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Securities

  • July 9, 2018

    CBS, NAI Clash In Chancery Over Pretrial Record Holdbacks

    CBS Corp. and controlling shareholder National Amusements Inc. clashed in Delaware Chancery Court Monday over threatened, mutual denials of access to records involving their battles over CBS’ efforts to dilute NAI’s board clout and NAI’s push for a disputed CBS-Viacom Inc. merger and later sale.

  • July 9, 2018

    Trump Picks Brett Kavanaugh For Supreme Court

    President Donald Trump on Monday nominated Judge Brett Kavanaugh, a 12-year veteran of the D.C. Circuit, to replace Justice Anthony Kennedy on the U.S. Supreme Court.

  • July 9, 2018

    Blue Bell Shakes Most Investor Claims In Listeria Outbreak

    A Delaware Chancery Court judge allowed only one claim to survive a motion to dismiss a derivative action against Blue Bell Creameries over a deadly 2015 listeria outbreak, saying that while the dairy company’s general partner may have breached its partnership agreement, its parent and directors cannot be held liable.

  • July 9, 2018

    UPDATED: Chancery Tug Co. Dispute Kept Alive in Washington

    A Delaware-to-Washington state, cross country court duel over management of Harley Marine Services Inc. put control of the tug and barge company in judicial crosshairs Tuesday, following the reversed ouster of the company's CEO last week and a move this week to disqualify the judge who issued a temporary restraining order blocking the firing.

  • July 9, 2018

    Del. High Court Revives Fresh Grocer Investor's Deal Suit

    The Delaware Supreme Court on Monday reversed a lower court’s decision to dismiss a stockholder suit brought by an investor of The Fresh Grocer over the company’s $1.4 billion take-private deal, saying a vice chancellor erred in finding that shareholders were fully informed when voting to tender their shares.

  • July 9, 2018

    Investors Fight Silver Wheaton's Escape Bid In $207M Tax Row

    Investors on Friday fought Canadian mining company Silver Wheaton Corp.'s bid in California federal court to escape their class action that alleges the firm kept $207 million in transfer pricing tax liability secret to boost stock prices, saying discovery provided enough evidence to prove their case.

  • July 9, 2018

    Feds Want Breitling Energy CEO Kept In Jail Before Fraud Trial

    Federal prosecutors asked a Texas federal judge Monday to keep the CEO of Breitling Energy Corp. in jail while he awaits trial on charges he defrauded investors out of about $70 million, arguing there is a “serious” risk that he could flee the country if allowed to post bond.

  • July 9, 2018

    Biotech Co. Didn't Disclose Rejected Patent, Investors Say

    PolarityTE Inc. closed on a $104 million deal to buy a pending patent covering skin regeneration technology without telling investors that the U.S. Patent and Trademark Office had rejected the patent application, a potential class of shareholders have told a Utah federal court.

  • July 9, 2018

    Hong Kong Fines Bank $3M For Failing Duties As IPO Sponsor

    Hong Kong's Securities and Futures Commission has fined the investment bank CCB International Capital Ltd. HK$24 million ($3.06 million) for neglecting its responsibilities as the sole sponsor of a food company's initial public offering, the agency said Monday.

  • July 9, 2018

    Investors Say Triangle Capital Dealing In 'Half-Truths'

    A putative class of Triangle Capital Corp. shareholders launched a lawsuit in North Carolina federal court on Friday accusing the company and its directors of issuing a proxy statement that included too little information for shareholders to properly assess the fairness of a proposed asset sale.

  • July 9, 2018

    Web Co., Investors Settle False Metrics Claims For $18.7M

    Web hosting company Endurance International Group Holdings Inc. and two executives have agreed to pay investors $18.65 million to end claims the company padded subscription numbers in public filings to boost its financial performance, according to documents filed Friday in Massachusetts federal court.

  • July 9, 2018

    SEC Seeks Quick Wins In $5M 'Prime Bank' Case

    The U.S. Securities and Exchange Commission on Friday asked a Maryland federal judge to grant quick wins on its claims against two companies and three individuals implicated in a $5 million "prime bank" scam, saying one of the company's principals has already copped to a criminal charge related to the scheme.

  • July 9, 2018

    Fox Investors Sue Over SEC Docs In $71B Disney Deal

    Twenty-First Century Fox Inc. and its board of directors have violated the Securities Exchange Act by misrepresenting financial figures in documents filed with the U.S. Securities and Exchange Commission related to a $71 billion cash-and-stock deal reached with The Walt Disney Co. last month, says a proposed class action filed Friday in Delaware federal court.

  • July 9, 2018

    Atty's Claims Back Up Penalties In Biotech Fraud, SEC Says

    The U.S. Securities and Exchange Commission has renewed its demand for more than $1 million from a onetime biotech chief executive, telling a New Jersey federal court that his attorney confirmed he pocketed illicit proceeds from the sale of company stock.

  • July 6, 2018

    Ex-SocGen Exec Says Libor Charges Stem From Gender Bias

    A former Société Générale SA executive urged a New York federal judge to toss criminal charges relating to a Libor manipulation scheme, arguing she and a fellow female executive were targeted for prosecution because of their gender, while their male higher-ups skated.

  • July 6, 2018

    Ex-Akebia Employee Denies Trading On Drug Trial Results

    A former biostatistician at Akebia Therapeutics Inc. said Friday at his insider trading trial in Boston that prosecutors have failed to show he purchased stock based on positive results of the company’s anemia treatment.

