Securities

  • July 17, 2017

    Ex-Congressman Defrauded IGate Investors, Says Judge

    A Kentucky federal court ruled Friday that former U.S. Congressman William J. Jefferson’s acceptance of bribes funded with iGate Inc. investor dollars makes him “intrinsically involved” in a former iGate president’s breach of fiduciary duties.

  • July 14, 2017

    Law360 Names Top Attorneys Under 40

    We're pleased to announce Law360's Rising Stars for 2017, our list of 156 attorneys under 40 whose legal accomplishments transcend their age.

  • July 14, 2017

    Auditors Face Suit But Not Interest In $2B Bank Failure Row

    An Alabama federal judge ruled Friday that auditors PricewaterhouseCoopers LLP and Crowe Horwath LLP must face a $2.2 billion lawsuit by regulators who say the watchdog overlooked a mortgage fraud scheme that brought down Colonial BancGroup Inc., but said the damages are too complicated to apply interest.

  • July 14, 2017

    Investors Hit Oxbow CEO's Hunt For Different Deal

    An attorney for investors in Oxbow Carbon LLC accused CEO William I. Koch on Friday of arranging an undisclosed, conflicted search for sale or merger alternatives for the $2.6 billion company, a move that came at the end of a five-day Delaware Chancery Court trial on dueling contract interference claims.

  • July 14, 2017

    Retrophin CEO Was Told Of Shady Shkreli Deals, Jury Hears

    The CEO and board member of Retrophin Inc. on Friday confirmed to a Brooklyn jury he received messages early on regarding settlement agreements in which the company picked up the tab for former CEO Martin Shkreli’s debt to investors, despite testifying earlier that the deals were never discussed or approved.

  • July 14, 2017

    Seward & Kissel Says Due Diligence Was Client's Job

    Seward & Kissel LLP told a New York federal judge on Friday that its role in helping a client sell his energy efficiency service company did not include due diligence on the financial state of the buyer, ForceField Energy Inc., which was implicated in a $131 million stock manipulation scheme and stiffed the seller.

  • July 14, 2017

    Split SEC Dismisses Case Against Ex-Wells Fargo Trader

    The U.S. Securities and Exchange Commission dismissed administrative proceedings on Thursday against a former Wells Fargo trader after commissioners deadlocked over whether there was enough evidence to establish that he traded while aware of material, non-public information.

  • July 14, 2017

    Investor Drops Suit Against Panera Bread Over $7.5B Merger

    An investor in Panera Bread Co. has agreed to end his proposed class action against the fast-casual restaurant chain over alleged shortcomings in its disclosures surrounding its $7.5 billion acquisition by JAB Holding, according to a dismissal stipulation filed in Missouri federal court on Friday.

  • July 14, 2017

    Co.'s 'Rogue' Atty Claims Can't Revive Gordon & Rees Suit

    A California appeals court on Thursday refused to revive the claims of a microchip company and its shareholders that firms including Gordon & Rees mishandled a dispute over settlement proceeds, rejecting arguments that they deserve a second shot because a disbarred attorney who represented them during discovery in the malpractice case allegedly went “rogue.”

  • July 14, 2017

    Jones Day Adds Ex-NY Prosecutor To Securities Team

    Jones Day has beefed up its practice in securities litigation and U.S. Securities and Exchange Commission enforcement as well as investigations and white collar defense with the addition of the former assistant U.S. attorney behind investigations ranging from JPMorgan’s hiring practices in Asia to a plot to bomb the New York Federal Reserve.

  • July 14, 2017

    CFTC's Deal With Forex Trader Results In Discovery Stay

    A New York federal court on Thursday halted the Commodity Futures Trading Commission’s suit accusing a man and his Dallas company of fraudulently soliciting customers to make off-exchange foreign currency transactions, giving the commodities regulator time to evaluate a proposed settlement in the case.

  • July 14, 2017

    2nd Circ. Says Booz Retirees May Have Securities Fraud Suit

    The Second Circuit on Thursday partly resuscitated a suit against Booz Allen Hamilton Inc. by retirees of the government contractor who say they were ripped off when the company was split in 2008, saying the plaintiffs had no case under the Employee Retirement Income Security Act but that a securities class action is possible.

  • July 14, 2017

    Attys Seek $9M From L3 Investor Settlement

    Counsel for a class of L3 Technologies Inc. shareholders who reached a $34.5 million settlement with the communications company over allegations of securities fraud asked a Manhattan federal judge Thursday for attorneys’ fees and costs amounting to more than $9.1 million.

  • July 14, 2017

    Ex-KIT Digital CEO Wants Docs From Jones Day In Fraud Suit

    Former KIT Digital Inc. CEO Kaleil Isaza Tuzman, who is facing an accounting fraud suit from the U.S. Securities and Exchange Commission, asked a New York federal judge to compel Jones Day and a consulting firm to produce documents that he says could help him in the suit.

  • July 14, 2017

    Investors Sue Arconic Over Stock Drop Tied To Grenfell Fire

    Arconic Inc., which supplied part of the exterior cladding that reportedly contributed to the quick spread of the deadly June 14 fire at London’s Grenfell Tower, was sued Thursday in New York federal court by investors claiming false statements before and after the fire hurt Arconic’s stock price.

