Securities

  • February 26, 2024

    Catching Up With Delaware's Chancery Court

    Delaware's Court of Chancery dropped two potentially far-reaching decisions last week: one about founder control at Moelis & Co. and another about TripAdvisor's planned move to Nevada. On top of that, there were new cases involving Citrix Systems, Alcoa Corp., BGC Partners Inc. and Cantor Fitzgerald LP.

  • February 26, 2024

    Billionaire Lewis' Pilot Cops Plea, But 2nd Says He's Innocent

    A pilot employed by British billionaire Joe Lewis pled guilty in Manhattan federal court Monday to insider trading, while counsel for a second Lewis pilot charged with profiting from illegal stock tips said his client is innocent and preparing for trial.

  • February 26, 2024

    Securities Group Of The Year: Bernstein Litowitz

    Bernstein Litowitz Berger & Grossmann LLP recently secured $1 billion for Wells Fargo investors who claimed losses over the bank's risk management practices and reached a $145 million settlement on behalf of investors in Allianz's Structured Alpha Funds, earning the firm a place among Law360's Securities Practice Groups of the Year.

  • February 26, 2024

    1st Circ. Rejects Crypto Founder's Hollow Fraud Appeal

    A cryptocurrency founder convicted of fraud hitched his appeal to "inapplicable precedent" and failed to muster an argument why a judge's blocking of testimony from government witnesses deprived his defense of material and favorable evidence, the First Circuit said in upholding the guilty verdict.

  • February 26, 2024

    Justices Decline Standard Chartered Sanction Evasion Suit

    The U.S. Supreme Court on Monday refused to consider whether a whistleblower should've been granted a hearing in a lower court to support allegations that Standard Chartered Bank cleared roughly $56 billion in violation of U.S. sanctions against Iran.

  • February 26, 2024

    Stinson Adds Bressler Amery's NY Managing Principal

    Stinson LLP has hired its sixth attorney in the past year in New York, who joins its financial services and class action practice division as a partner after working as the managing principal of Bressler Amery & Ross PC's New York office.

  • February 24, 2024

    Up Next At High Court: Social Media Laws & Bump Stocks

    The U.S. Supreme Court will hear oral arguments related to three big-ticket cases this week in a pair of First Amendment challenges to Florida and Texas laws prohibiting social media platforms from removing content or users based on their viewpoints and a dispute over the federal government's authority to ban bump stocks.

  • February 23, 2024

    SEC Upholds Bar On Ex-RBC Rep Who Cashed Out $1M Error

    The U.S. Securities and Exchange Commission on Friday upheld a disciplinary action against a former RBC Capital Markets LLC representative who was accused of violating his industry's code of conduct when he converted $1 million that his firm accidentally deposited in his personal brokerage account.

  • February 23, 2024

    Judge Trims Bulk Of Investor Suit Against Oil, AI Companies

    A California federal judge retained only a small part of an investor suit against artificial intelligence company C3.ai and oil company Baker Hughes, cutting Baker Hughes entirely, and finding only some claims accusing C3.ai and its executives of misleading investors about its financial performance and partnership with the oil company could survive dismissal.

  • February 23, 2024

    Barclays Must Face Trimmed Suit Over $17.6B Over-Issuance

    Barclays PLC and a number of its top executives must face a trimmed version of a proposed class action over a financial reporting error that led to Barclays selling more than $17.6 billion in securities over its maximum registered amount, a New York federal judge ruled Friday.

  • February 23, 2024

    CFTC Commissioner Dings Agency's Dodd-Frank 'Rollback'

    U.S. Commodity Futures Trading Commission member Christy Goldsmith Romero has criticized agency staff over a recent decision to give swap dealers a pass on complying with a certain Dodd-Frank-era regulation related to interest rate swap disclosures, saying the move threatens to undermine an important protection against conflicts of interest.

  • February 23, 2024

    Chancery Scuttles Moelis Pact Ceding Control To Founder

    All but three provisions of a stockholder agreement that gives Moelis & Co. founder Kenneth Moelis board-trumping power over the global investment bank's business are "facially invalid" under Delaware law, a Court of Chancery vice chancellor said Friday in a decision that might have implications for similar stockholder agreements at other companies.

  • February 23, 2024

    Momentive Shareholders Battle In Del. Over $19M Settlement

    Hedge funds with shares of Momentive Performance Materials Inc. that withdrew from a consolidated class lawsuit over the silicone maker's $3.1 billion sale in 2019 urged Delaware's Court of Chancery on Friday to carve them out of a proposed $19 million class settlement, accusing their former co-lead counsel of grabbing their "cake."

  • February 23, 2024

    Fla. Judge Orders 'Front' Company To Pay Back Investors

    The U.S. Securities and Exchange Commission and a company that it says was a secret "front" for a convicted fraudster reached a deal Friday in Florida federal court with the parties agreeing that investors would have the opportunity to get more than $4 million of their money back.

