due date for submitting an amended complaint.

  • September 22, 2017

    Pharma Insider-Trading Suspect Arrested Again

    A Massachusetts man accused of an insider trading scheme involving pharmaceutical company stock ran out of second chances Friday morning, when he was arrested for allegedly failing to check in with pretrial services.

  • September 22, 2017

    Fiat Investors Want Emissions Claims Kept In Stock Drop Suit

    A proposed class of Fiat Chrysler Automobiles NV investors told a New York federal court Thursday that there’s no reason to trash their emissions-related allegations because they’ve shown the automaker’s executives knew about possible “defeat devices” in Fiat’s vehicles and thus intended to deceive investors about potential emissions problems.

  • September 22, 2017

    Facebook Drops Nonvoting Stock Plan, Trial Is Canceled

    Facebook dropped its plans Friday to create a nonvoting class of stock that would have allowed CEO Mark Zuckerberg to retain control of the company while divesting 99 percent of his stake to charity, an about-face that scotched a Delaware Chancery Court trial scheduled for next week.

  • September 22, 2017

    Companies Must Prepare For Life After 'Emerging Growth'

    Federal exemptions that relieve "emerging growth" companies from certain disclosure requirements that typically apply to public companies will begin sunsetting at year’s end for many issuers — a significant shift that attorneys say companies must start bracing for now. Here are some key changes that former EGCs will have to enact to stay on regulators’ good side as grown-ups.

  • September 21, 2017

    Marvell Waived Privilege Handing Report To SEC, Judge Says

    A California federal judge Thursday ordered Marvell Technology to give a putative class of investors the underlying work papers used to prepare an investigatory report that Marvell commissioned on its accounting practices, saying such reports are “suspect” and that tendering it to the U.S. Securities and Exchange Commission waived any privilege.

  • September 21, 2017

    Wolf Haldenstein Nabs Top Spot In Zoompass Investor Suit

    Wolf Haldenstein Adler Freeman & Hertz LLP will serve as lead counsel for a proposed class of Zoompass Holdings Inc. investors in a suit alleging the Canadian financial technology company concealed its involvement in a scheme to promote its stock, a New Jersey federal judge said on Wednesday.

  • September 21, 2017

    SEC Unveils Guidance On Pay-Ratio Rule Compliance

    The U.S. Securities and Exchange Commission released guidance Thursday advising companies on how to comply with controversial new pay-ratio rules designed to illustrate difference between the pay of chief executives and median employees in a manner the agency says is flexible and less costly.

  • September 21, 2017

    SEC Seeks No Penalty From IT Firm Over Execs' Alleged Fraud

    A bankrupt information technology company whose former top executives face criminal fraud charges for allegedly plundering their company’s accounts and trying to hide it won’t have to pay a cent under a settlement filed by the U.S. Securities and Exchange Commission in Illinois federal court on Wednesday.

Expert Analysis

  • What To Expect In Forex Fraud Trial Of Ex-HSBC Exec

    Scott Schirick

    The prosecution of HSBC’s former global head of foreign exchange spot trading — whose trial begins on Monday in the Eastern District of New York — will test whether the government can turn sharp dealing and deception in the unregulated institutional spot forex market into criminal fraud, says Scott Schirick of Pryor Cashman LLP​.

  • Why Kokesh Really Matters

    Matthew Martens

    In the aftermath of Kokesh, the U.S. Securities and Exchange Commission has continued filing enforcement actions in federal district courts seeking disgorgement, as if the import of the decision is only that disgorgement is subject to a five-year statute of limitations. This overlooks two far more significant ramifications of Kokesh for SEC enforcement practice, say attorneys with WilmerHale.

  • Extending CalPERS V. ANZ Securities To Exchange Act Cases

    Alan Glickman

    The Third Circuit in North Sound Capital v. Merck became the first federal appellate court to extend the U.S. Supreme Court’s ruling in California Public Employees’ Retirement System v. ANZ Securities, applying it to claims brought under the Exchange Act. However, the decision's significance remains unclear, say attorneys with Schulte Roth & Zabel LLP.

  • Opinion

    Digital Realty Trust V. Somers May Kill Corporate Compliance

    Stephen Kohn

    During its upcoming term, in Digital Realty Trust v. Somers, the U.S. Supreme Court will decide whether employees who report violations internally are protected under Dodd-Frank. If the court requires whistleblowers to report violations directly to the U.S. Securities and Exchange Commission, internal corporate compliance programs will be crippled, says Stephen Kohn of Kohn Kohn & Colapinto LLP.

  • The Role Legal Finance Can Play In Firm Year-End Collections

    Travis Lenkner

    Payment collection delays have caused law firms to seek new options, one of which is litigation finance. In this context, litigation finance can offer alternative avenues to firms as they approach the end of a fiscal year or partnership distribution dates, says Travis Lenkner of Burford Capital LLC.

  • When Can LLCs Appoint A Special Litigation Committee?

    Muhammad Faridi

    A New York state court’s recent decision in LNYC Loft v. Hudson Opportunity Fund regarding the authority of a limited liability company to appoint a special litigation committee represents a departure in the trend of courts using statutory and common law to address questions that are not directly addressed by an LLC operating agreement, say Muhammad Faridi and Elizabeth Quirk of Patterson Belknap Webb & Tyler LLP.

  • Applying Delaware Contract Law To LPA Safe Harbors

    Darren Kaplan

    The Delaware Chancery Court's opinion in Morris v. Spectra Energy provides a road map for the litigation of safe-harbor provisions in limited partnership agreements and invites close review by both private fund litigators and drafters of Delaware LPAs, says Darren Kaplan of Stueve Siegel Hanson LLP.

  • 'Per-Doc' Pricing Can Improve Document Review

    file folder

    Imagine going to a restaurant and ordering your steak medium-rare. The steak arrives burned. You expect the kitchen to bring you another one properly done, right? And you don’t expect to pay for two steaks, do you? Paying a vendor for document review should be no different, says Lisa Prowse, an attorney and vice president at e-discovery firm BIA Inc.

  • When A SOX Whistleblower Claim Applies Extraterritorially

     Matthew LaGarde

    The recent decision from the U.S. Department of Labor's Administrative Review Board in Blanchard v. Exelis Systems is important because it makes clear that, so long as the misconduct reported by the employee affects the United States in “some significant way,” the Sarbanes-Oxley Act will apply extraterritorially, says Matthew LaGarde of Katz Marshall & Banks LLP.

  • The Regulatory Risks Of A Deregulatory Environment

    Mark Schonfeld

    Now that we are several months into an administration with an agenda of financial deregulation, one might reasonably believe financial institutions are in for several years of relative quiet from regulators. However, at least two factors raise the potential risk for a future wave of investigative activity, says Mark Schonfeld of Gibson Dunn & Crutcher LLP.