Securities

  • December 01, 2021

    4th Circ. Won't Revive DXC Technology Investors' $2B Suit

    A Fourth Circuit panel in a published opinion on Wednesday affirmed a lower court's decision to toss a $2 billion securities suit that accused DXC Technology Company and its top brass of making misleading statements about revenues.

  • December 01, 2021

    Gensler Eye To Eye With Clayton On SEC Role In Crypto Regs

    U.S. Securities and Exchange Commission Chairman Gary Gensler's approach to regulation doesn't often align with that of his predecessor, Jay Clayton, but the pair appeared to agree on Wednesday that Wall Street's top cop has clear-cut authority in the crypto space.

  • December 01, 2021

    Clover Health Sued In Del. Over Merger Disclosure Failures

    A Clover Health Investments Corp. stockholder hit the company with a derivative complaint in Delaware Chancery Court alleging that the company failed to disclose a federal investigation prior to a $3.7 billion go-public deal enabled by a blank-check company.

  • December 01, 2021

    Judge Told SEC's Penny Stock Fraud Suit Is Time-Barred

    A Canadian woman accused of being involved in an alleged multimillion-dollar scheme to dump penny stocks on retail investors urged a Massachusetts federal judge Tuesday to dismiss a U.S. Securities and Exchange Commission suit against her, arguing the agency's claims are time-barred.

  • December 01, 2021

    StarKist Tells 9th Circ. Judge's Conflicts Doom Class Cert.

    StarKist told the Ninth Circuit it has a reason beyond the ruling itself for tossing an order that certified three classes of canned tuna buyers in sprawling private price-fixing litigation, citing stock holdings that triggered the lower court judge's recusal from the case.

  • December 01, 2021

    Crypto Scam Suspect Wants Jail Calls With Wife Out Of Trial

    A man charged with scamming cryptocurrency investors told a Manhattan federal judge Tuesday that jurors shouldn't hear his jailhouse calls with his wife, seeking to block recordings prosecutors say include incriminating statements from the defendant about how he spent the solicited funds.

  • December 01, 2021

    Freight Co.'s Ex-CFO Gets 2 Years For Accounting Scheme

    The ex-chief financial officer of Roadrunner Transportation Systems was sentenced to two years in prison for his role in an accounting manipulation scheme that falsely inflated the trucking company's earnings and cost shareholders tens of millions of dollars, the U.S. Department of Justice announced Wednesday.

  • December 01, 2021

    Crypto.com To Pay $216M For Pair Of Derivatives Exchanges

    Cryptocurrency company Crypto.com will shell out $216 million to acquire a pair of U.S.-based exchanges from U.K. financial services firm IG Group, the companies said in Wednesday announcements.

  • December 01, 2021

    Chancery Tosses Most Counts Aimed At Vaccine Firm Insiders

    Stockholders of California biotech firm Vaxart Inc. who alleged that company directors and a large shareholder wrongly profited from nonpublic information about efforts to develop a COVID-19 vaccine have had the majority of their lawsuit in Delaware's Chancery Court dismissed.

  • December 01, 2021

    Delaware Justices Grill Great Hill, Plimus On Atty Fee Duel

    Three Delaware Supreme Court justices grappled Wednesday with disputes over the Chancery Court's discretion in rejecting multimillion-dollar fee requests on both sides following a nearly decadelong battle over damages that private equity investors sought after acquiring payment processor Plimus Inc.

  • December 01, 2021

    Judge Orders Deadlocked Bitcoin Jury To Keep Deliberating

    A Florida federal judge told deadlocked jurors Wednesday to continue deliberating in the multibillion-dollar dispute between self-professed bitcoin inventor Craig Wright and the estate of computer forensics expert Dave Kleiman over whether the two had a business partnership to mine bitcoin.

  • December 01, 2021

    Match Agrees To Pay Tinder Founders $441M To End Trial

    Match Group on Wednesday said it has agreed to pay $441 million to Tinder founders who say the dating site company and IAC/InterActiveCorp lowballed a valuation of the company in order to cheat the people behind the success of the popular mobile dating app out of billions of dollars.

  • November 30, 2021

    'God's Tigress': Feds Query Holmes On Balwani 'Love' Texts

    A federal prosecutor cross-examined former Theranos CEO Elizabeth Holmes on her purportedly abusive relationship with ex-Theranos executive Ramesh "Sunny" Balwani in her criminal fraud trial Tuesday, noting that they texted each other the word "love" 594 times and highlighting a Balwani text calling Holmes "god's tigress and warrior."