  • February 23, 2024

    Ex-Citrix Chief Hit With Class Action Over $16.5B Sale

    A proposed class of former Citrix Systems Inc. stockholders accused the company's former CEO and chairman Robert M. Calderoni of failing to get enough for stockholders for the $16.5 billion sale of the cloud software company to Vista Equity Partners Management LLC and Elliott Investment Management LP affiliate Evergreen Coast Capital Corp.

  • February 23, 2024

    Kraken Wants SEC Suit Tossed, Says Tokens Aren't Securities

    Crypto exchange Kraken on Friday urged a California federal judge to permanently toss claims it failed to register its platform with the U.S. Securities and Exchange Commission since the regulator has not shown that the tokens on its platform are investment contracts.

  • February 23, 2024

    Co. Saddled Retirement Plan With Mediocre Funds, Suit Says

    SAS Institute Inc. cost workers millions in savings by failing to trim underperforming investment funds from its $3.6 billion retirement plan, according to a proposed class action filed against the software analytics giant in North Carolina federal court.

  • February 23, 2024

    Walgreens Investors Near Deal In Suit Over Opioid Epidemic

    An Illinois federal judge agreed Friday to maintain a stay in a stockholder derivative suit accusing Walgreens and its leadership of failing to limit retail pharmacies from dispensing unreasonable amounts of opioids, a day after the parties announced an agreement in principle to resolve their dispute.

  • February 23, 2024

    FTX Settles $324M Ch. 11 Suit Over European Deal For $33M

    Bankrupt cryptocurrency exchange FTX Trading Ltd. has asked a Delaware court to approve a plan to resolve a $323.5 million clawback action aimed at the co-founders of its European unit by selling the subsidiary back to the executives for $32.7 million.

  • February 23, 2024

    Binance Judge Says Greed Overtook Ethics, OKs $4.3B Plea

    A Washington federal judge signed off Friday on Binance's $4.3 billion plea deal on money laundering and bank fraud charges, saying from the bench that the cryptocurrency exchange's ethics violations could not be explained away by mere ignorance. 

  • February 23, 2024

    4 Trends Executive Compensation Attorneys Are Watching

    A Delaware Chancery judge's rejection of Elon Musk's $55 billion Tesla pay package shows how a court historically viewed as corporate-friendly may be shifting, one of several trends executive compensation experts told Law360 they're seeing. Here are four issues executive pay lawyers should have on their radar.

  • February 23, 2024

    Del. SPAC Rulings Said To Weigh Against Super Group Case

    Attorneys for investors seeking damages after a special purpose acquisition company took Super Group Ltd., an online international gambling venture, public in a $4.75 billion deal in 2022 repeatedly pointed a Delaware vice chancellor on Friday to the Chancery Court's growing SPAC case law as reasons to keep their lawsuit alive.

  • February 23, 2024

    Feds' Crypto Focus Is No Longer On 'Whack-A-Mole' Cases

    The U.S. Department of Justice is no longer playing "whack-a-mole" in its crypto cases, and instead is taking on large-scale actors in the hopes of encouraging industrywide compliance, veteran crypto-focused prosecutors with the Manhattan U.S. attorney's office said Friday.

  • February 23, 2024

    Insurance M&A Partner From Sidley Joins Kirkland

    Kirkland & Ellis LLP has added a corporate partner in its insurance transactions and regulatory and financial institutions practice groups, bringing on a former Sidley Austin LLP attorney who said he "couldn't be more excited" to join the firm's Chicago office.

  • February 23, 2024

    Judge Bars Convicted Hemp Co. Exec From Securities Trade

    A Manhattan federal judge has barred a hemp company executive from participating in securities trade, after the executive was convicted of fraud and as a suit by the U.S. Securities and Exchange Commission alleging he schemed to misappropriate $1.8 million in investor funds remains pending.

Expert Analysis

  • 6 Pointers For Attys To Build Trust, Credibility On Social Media

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    In an era of information overload, attorneys can use social media strategically — from making infographics to leveraging targeted advertising — to cut through the noise and establish a reputation among current and potential clients, says Marly Broudie at SocialEyes Communications.

  • Cos. Must Know How NY, Federal LLC Disclosure Laws Differ

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    Though New York state's new LLC Transparency Act and the federal Corporate Transparency Act impose similar beneficial owner reporting obligations on limited liability companies, New York LLCs should study the important differences between the laws to ensure they are prepared to comply with both, say Abram Ellis, Olenka Burghardt and Jane Jho at Simpson Thacher.

