Securities

  • May 24, 2023

    7th Circ. Judge Unmoved By Bid To Ax Fraud Sentence

    A Seventh Circuit judge signaled on Wednesday that a man serving 11 years in prison for steering a fraudulent $5 million investment scheme fell short of convincing her the court should find an already-below-guidelines sentence substantively unreasonable "for the first time ever."

  • May 24, 2023

    Ozy Founder's Atty Switch Comes With Caution From Judge

    A Brooklyn federal judge said Wednesday that Ozy Media founder Carlos Watson's latest counsel switch ahead of trial on charges that he engaged in a brazen financial fraud will likely be the last, as he sought order in a case with "a tortured history."

  • May 24, 2023

    Vice Chancellor Clarifies 'Sexism' Concerns In Oracle Ruling

    Delaware Vice Chancellor Sam Glasscock III told counsel representing Oracle stockholders in litigation over the company's acquisition of NetSuite that he fears "imprecise" wording in a post-trial ruling "allowed for an impression" that he had accused them of making "sexist arguments" during the case.

  • May 24, 2023

    Yoga Co. Fined $2M For Accounting, Whistleblower Violations

    The U.S. Securities and Exchange Commission has settled with yoga streaming company Gaia Inc. and its chief financial officer for $2 million over allegations that the company overstated the number of its paying subscribers for the first quarter of 2019 and retaliated against a whistleblower who tried to report the overstatement to the commission.

  • May 24, 2023

    Justices Told $875M BGC-Cantor Unit Deal OK 'Weakens' Law

    An attorney for two union fund investors told Delaware's Supreme Court Wednesday that dismissal of a suit challenging the fairness of Howard Lutnick-controlled BGC Partners Inc.'s $875 million buy of Berkeley Point Financial LLC in 2017 "weakens the incentive of controllers to behave themselves" in conflicted deals.

  • May 24, 2023

    Fla. Couple Says Advisory Firm Didn't Prevent $29M Scheme

    A Florida couple who say they lost $850,000 in their now-deceased former friend's $29 million financial scheme filed an arbitration claim against his former employer, saying it failed to uphold its fiduciary duties.

  • May 24, 2023

    CBD Co. Overstated Revenue, Investor Suit Says

    Canopy Growth Corp., which sells cannabis products for recreational and medical use, was hit with a proposed class action from an investor alleging that the company failed to disclose weaknesses in its operations, accounting and financial reporting, leading its securities to be traded at "artificially inflated prices."

  • May 23, 2023

    Shaq Sued Over Promoting Astrals Project NFTs

    Basketball legend Shaquille O'Neal was hit with a proposed class action Tuesday alleging his promotion of Astrals Project non-fungible tokens violated securities laws by marketing unregistered digital assets.

  • May 23, 2023

    Gensler Comments Foil SEC Claims, Coinbase Tells 3rd Circ.

    Crypto exchange Coinbase told the Third Circuit that recent comments from U.S. Securities and Exchange Commission Chair Gary Gensler show the agency has made up its mind to forgo crypto-specific rulemaking despite what it's told the court about not yet reaching a decision on a petition requesting rules of the road for the industry.

  • May 23, 2023

    Wells Fargo Wants Suit Over Diverse Hiring Practices Canned

    Wells Fargo wants to shed a shareholder derivative action accusing its brass of breaching their fiduciary duties after media reports claimed the banking giant botched a hiring initiative aimed at promoting diversity by interviewing "diverse" candidates for jobs that had already been filled.

  • May 23, 2023

    Crypto Startup Says 'Best Path Forward' Is SEC Registration

    Crypto startup Prometheum Ember Capital has become the first firm to receive a license under U.S. securities laws to custody digital asset securities in an approval process Prometheum said is a viable path forward for crypto firms to register under securities laws.

  • May 23, 2023

    SEC Enforcement Chief Warns Of Private Fund Crackdown

    The U.S. Securities and Exchange Commission is on the lookout for rule breakers in the $21 trillion private fund market, the agency's enforcement director said Tuesday, signaling another priority in a packed agenda that includes its continued pursuit of crypto companies and insider trading violations.

  • May 23, 2023

    SEC Shuts Down Alleged $60M Cannabis Offering Fraud

    The U.S. Securities and Exchange Commission has obtained a temporary restraining order freezing the assets of a purported Las Vegas-based marijuana products company after alleging that the company was operating a $60 million Ponzi-style scheme.

  • May 23, 2023

    DOL Says External Contacts Don't Doom Worker Sponsorship

    A U.S. Department of Labor appeals board ruled that officials can't deny green card sponsorship applications from businesses that choose nonemployees as a point of contact on the applications, according to decisions posted Tuesday.