  • November 30, 2021

    Ackman SPAC Can't Lean On SEC To Beat Suit, Investor Says

    An investor challenging the legality of hedge fund titan Bill Ackman's special purpose acquisition company says the blank-check company can't keep asking the court to assume that its structure has been approved by the U.S. Securities and Exchange Commission.

  • November 30, 2021

    LATAM's Ch. 11 Plan Disappoints Creditors Committee

    Unsecured creditors of Chilean air carrier LATAM Airlines Group SA voiced their displeasure with the company's recently proposed Chapter 11 plan Tuesday in New York bankruptcy court, saying it gives insiders an unfair share of the reorganized entity.

  • November 30, 2021

    Fried Frank Nabs A Top Manhattan Prosecutor

    The former deputy U.S. attorney for the Southern District of New York will be joining Fried Frank Harris Shriver & Jacobson LLP as a partner in the firm's white collar defense, regulatory enforcement and investigations practice group, the firm announced Tuesday.

  • November 30, 2021

    Grayscale Calls SEC's Rejection Of Bitcoin ETFs Unfair

    The U.S. Securities and Exchange Commission should change course and greenlight Grayscale's proposed bitcoin exchange-traded fund, attorneys for the fund argued Monday, saying refusal to do so after allowing bitcoin futures ETFs could run afoul of administrative law.

  • November 30, 2021

    Fed's Powell Says He Won't Sideline Supervision Vice Chair

    Federal Reserve Chairman Jerome Powell told senators Tuesday that he won't prevent votes on regulatory proposals he disagrees with if the White House appoints a more progressive vice chair for supervision to the central bank's governing board.

  • November 30, 2021

    T-Mobile Investor Sues Over Massive Data Breach

    A long-term T-Mobile stockholder launched a derivative suit against the telecom giant's current board of directors, alleging they misled investors about the company's protection of consumer data and failed to take substantial steps to prevent a massive data breach that occurred in August.

  • November 30, 2021

    BNY Mellon Gets Self-Dealing Class Action Trimmed

    The Bank of New York Mellon dodged two of the five remaining claims against it in a proposed class action that accuses the bank of steering high net worth clients into underperforming investments it owned or benefited from.

  • November 30, 2021

    Texas Panel Probes Basis For $22M Legal Malpractice Award

    Dallas law firm Newsom Terry & Newsom LLP on Tuesday urged a state appellate court to toss a roughly $22 million legal malpractice verdict stemming from its representation of a real estate brokerage, arguing it shouldn't be held liable for what amounts to a harmless error in the underlying suit.

  • November 30, 2021

    Drilling Co. Denies Alleged Breach Of Chancery Settlement

    Diamond Offshore Drilling Inc. responded on Tuesday to allegations from Avenue Capital Management II LP that the drilling company breached a Delaware Chancery Court-ordered settlement by refusing the hedge fund's slate of candidates for nomination at Diamond's upcoming annual meeting.

  • November 30, 2021

    Universal Health Slams 'Audacious' Fee Bid In Investor Suit

    Universal Health Services Inc. and its officers and directors have urged a Pennsylvania federal judge not to grant an "audacious" bid for $5.7 million in attorney fees for shareholders who accused the company of misleading them about an overbilling scheme, saying the plaintiffs lost the case.

  • November 30, 2021

    Chancery Rejects Vista Equity Motion To Exit Mindbody Suit

    A Delaware chancery judge has refused to let Vista Equity Partners escape claims it aided fiduciary breaches connected with its $1.9 billion merger with Mindbody Inc., saying Vista would have known its contacts with Mindbody's founder had not been disclosed.

  • November 30, 2021

    Embattled Sequential Brands Escapes Fine In Deal With SEC

    Sequential Brands and the U.S. Securities and Exchange Commission have reached an agreement in an accounting fraud suit that would spare the apparel company a financial penalty amid its pending bankruptcy proceedings and a sell-off of its Jessica Simpson Collection and other major holdings.

Expert Analysis

  • SEC's Robo-Adviser Focus May Foreshadow Crackdown

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    The U.S. Securities and Exchange Commission's recent robo-adviser risk alert suggests the agency may clamp down on deficiencies in the wake of this spring's meme stock frenzy and gamification concerns, including through rulemaking that addresses investment advisers' conflicts of interest, say attorneys at Stradley Ronon.

  • SEC's Proxy Voting Proposal Could Shake Up Private Funds

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    The U.S. Securities and Exchange Commission's recently proposed proxy voting rule would require many private fund managers to disclose their executive compensation votes for the first time, potentially affecting how managers pursue investment strategies, say attorneys at Schulte Roth.