  • July 6, 2018

    Ocular Looks To Kick Investor Suit Over Eye Drug Approval

    Ocular Therapeutix Inc. and its executives moved Friday to toss a proposed investor class action alleging that the biopharmaceutical company misled them about receiving federal approval for an eye pain reliever, telling a Massachusetts federal judge the suit rests on statements that were true or protected from fraud claims.

  • July 6, 2018

    Blockchain Atty Departs MoFo To Launch Crypto Boutique

    Joshua Ashley Klayman, a founder and former head of Morrison & Foerster LLP’s blockchain and smart contracts group, has spun off her own boutique law firm called Klayman LLC, a New York-based outfit that she says will target the digital token sale and blockchain industry as it continues to morph.

  • July 6, 2018

    What You Need To Know For The Supreme Court Nomination

    President Donald Trump is expected Monday night to name his choice to replace Justice Anthony Kennedy. The nomination will give the president his second chance to name a justice to the high court in less than two years, setting up a high-stakes political battle likely to consume the legal world and the nation in the months to come.

  • July 6, 2018

    Chancery Awards $20M In Damages Over Tech Firm Takeover

    A Delaware vice chancellor has slapped an investor and his fund with $20.3 million in joint and several damage sanctions, ruling Friday that they put a tech company on a "greased slide to failure" in a disastrous, bad faith campaign to gain control and profit from a company sale.

Expert Analysis

  • Why Lawyers Shouldn't Accept Fees In Cryptocurrency: Part 2

    John Reed Stark

    The legal industry has already begun to feel the impact of anti-bribery and anti-money laundering requirements. When involved with cryptocurrency trading and remittance, law firms face more than the risk of being perceived as organizations that support money laundering practices, says John Reed Stark of John Reed Stark Consulting LLC.

  • Tips For Navigating The SEC Wells Process

    Samuel Waldon

    In a recent speech, U.S. Securities and Exchange Commission Enforcement Co-Director Steven Peikin imparted a few suggested “do’s and don’ts” for effective communication with the SEC during the Wells process. Despite the clear stance Peikin articulated for many of the issues, it pays to keep in mind that every situation is different, say attorneys with Proskauer Rose LLP.

  • Why Lawyers Shouldn't Accept Fees In Cryptocurrency: Part 1

    John Reed Stark

    Law firms are increasingly accepting cryptocurrency as payment for services. While this might seem innovative and forward-thinking, ironically it is much more of a throwback, says John Reed Stark of John Reed Stark Consulting LLC.

  • Untangling The Web Of Cybersecurity Disclosure Rules

    Pamela Marcogliese

    Upon the occurrence of a cybersecurity incident, a U.S. public company needs to consider whether it has disclosure obligations under a number of overlapping, and potentially conflicting, regulations in multiple jurisdictions. This issue is now at the forefront with the EU General Data Protection Regulation taking effect, say attorneys with Cleary Gottlieb Steen & Hamilton LLP.

  • Breaking Down The 2nd Criminal Spoofing Trial: Part 2

    Clifford Histed

    The criminal prosecution of Andre Flotron was ill-fated and suffered from a series of missteps and miscalculations by the government. However, it is now beyond any legitimate dispute that spoofing occurs, that it is illegal, that prosecutors are willing and able to charge spoofing as a criminal violation, and that it is possible to prove those charges in court, say attorneys with K&L Gates LLP.

  • Breaking Down The 2nd Criminal Spoofing Trial: Part 1

    Clifford Histed

    The recent acquittal of former UBS trader Andre Flotron in the second spoofing case to go to trial has resulted in comparisons to the spoofing-related conviction of Michael Coscia in 2015. But there are significant differences between the two cases that make such comparisons difficult, say attorneys with K&L Gates LLP.

  • Ripple Labs Case Will Address Key Cryptocurrency Question

    Christian Everdell

    Do cryptocurrencies that function primarily as a medium of exchange qualify as securities? An answer may be coming sooner than expected — not from the U.S. Securities and Exchange Commission but from a California federal court in Coffey v. Ripple Labs, says Christian Everdell, counsel at Cohen & Gresser LLP and a former assistant U.S. attorney.

  • Impediments To Legal Industry's 'Inevitable' Future: Part 2

    Craig Levinson

    I agree with the legal pundits speculating that NewLaw’s present and future disruptors will radically change the legal services industry, but that change may not come quite as rapidly as predicted. Regardless, now is the time for both the incumbents and the challengers to best position themselves for the eventual shakeup, says Craig Levinson, founder of Levity Partners.

  • Dr Pepper Shines Spotlight On Delaware Appraisal Rights

    Gail Weinstein

    The Delaware Chancery Court recently held that appraisal rights are not available to the stockholders of Dr Pepper in connection with the company's proposed merger with Keurig Green Mountain, raising the question of whether the reverse triangular merger structure in this case will be utilized in other transactions to eliminate appraisal rights, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Defining A Shareholder's Bankruptcy Veto Power

    Sarah Borders

    The Fifth Circuit's recent decision in Franchise Services of North America should give comfort to investors that seek to negotiate consent rights with respect to a bankruptcy filing. The fact that an investor also holds a claim against the company will not, in and of itself, invalidate a bankruptcy consent provision, say attorneys with King & Spalding LLP.