Securities

  • September 7, 2017

    Accused $50M NY Fed Faker Says She's No Flight Risk

    Counsel for a woman charged over an alleged global scheme to steal $50 million from investors by feigning a bogus investment partnership through the New York Federal Reserve told the Second Circuit on Thursday she is no flight risk and should be allowed out on bail.

  • September 7, 2017

    Del. Justices Told Derivative Suit Dismissals Must Have Sway

    Two national business organizations urged Delaware’s Supreme Court Thursday to reject a Chancery Court suggestion to limit the cross-border clout of derivative stockholder suit dismissals, warning that the move would increase litigation, drive up business costs and jeopardize Delaware’s status in corporation law.

  • September 7, 2017

    Ex-Amazon Analyst Pleads Guilty To Insider Trading

    A former Amazon.com financial analyst pled guilty Thursday in Washington federal court to securities fraud involving insider trading and reached a settlement with the U.S. Securities and Exchange Commission which included disgorgement of $10,000 that a fraternity brother had paid for getting tipped off on the company's not-yet-released quarterly results.

  • September 7, 2017

    Mass. Court Revives Defamation Suit Against Attys

    A Massachusetts state appellate court Thursday revived a defamation suit by a former employee at an investment firm against the firm and two Greenberg Traurig attorneys who represented it, saying that the trial judge was not wrong to dismiss the case, but that the case should be reconsidered under a recently updated standard.

  • September 7, 2017

    Del. Courts Spend Summer Reining In Appraisal Suit Excess

    The Delaware courts over the past summer curtailed the notion that stock value appraisal is mostly an exercise in on-paper financial analysis, giving strong deference to market price and delivering a potent blow to investors who expect to always receive a bump in share price, experts say.

  • September 7, 2017

    Soupman Ch. 11 Sale Gets OK With Buyer Now Acquiring Debt

    The tumultuous sale process pursued by bankrupt food distributor The Original Soupman Inc. came to a close Thursday when a Delaware judge approved the sale to an affiliate of shareholder WealthColony Management Group LLC after it agreed to acquire $4.7 million of the debtor’s secured debt.

  • September 7, 2017

    Cooley Hires 3 More Wilson Sonsini IPO Pros In Bay Area

    Cooley LLP has added three more partners from Wilson Sonsini Goodrich & Rosati PC, picking up Silicon Valley-area experts in initial public offerings and other matters for emerging growth companies, technology companies and other innovators, the firm said Thursday.

  • September 7, 2017

    Starbucks Scores Early Out In Investor Suit Over EU Taxes

    A Washington federal judge has granted Starbucks Corp.'s bid to toss a proposed shareholder class action over a European Commission probe into alleged tax-dodging corporate activity, saying Starbucks isn't accused of any wrongdoing but that the investors can try again to show company board members had acted in bad faith.

  • September 7, 2017

    Seventy Seven Seeks Sanctions Against Firm In Merger Suit

    Seventy Seven Energy Inc. on Wednesday asked an Oklahoma federal judge to sanction counsel for a shareholder, alleging the firm filed a proposed class action over a merger solely to generate attorneys' fees.

  • September 7, 2017

    Judge Won't Nix Arbitration Order In MF Global, Insurer Row

    A New York bankruptcy judge refused Wednesday to overturn his order requiring MF Global to arbitrate in Bermuda a coverage dispute with its excess insurer, Allied World, even after taking a harder look at the defunct brokerage's argument that its liquidation plan supersedes an arbitration provision.

  • September 7, 2017

    Malaysia Warns Investors Of Initial Coin Offering Risks

    The Securities Commission Malaysia on Thursday warned investors of risks associated with initial coin offerings, joining a wave of regulatory bodies worldwide that are increasing oversight of the new form of digital currency-based capital raising.

  • September 7, 2017

    State Street Pays $35M To Settle SEC Fraud Charges

    The U.S. Securities and Exchange Commission said Thursday that State Street has agreed to pay $3 million for omitting information about how it operated a government securities trading platform, and has finalized a previously announced $32.3 million penalty for fraudulently overcharging institutional investors.

  • September 7, 2017

    Feds Charge More Turkish Officials In Iran Sanctions Case

    Instead of arguing his motion to dismiss an indictment charging him with helping Turkish-Iranian financier Reza Zarrab evade U.S. sanctions against Iran, Turkish banker Mehmet Hakan Atilla on Thursday found himself being arraigned on a stealthily prepared new indictment that dropped the night before — seven weeks before the trial’s scheduled start.

  • September 7, 2017

    Feds Call Wilmington Trust Employees 'Hostile Witnesses'

    Prosecutors asked a Delaware federal judge on Wednesday to label nine former and current employees at Wilmington Trust Corp. "hostile witnesses" ahead of a securities fraud trial, a designation that would change the ground rules when they testify.

  • September 7, 2017

    Energy XXI Execs Face Shareholder Suit Over Statements

    Shareholders in Energy XXI Ltd. on Wednesday accused the energy company’s officers and directors of fraudulently inflating the company’s value for their own benefit leading up to the company’s 2016 bankruptcy.