  • July 14, 2017

    Democratic Lawmakers Urge Mnuchin To Push IRA Alternative

    Five high-ranking Democratic lawmakers on Friday sent a letter to U.S. Department of the Treasury Secretary Steven Mnuchin urging him to support an Obama-era program that helps workers without access to an employer-sponsored retirement account or a private sector plan save for their post-work years.

  • July 14, 2017

    Abraham Fruchter Picked To Lead Fla. Ocwen Investor Suit

    The fight for the right to lead a proposed class of investors accusing Ocwen Financial Corp. of issuing misleading statements about its regulatory compliance is over after a Florida federal judge Friday appointed Abraham Fruchter & Twersky LLP to lead the litigation.

  • July 14, 2017

    Investment Analyst Fights 'Harsh' Insider Trading Sentence

    Former MSD Capital LP analyst John Afriyie told a New York federal court Thursday that it would be “unnecessarily harsh and punitive” to sentence him to up to eight years behind bars for his conviction for turning a profit with inside knowledge of a $15 billion private equity buyout.

  • July 14, 2017

    Cobalt Wants Redo Of Class Cert. In Investors’ Bribe Case

    Cobalt International Energy Inc. asked a Texas federal judge on Thursday to rethink an order that granted class certification to hundreds of investors suing the company for allegedly bribing Angolan officials and making misrepresentations that cost the investors billions, arguing a recent U.S. Supreme Court decision changed the case's calculus.

  • July 13, 2017

    Whole Foods Investor Sues To Block Amazon Merger

    A Whole Foods Market Inc. investor filed a class action in Texas federal court Thursday seeking to halt the organic grocer’s proposed merger with Amazon.com Inc., alleging the company's filings with the U.S. Securities and Exchange Commission omitted key information pertinent to stockholders.

Expert Analysis

  • 2 Diverging Standards On Disclosing Interim Financial Info

    Kevin LaCroix

    With the Second Circuit's opinion in Stadnick v. Vivint Solar, we now have a situation where two federal appellate courts have promulgated differing standards to determine when companies making initial public offerings must disclose interim financial information. The question is whether we have a “split between the circuits” of the kind that might attract the attention of the U.S. Supreme Court, says Kevin LaCroix of RT ProExec.

  • Monthly Column

    Gray Matters: We Feel, We Decide

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    Despite legal education training and the focus on logic and reason by the courts, lawyers address emotional issues on a daily basis — albeit more indirectly. But a shift to consciously and strategically addressing emotions gives us a powerful tool to help our clients reach faster, better decisions, say dispute resolution experts Robert Creo and Selina Shultz.

  • Index Eligibility As Governance Battlefield

    Ethan Klingsberg

    The recently launched campaign by the Council of Institutional Investors, among others, to block Snap Inc.’s eligibility for S&P Dow Jones and other indices may be looked back on as a turning point in an expansion of the governance battlefield. Recent developments in the realm of dual-class issuers shed light on whether this potential movement of governance matters into index eligibility criteria is sensible, says Ethan Klingsberg ... (continued)

  • The Misconception About SWS Appraisal Decision

    Gail Weinstein

    The Delaware Chancery Court’s recent decision in SWS Group raises the question whether below-the-merger-price appraisal results will now become more common. A number of commentators have suggested that the answer is yes, but their conclusion follows what we believe to be a misconception, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Opinion

    Justice Kennedy's Moderating Influence On The High Court

    Nan Aron

    The guessing game around Justice Anthony Kennedy’s possible retirement is reaching a crescendo. Yet the speculation does more than fuel bookmakers’ odds. It draws attention to his pivotal role as the court’s swing vote, says Nan Aron, president of Alliance for Justice.

  • Clarifying Anti-Retaliation Protections Under Dodd-Frank

    Stephen Kohn

    What protections are available under the Dodd-Frank Act’s whistleblower law if an employee reports securities fraud within the company? Courts have pointed to two separate definitions of “whistleblower” under the law to justify their differing positions. However, a more careful review of its history should resolve this prolonged dispute, says Stephen Kohn of Kohn Kohn and Colapinto LLP.

  • A Resurgence Of Synthetic Securitizations

    Daniel Budofsky

    After a major market contraction in the wake of the financial crisis, risk-pooling transactions show signs of gaining favor once more, says Daniel Budofsky of Pillsbury Winthrop Shaw Pittman LLP.

  • How Kokesh Will Impact The FTC And Other Agencies

    Benjamin Mundel

    The U.S. Supreme Court's recent decision in the Kokesh case limits not just U.S. Securities and Exchange Commission enforcement actions, but also monetary relief sought by other agencies, like the Federal Trade Commission. A faithful application of this decision should lead to courts rejecting these agencies' long-standing practice of seeking penal monetary relief under their equitable authority, say Benjamin Mundel and Lucas Crosl... (continued)

  • The Future Of The 1933 Act

    Joseph McLaughlin

    The U.S. Securities and Exchange Commission has brought about significant changes to the procedures contemplated by the original Securities Act of 1933, but it is surprising how little the overall scheme has changed. On the other hand, conditions in the securities markets have changed dramatically since 1933, says Joseph McLaughlin of Sidley Austin LLP.

  • Tax Deductibility And Statutory Damages — A Waiting Trap

    Peter Robbins

    Statutory damages guarantee a minimum recovery in each individual case where a violation may cause only nominal damage. But aggregated statutory damages in class actions can create a risk of staggeringly large awards, which may not be tax-deductible. Companies must know the law and take steps to minimize tax consequences, says Peter Robbins of Corbett & Robbins LLP.