News & Analysis as of

Section 10(b)

Ninth Circuit Applies Omnicare Standard to Section 10(b) Claims, Tightens Pleading Standard for Securities Fraud

by Perkins Coie on

In City of Dearborn Heights Act 345 Police & Fire Retirement System v. Align Technology, Inc. (Dearborn), the Ninth Circuit established additional requirements for pleading securities fraud claims based on statements of...more

Supreme Court to Consider Whether Non-Compliance with SEC Regulation Can Give Rise to Securities Fraud Liability

by Dechert LLP on

In Leidos, Inc. v. Indiana Public Retirement System, No. 16-581, the U.S. Supreme Court will resolve an important circuit split regarding securities fraud liability. Specifically, the Court will determine whether Item 303 of...more

Supreme Court to Resolve Whether Failure to Disclose under Item 303 of SEC Regulation S-K Gives Rise to Securities Fraud Claims

by Carlton Fields on

On March 27, 2017, the Supreme Court granted certiorari in the case of Leidos Inc., f/k/a SAIC Inc. v. Indiana Public Retirement System, a securities fraud class action. The case will resolve a circuit split over whether a...more

Chris Lazarini Analyzes Requirements in FRCP Rule 23 for Class Certification

by Bass, Berry & Sims PLC on

Bass, Berry & Sims attorney Chris Lazarini analyzed a putative class action case that posed whether common questions of law or fact predominate on the reliance element of Plaintiffs' Section 10(b) claims. The court concluded...more

Former New York Pension Official and Two Broker-Dealers Charged In Pay-To-Play Scheme

On December 21, 2016, the SEC charged the former Director of Fixed Income for the New York State Common Retirement Fund (the “NYSCRF”) with allegedly steering billions of dollars of NYSCRF assets to two broker-dealers in...more

Eleventh Circuit Confirms that Issuers are not Required to Disclose Retention of Outside Promotional Firms

by King & Spalding on

On December 15, 2016, the United States Court of Appeals for the Eleventh Circuit affirmed the dismissal of a securities class action against Galectin Therapeutics Inc., a Georgia-based biotechnology company. The suit...more

Dismissal for Drugmaker Affirmed: Galectin Had No Duty to Disclose Payments to Promoters

by Carlton Fields on

In re: Galectin Therapeutics, Inc. Securities Litigation, No. 16-10324, 2016 WL 7240146, ____ , F2d ___ (11th Cir. Dec. 15, 2016). The Eleventh Circuit recently addressed the circumstances under which a public company...more

First Circuit Affirms Tough Standard for Alleging Securities Fraud; Revives One Claim Against Local Drug Maker

by Pierce Atwood LLP on

On November 28, 2016, the First Circuit upheld the dismissal of all but one of the class action securities fraud claims against Cambridge, MA drug company, ARIAD Pharmaceuticals, Inc., reaffirming the exacting pleading...more

SEC Seeks Record Penalty Against Former Miami Budget Director - $450,000 Penalty Sought After Former Official Found Guilty of...

by Holland & Knight LLP on

After a federal jury found the City of Miami's (City) former budget director guilty of defrauding investors in connection with a 2009 bond offering, the U.S. Securities and Exchange Commission (SEC) is seeking a record...more

Inside the Courts: An Update From Skadden Securities Litigators - September 2016 / Volume 8 / Issue 3

We are pleased to present Inside the Courts (Volume 8, Issue 3), Skadden’s securities litigation newsletter. This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between...more

Too Good to Be True: Fraudulent Self-Promotion Lands “Prodigy” in Hot Water with SEC

In June 2014, the Office of Investor Education and Advocacy at the Securities and Exchange Commission issued an alert cautioning that investment newsletters are often “used to carry out schemes designed to deceive investors.”...more

Imposing Section 10(b) Liability Against Defrauded Corporation Reads Scienter Element out of Statute—An Analysis of In re...