  • May 23, 2023

    No Sanctions For Now In 'Let's Go Brandon' Meme Coin Suit

    A Florida federal judge has refused to sanction a trio of cryptocurrency investors who sued the creators of a so-called meme coin designed for critics of President Joe Biden, but the judge also won't let the investors add back one of the defendants to their suit.

  • May 23, 2023

    Calif. Judge Drops Investor Suit Over Musk's Twitter Takeover

    A California federal judge has dropped a proposed class action by Twitter investors accusing Elon Musk of sparking an $8 billion drop in the social media giant's valuation when he created doubt about his plans to buy the company, finding that the plaintiff lacks standing because he is no longer a shareholder of the now-private company.

  • May 23, 2023

    TD Bank Hit With Class Action Over Busted First Horizon Deal

    Shareholders of First Horizon have hit TD Bank with a proposed class action in New Jersey federal court over its failed acquisition of the financial services company, alleging it and its executives made false and misleading statements about their ability to get the regulatory approvals required to close the deal in the first quarter of 2023.

  • May 23, 2023

    Grais & Ellsworth Atty Named Federal Magistrate Judge In NY

    A Grais & Ellsworth LLP partner who began her litigation career at Kirkland & Ellis LLP has been tapped to serve as a magistrate judge with the Southern District of New York, the court announced Tuesday.

  • May 23, 2023

    Activist Calls Yelp Performance 'Horrific' In Angi Merger Push

    A New York-based private equity firm and top shareholder in Yelp is pushing the online review company to explore either a strategic sale or a merger with Angi Inc., calling Yelp's stock performance over the years both "abysmal" and "horrific." 

  • May 23, 2023

    Moritt Hock Adds 3 Corporate Attys From Warshaw Burstein

    Moritt Hock & Hamroff LLP announced Monday that it has hired three New York corporate attorneys from Warshaw Burstein LLP, including a new practice chair.

  • May 23, 2023

    Oracle Class Attys Seek $5M Chancery Fee Despite Case Toss

    Oracle Corp. stockholder class attorneys who lost a Delaware Chancery Court challenge to an allegedly overpriced, $9.3 billion company deal for Netsuite Inc. are seeking a $5 million "mootness fee," citing the company's mid-case decision to add two independent directors to its board.

  • May 23, 2023

    US Scoffs At Convicted REIT Execs' 5th Circ. Argument

    Federal prosecutors have rebuffed assertions made by four convicted executives of real estate investment trust United Development Fund that their convictions need to be overturned by the Fifth Circuit based on a recent U.S. Supreme Court ruling, saying the legal theories aren't comparable.

  • May 23, 2023

    Mortgage Co. Execs Hit With Investor Suit Claiming Fraud

    Shareholders of online mortgage company Rocket Cos. Inc. allege in a derivative suit that board members made numerous misleading statements about the business' profitability despite knowing loan demand was declining and that its CEO exploited the nonpublic information in an insider trading scheme.

  • May 23, 2023

    Coke Greenwashing Suit Twists DC Law, Trade Group Says

    A suit accusing Coca-Cola of greenwashing its plastic waste must be quashed to prevent advocacy groups' weaponization of D.C.'s consumer protection law for unrelated policy disputes, according to a brief filed in a district appeals court by America's largest manufacturing trade group.

  • May 23, 2023

    Server Link Can't Save Russian Hacking Verdict, Judge Told

    A Kremlin-linked Russian national convicted over an alleged $90 million hacking and insider trading scheme said Tuesday the mere use of a virtual private network server in downtown Boston to route computer communications wasn't enough to land the case in Massachusetts.

Expert Analysis

  • Takeaways From DOJ's Novel Insider Trading Indictment

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    The U.S. Department of Justice's recently announced insider trading charges in U.S. v. Peizer mark the first indictment based solely on an executive’s use of a Rule 10b5-1 trading plan, reflecting prosecutors' aggressive approach and providing insights for corporate executives, say attorneys at Cleary.

  • Opinion

    Humanism Should Replace Formalism In The Courts

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    The worrying tendency for judges to say "it's just the law talking, not me" in American decision writing has coincided with an historic decline in respect for the courts, but this trend can be reversed if courts develop understandable legal standards and justify them in human terms, says Connecticut Superior Court Judge Thomas Moukawsher.