  • September 7, 2017

    Hughes Hubbard Snags DOJ FCPA Prosecutor

    Hughes Hubbard & Reed LLP has brought on a former U.S. Department of Justice higher-up for Foreign Corrupt Practices Act enforcement and highly experienced trial lawyer, the firm announced Thursday.

  • September 7, 2017

    Fiat Seeks To Trim Emissions Claims From Investors' Suit

    Fiat Chrysler Automobiles NV has urged a New York federal judge to again toss emissions-related allegations by investors accusing executives of falsely stating Chrysler vehicles didn’t contain “defeat devices” in an effort to inflate share prices, arguing the investors still haven’t proven company officials knew about the software.

  • September 7, 2017

    Proxy Adviser ISS Gets New PE Backer In $720M Buyout

    Genstar Capital said Thursday it will shell out $720 million to buy Institutional Shareholder Services Inc. from Vestar Capital Partners, setting the stage for the proxy advisory firm to switch private equity backers after about three years.

  • September 6, 2017

    National Events DIP Loan Will Finance Dueling Investigations

    The structure for one of two parallel bankruptcy cases for defunct ticket reseller National Events finally fell into place Wednesday, as a New York bankruptcy court agreed to leave in place a state court-appointed receiver who will investigate the suspected Ponzi scheme vehicle alongside an independent examiner.

  • September 6, 2017

    Theranos Gets Class Limited To Indirect Share Purchasers

    Theranos Inc. won a bid to exclude certain investors from a proposed class of stock buyers bringing securities fraud claims against the health care technology company, with a California federal court issuing an order Wednesday limiting the class to indirect purchasers of the shares.

Expert Analysis

  • How The IPad Can Be A Litigator's Best Friend

    Paul Kiesel

    New mobile computing tools — both hardware and applications — are changing the technology paradigm for legal practitioners. In particular, the combination of the 12.9-inch iPad Pro, the Apple Pencil and the LiquidText annotation app can revolutionize both trial preparation and courtroom litigating, says attorney Paul Kiesel, in his latest review of tech trends.

  • Series

    Notes From A Law Firm Chief Privacy Officer: CPO Vs. CISO

    Mark McCreary

    To understand the role of the law firm chief privacy officer — and why that person ought to be a lawyer — it’s important to distinguish the role they fill from that of the chief information security officer, says Mark McCreary, chief privacy officer for Fox Rothschild LLP.

  • SEC's Blockchain Stance Will Likely Impact Exchanges

    Jorge Pesok

    The U.S. Securities and Exchange Commission’s recent report on blockchain tokens serves notice to initial coin offering platforms that if the tokens listed are deemed to be securities and the issuing company has not complied with the securities laws, then the exchange may have its own legal exposure, say Jorge Pesok of Morvillo LLP and Samuel Brylski of Brylski Law PLLC.

  • Revisiting Stock Transfer Restrictions

    Marc Casarino

    Stock transfer restrictions serve an important role for privately held corporations, but can also have negative implications for investors and individual stockholders. The Delaware Chancery Court's recent decision in Henry v. Phixios Holdings stands as a reminder that care must be taken to properly effectuate such restrictions, say attorneys with White and Williams LLP.

  • Roundup

    15 Years Of Sarbanes-Oxley

    SOX logo

    A decade and a half after the Sarbanes-Oxley Act was enacted in response to accounting scandals at Enron, WorldCom and elsewhere, attorneys, accountants and compliance experts measure the law's impact in this special series.

  • 5 Questions To Ask Before Entering Joint-Representation AFA

    Natalie Hanlon Leh

    One growing trend is for clients to enter into alternative fee arrangements in which one law firm represents multiple parties who “share” fees and costs in a related matter. This way parties can more efficiently manage a matter and reduce their individual legal fees. But joint representation is not without its own risks and challenges, say attorneys with WilmerHale.

  • Legal Incubators Can Help New Lawyers And Society

    Martin Pritikin

    Legal incubators serve as an important bridge to practice and a crucial step toward aligning the incentives of new lawyers with the needs of their clients. They may even pose a threat to the traditional law school model itself, and that's not necessarily a bad thing, says Martin Pritikin, dean of Concord Law School at Kaplan University.

  • Deal Price Reliance And Other Key Points From DFC Global

    Gail Weinstein

    While it declined to adopt a presumption, the Delaware Supreme Court in DFC Global strongly endorsed the deal price as often “the best evidence of fair value” in cases involving an arm’s-length merger with a robust sale process. However, the court left unresolved a number of key appraisal issues, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Series

    15 Years Of SOX: Avoiding PCAOB Enforcement Sanctions

    Russell Duncan

    The Sarbanes-Oxley Act and the rules under which the Public Company Accounting Oversight Board's Division of Enforcement and Investigations must act create an unusual process that greatly benefits those being investigated, say Russell Duncan and Joel Schwartz, partners at Shulman Rogers Gandal Pordy & Ecker PA and former PCAOB assistant directors.

  • Even An Unsigned Email Can Be A Legally Binding Contract

    Jonathan Jaffe

    A Texas appeals court recently held that an email exchange constituted a signed legally enforceable contract. The ruling is a reminder that parties negotiating contracts in email should generally avoid making unconditional statements, and classic contractual terms such as “offer,” “acceptance” and “agreement” should be used with care, say attorneys with Mayer Brown LLP.