by Lane Powell PC on

From time to time, D&O Developments will take a closer look at an important issue decided in an appellate opinion. In this post, I analyze In re ChinaCast Education Corp. Securities Litigation, 809 F.3d 471 (9th Cir. 2015),...more

It’s Not Easy Being Green: LeapFrog Execs Dodge Class-Action Over Sales Projections

On August 2, 2016, U.S. District Judge Edward Chen dismissed a shareholder lawsuit brought against children’s educational toymaker LeapFrog Enterprises, Inc. (“LeapFrog”) for failure to adequately plead statements were false...more

Securities Fraud Update: Eleventh Circuit Clarifies Section 17(a) and Rule 10b-5 Analyses

by Carlton Fields on

S.E.C. v. Radius Capital Corp., No. 15-12004, 2016 WL 3542235, ___ F. App’x ___ (11th Cir. June 29, 2016). The Eleventh Circuit last month explained the material similarities and differences between two kinds of...more

Insider Trading: Dirks, Newman, Salman and Payton – Part II

by Dorsey & Whitney LLP on

This is the second of two posts on the personal benefit test for tipping and insider trading. The first appeared yesterday. ...more

Another SEC Insider Trading Case As An Administrative Proceeding

by Dorsey & Whitney LLP on

The SEC filed another settled insider trading case. In the Matter of Abdallah Fadel, Adm. Proc. File No. 3-17111 (February 10, 2016). While the case is straight forward, what may be of interest is the fact that it is the...more

The SEC, Insider Trading and the Super Bowl

by Dorsey & Whitney LLP on

Perhaps the SEC is developing a sense of ironic timing. The day after the Super Bowl the Commission filed an insider trading action. The conversations which are the predicate for the alleged illegal securities trades began in...more

SEC-USAO Bring Insider Trading Case That is “Newman-Proof”

by Dorsey & Whitney LLP on

When anyone discusses insider trading these days Newman invariably becomes a key topic. Prosecutors decry the decision and its tipping standard. Little doubt why. It has been offered as a defense in innumerable cases. A...more

Securities Class Action Suits Increased in 2015

by Dorsey & Whitney LLP on

Last year there were more class action suits filed compared to the prior year. The actions were brought largely against companies traded on the two major exchanges in the biotech and healthcare sectors, according to a recent...more

OMNICARE and its Implications

In the spring of this year, the Supreme Court issued its long-awaited decision in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, 135 S.Ct. 1318 (2015), resolving a circuit split regarding the...more

Securities Class Action Defense Counsel Selection: An Interview Process is Essential

When a public company purchases a significant good or service, it typically seeks competitive proposals. From coffee machines to architects, companies invite multiple vendors to bid, evaluate their proposals, and choose one...more

Securities Claims Based on Item 303 of Regulation S-K: It Just Doesn’t Matter

In January 2015, the Second Circuit held in Stratte-McClure v. Morgan Stanley, 776 F.3d 94 (2nd Cir. 2015), that Item 303 of Regulation S-K imposes a duty to disclose for purposes of Section 10(b), meaning that the omission...more

Big Loss For Plaintiffs In High Frequency Trading Cases

Last week, SDNY Judge Jesse Furman issued a 51 page decision in In Re: Barclays Liquidity Cross and High Frequency Trading Litigation dismissing all of the cases consolidated under the MDL. In these cases, investor...more

United States Supreme Court Considering A California Appellate Court Opinion Invalidating A Class Action Arbitration Waiver

by Carlton Fields on

In a Special Focus article Rollie Goss previews another arbitration case coming before the United States Supreme Court involving the issue of whether a class arbitration waiver is unconscionable, and the impact of such a...more

Sixth Circuit Concludes Morrison Does Not Apply To Advisers Act

by Dorsey & Whitney LLP on

In Morrison v. National Australia Bank, Ltd., 561 U.S. 247 (2010) the Supreme Court held that the reach of Exchange Act Section 10(b) is the water’s edge of the United States. Specifically, the court held that the Section...more

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