  • 9 Considerations For Divestitures, Carveouts And Spinouts

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    Amid new economic optimism, data protection, transitional services and seven other considerations can help legal practitioners untangle complex divestitures, carveouts and spinouts to unlock value for corporate sellers, say Kimberly Petillo-Décossard and Kristen Rohr at White & Case.

  • Why Fla. High Court Adopting Apex Doctrine Is Monumental

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    The Florida Supreme Court recently solidified the apex doctrine in the Sunshine State, an important development that extends the scope of the doctrine in the state to include both corporate and government officials, and formalizes the requirements for a high-level corporate official to challenge a request for a deposition, says Laura Renstrom at Holland & Knight.

  • 5 Lessons For SaaS Companies After Blackbaud Data Breach

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    Looking at the enforcement actions that software-as-a-service provider Blackbaud resolved with state attorneys general, the U.S. Securities and Exchange Commission and the Federal Trade Commission in the past year can help SaaS companies manage these increasingly common forms of data breaches, say attorneys at Orrick.

  • Del. Ruling Stands Out In Thorny Noncompete Landscape

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    In Cantor Fitzgerald v. Ainslie, the Delaware Supreme Court last month upheld the enforceability of forfeiture-for-competition provisions in limited partnership agreements, providing a noteworthy opinion amid a time of increasing disfavor toward noncompetes and following a string of Chancery Court rulings deeming them unreasonable, say Margaret Butler and Steven Goldberg at BakerHostetler.

  • SEC Regs Give Banks Chance To Step Up Cyber Safety Game

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    Just as the Sarbanes-Oxley Act forced financial institutions to undertake best practices in recordkeeping, the U.S. Securities and Exchange Commission’s recently effective cybersecurity regulations stand to similarly drive those same enterprises to seek out and implement best practices in cybersecurity, to everyone's benefit, says James Gerber at SimSpace.

  • A Post-Mortem Analysis Of Stroock's Demise

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    After the dissolution of 147-year-old firm Stroock late last year shook up the legal world, a post-mortem analysis of the data reveals a long list of warning signs preceding the firm’s collapse — and provides some insight into how other firms might avoid the same disastrous fate, says Craig Savitzky at Leopard Solutions.

  • Predicting DeFi Regulations At Home And Abroad In 2024

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    Though decentralized finance has advocates on both sides of the Atlantic in figures like U.S. SEC Commissioner Hester Peirce and U.K. Prime Minister Rishi Sunak, DeFi in 2024 seems likely to be folded into existing regulatory frameworks in the U.K. and EU, while anti-crypto scrutiny may discourage DeFi’s growth in the U.S., say Daniel Csefalvay and Eric Martin at BCLP.

  • Opinion

    Exxon Court Should Clarify Shareholder Proposal Exclusion

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    ExxonMobil last month took the unusual action of asking a Texas federal judge whether a proposal from climate activists seeking to limit oil and gas sales could be excluded from its 2024 proxy statement, and the court should use this opportunity to reevaluate SEC policy and set clear limits on when shareholder proposals can be included, says Stephen Bainbridge at UCLA School of Law.

  • Mitigating The Risk Of Post-Closing M&A Earnout Disputes

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    Today's uncertain deal environment makes a well-crafted earnout an excellent way for parties to accomplish a desired transaction that would not otherwise occur, but transacting parties also need to take key steps to avoid the risk of post-closing disputes that earnouts can present, say Chad Barton and Claire Lydiard at Holland & Knight.

  • Understanding SEC's Focus Amid Lack Of Final AI Rules

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    Although the U.S. Securities and Exchange Commission's proposed rules to govern artificial intelligence are likely far from being finalized, understanding existing regulatory provisions that could address AI risks with respect to development, disclosure, compliance and data protection could help firms anticipate and avoid pitfalls, say attorneys at Skadden.

  • Preparing For DOJ's Data Analytics Push In FCPA Cases

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    After the U.S. Department of Justice’s recent announcement that it will leverage data analytics in Foreign Corrupt Practice Act investigations and prosecutions, companies will need to develop a compliance strategy that likewise implements data analytics to get ahead of enforcement risks, say attorneys at Cozen O'Connor.

  • How High Court SEC Case Could Affect The ITC

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    While the U.S. Supreme Court’s upcoming ruling in U.S. Securities and Exchange Commission v. Jarkesy will likely spare the U.S. International Trade Commission from major operative changes, the ITC’s ability to issue penalties for violations of its orders may change, say Gwendolyn Tawresey and Ryan Deck at Troutman Pepper.

  • Open Questions After Elastos Crypto Class Action Settlement

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    The recent settlement in Owen v. Elastos Foundation resolving a class action fight over whether Elastos was required to register an initial coin offering with U.S. regulators has raised several questions that may be of interest to lawyers litigating cryptocurrency-related cases, including whether a crypto token constitutes a security under U.S. law, says Bradley Simon at Schlam Stone.

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