  • Without Leadership Buy-In, Law Firm DEI Efforts Stand To Fail

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    A law firm's diversity, equity and inclusion strategies need the full attention and support of its top leadership to succeed, and requiring the firm's key decision makers to join the DEI committee can make the difference, says Noble Allen at Hinckley Allen.

  • What 2021 Enforcement Results Say About SEC's Agenda

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    The U.S. Securities and Exchange Commission's recently released enforcement results include a number of expedited actions that, in concert with public statements and broader agency initiatives, reveal a focus on cryptocurrency, special purpose acquisition companies, Regulation Best Interest and cybersecurity, say attorneys at Skadden.

  • Best Practices In Preparation For FCPA Enforcement Surge

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    As the U.S. Department of Justice enhances its ability to detect and prosecute Foreign Corrupt Practices Act violations, companies should evaluate and improve their risk assessment methodologies, anti-corruption policies and other compliance tools to help mitigate the consequences of alleged wrongdoing, says Norman Harrison at Kroll.

  • Series

    Confronting Origination Credit: Self-Advocacy Tips For Attys

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    Female lawyers and lawyers of color have historically not been privy to the rules of the origination credit game, but they can employ various strategies to increase the chances of receiving the credit they are due, such as enlisting allies for support and tracking inequity patterns, says Marianne Trost at The Women Lawyers Coach.

  • As Climate Litigation Heats Up, More Cos. Face Liability Risk

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    The number, pace and sophistication of climate change-related suits are steadily increasing, both in the U.S. and abroad, and while plaintiffs face substantial hurdles under existing law and evidentiary burdens, liability risks to industry, and the scope of potential defendants, are also growing, say attorneys at Pillsbury.

  • SEC's Alleging An Asset Is A Security Does Not Make It So

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    In Audet v. Fraser, a Connecticut federal jury recently disagreed with the U.S. Securities and Exchange Commission's position that so-called hashlets are investment contracts, showing that the SEC's overreach in classifying digital assets, and the complexity of cryptocurrencies, require further guidance and case law to clarify the limits of federal securities law, say Nick Morgan and Ken Herzinger at Paul Hastings.

  • A Real-World Guide To Staying Discovery In Federal Court

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    Pleas for stay of discovery under the Federal Rules of Civil Procedure are often rejected when motions to dismiss are pending due to a tenacious tangle of case law, imposing financial and administrative burdens on parties, but some unambiguous rules of thumb can be gleaned to maximize the chances of a discovery stay, says Amir Shachmurove at Reed Smith.

  • SEC Warning To Crypto Attys Harkens To Prior Crackdowns

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    U.S. Securities and Exchange Commission Chair Gary Gensler recently admonished fintech lawyers who help clients circumvent federal securities laws, which is a throwback to similar warnings to attorneys during the 2018 initial coin offering bonanza and 1990 savings and loan crisis, suggesting those who control access to crypto investors may face increased scrutiny, says cybersecurity consultant John Reed Stark.

  • 2nd Circ. Madoff Ruling Is A Win For Asset Recovery Trustees

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    In the Bernie Madoff investor clawback case, the Second Circuit recently ruled that the inquiry notice standard for considering a transferee's good faith applies in liquidation proceedings, which means Securities Investor Protection Act trustees can now rely on a lesser standard and may face less difficulty surviving a motion to dismiss, say attorneys at Seward & Kissel.

  • Takeaways And Next Steps After FSOC's Climate Risk Report

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    Attorneys at K&L Gates highlight three key conclusions as well as near-term next moves for stakeholders to watch following the Financial Stability Oversight Council's recent report on climate-related financial risk, noting that its progress and gaps will be critical to understanding federal financial regulators' approach to future policies.

  • A Software Primer For Attorneys After Cyber Executive Order

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    President Joe Biden's executive order to improve the nation's cybersecurity has set in motion a number of prospective changes for the software community that will require lawyers to become better versed in secure software development issues and best practices for related due diligence, say Alan Charles Raul and Stephen McInerney at Sidley.

  • 3 Cases Could Influence Electric Vehicle SPAC Litigation

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    Several ongoing lawsuits concerning electric vehicle special purpose acquisition companies could eventually map out liability standards for forward-looking statements on issues such as green energy projections, say attorneys at Quinn Emanuel.

  • How To Draft Earnouts That Avoid Post-Closing Disputes

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    The recent Delaware cases of Pacira BioSciences v. Fortis Advisors and Shire v. Shareholder Representative Services illustrate the importance of drafting earnouts with appropriate specificity and clarity to avoid post-closing disputes and litigation, say attorneys at Fried Frank.

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