  • Understanding SEC's Aggressive Shift On Disclosure Controls

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    Recent cases make clear that the U.S. Securities and Exchange Commission is now focusing on the historically seldom-used Rule 13a-15(a) to go after alleged disclosure failures in a wide variety of areas, including environmental, social and governance disclosures and cybersecurity breaches, say Kit Addleman and Kurt Gottschall of Haynes Boone.

  • SVB Collapse Highlights Ch. 11 Issues With Bank Holding Cos.

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    Amid recent banking turmoil, including Silicon Valley Bank's collapse and subsequent Chapter 11 filing of its parent company, distressed debt investors and board members must understand the distinct rules in bank holding company bankruptcies, including Bankruptcy Code provisions granting significant advantages to federal regulatory agencies like the FDIC, say attorneys at Skadden.

  • SEC Conflicts Of Interest Settlement Is Cautionary Reminder

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    The U.S. Securities and Exchange Commission's recent settlement with a former Blackrock co-manager shows the scope of the conflicts of interest disclosure standard under the Advisers Act and the need for advisers to recognize, disclose and eliminate conflicts in order to make sure they aren't made the next example, say Ronak Patel and Patrick Medeo at Bressler.

  • When Preferred Equity Is A Shareholder Vote Alternative

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    As it is becoming increasingly common to have low participation rates at shareholder meetings, the recent trend of firms adapting blank-check preferred equity for this purpose suggests that it could become a more common and perhaps even a standardized tool for boards, says law professor Brandon Vongsawad.

  • Don't Let Client Demands Erode Law Firm Autonomy

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    As clients increasingly impose requirements for attorney hiring and retention related to diversity and secondment, law firms must remember their ethical duties, as well as broader issues of lawyer development, culture and firm integrity, to maintain their independence while meaningfully responding to social changes, says Deborah Winokur at Cozen O'Connor.

  • Making The Argument Against No-Contact Bail Conditions

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    The criminal cases against FTX founder Samuel Bankman-Fried and Ozy Media co-founder Carlos Watson provide lessons for white collar defense attorneys crafting arguments against no-contact bail conditions, at a time when clients are using new communication tools and prosecutors are increasingly pursuing senior executives, says James Roberts at Schlam Stone.

  • Why Event-Driven Securities Class Actions Often Succeed

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    Though corporate defendants point to event-driven cases as evidence that the American securities class action regime has gone haywire, in fact, these suits illustrate precisely why securities litigation works so well to protect investors and the broader capital markets, say Daniel Barenbaum and Michael Dark at Berman Tabacco.

  • SEC Compounds Crypto Confusion With Coinbase Case

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    The U.S. Securities and Exchange Commission appears poised to settle SEC v. Wahi, its first cryptocurrency insider trading case — thus missing an opportunity to explain its divergence from New York federal prosecutors on the crucial question of whether cryptocurrencies are securities, say Samidh Guha and Sophia Kielar at Perry Guha, and Evan Kielar at Thomson Reuters Special Services.

  • Opinion

    Federal Judge's Amici Invitation Is A Good Idea, With Caveats

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    An Arkansas federal judge’s recent order — inviting amicus briefs in every civil case before him — has merit, but its implementation may raise practical questions about the role of junior attorneys, economic considerations and other issues, says Lawrence Ebner at the Atlantic Legal Foundation.

  • Community Banks Uniquely Poised To Grow ESG Movement

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    Environmental, social and governance factors continue to influence a wide range of businesses, but unlike most other corporations, community banks can address these issues in normal business operations as they have for years already had a responsibility to focus on ESG-type issues, says Michael Waters at Jones Walker.

  • 9 Years Post-Ritchie, Some Clarity On Texas Fiduciary Duties

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    The Texas Supreme Court's 2014 Ritchie decision made shareholder conduct harder to police because it rendered some actions unassailable, regardless of the effect on minority owners, but a Texas appellate court's recent opinion in Sohani v. Sunesara provides useful instruction on how to structure an attack on self-dealing, say Robert Wilkins and Kaitlyn Faucett at Lightfoot Franklin.

  • 3 Insights On DOJ Self-Disclosure Policy From Sterling Plea

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    Sterling Bancorp’s recent corporate resolution, in which it agreed to plead guilty to securities fraud, provides valuable insights into how the U.S. Department of Justice will implement and apply its revised voluntary self-disclosure policy, says Dominick Gerace at Taft.

  • Fox Ex-Producer Case Is A Lesson In Joint Representation

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    A former Fox News producer's allegations that the network's lawyers pressured her to give misleading testimony in Fox's defamation battle with Dominion Voting Systems should remind lawyers representing a nonparty witness that the rules of joint representation apply, says Jared Marx at HWG.

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