On March 31, 2023, U.S. District Judge Ronnie Abrams of the Southern District of New York dismissed a putative securities class action against CarLotz, Inc. (CarLotz), and certain of its officers and directors on the grounds...more
5/26/2023
/ Board of Directors ,
Class Action ,
Conflicts of Interest ,
Corporate Officers ,
Cryptocurrency ,
False Statements ,
Fraud ,
Initial Public Offering (IPO) ,
Misleading Statements ,
Pump and Dump ,
Putative Class Actions ,
Securities ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
Standing ,
Statute of Limitations
A California federal court recently held that all governance token holders were responsible for any losses suffered in a security incident. Specifically, the court, in denying a motion to dismiss, ruled in part in favor of a...more
4/11/2023
/ Asset Tokens ,
Corporate Counsel ,
Cybersecurity ,
Data Breach ,
Decentralized Autonomous Organization (DAO) ,
Digital Assets ,
Investors ,
Limited Liability Company (LLC) ,
Negligence ,
Personal Liability ,
Putative Class Actions ,
Securities Tokens
On February 22, 2023, U.S. District Judge Victor Marrero of the Southern District of New York denied a motion to dismiss a putative class action brought by purchasers of a non-fungible token (NFT) against Dapper Labs, Inc....more
3/29/2023
/ 10b5-1 Plans ,
Antitrust Litigation ,
Bitcoin ,
Caremark claim ,
Criminal Prosecution ,
Derivative Suit ,
Facebook ,
Federal Trade Commission (FTC) ,
Fiduciary Duty ,
Howey ,
Insider Trading ,
McDonalds ,
Non-Fungible Tokens (NFTs) ,
Popular ,
Putative Class Actions ,
Securities ,
Sexual Harassment
Throughout a tumultuous 2022, the digital currency and blockchain space saw a number of significant investigation, litigation, and enforcement matters as regulators continue their laser focus on the industry. This Year in...more
2/14/2023
/ Bankruptcy Court ,
Blockchain ,
Crypto Exchanges ,
Cryptocurrency ,
Department of Justice (DOJ) ,
Digital Assets ,
Enforcement Actions ,
Insider Trading ,
Non-Fungible Tokens (NFTs) ,
Popular ,
Stablecoins ,
Unregistered Securities
In what seems destined to be a landmark Delaware Court of Chancery decision, Vice Chancellor J. Travis Laster denied former McDonald’s Executive Vice President and Global Chief People Officer David Fairhurst’s motion to...more
2/6/2023
/ 10b5-1 Plans ,
Board of Directors ,
Corporate Officers ,
Criminal Conspiracy ,
Criminal Convictions ,
Cryptocurrency ,
Delaware General Corporation Law ,
Fiduciary Duty ,
Insider Trading ,
McDonalds ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Litigation ,
Sexual Harassment ,
Wire Fraud
On October 28, 2022, Vice Chancellor Morgan T. Zurn of the Delaware Court of Chancery ruled that the declaratory action brought by Buzzfeed Inc. against 91 current and former employees is not bound by arbitration provisions...more
11/17/2022
/ Arbitration ,
Corporate Counsel ,
Employer Liability Issues ,
Employment Contract ,
Employment Litigation ,
Enforcement Actions ,
Fannie Mae ,
FHFA ,
Forum Selection ,
Freddie Mac ,
Hackers ,
Instant Messaging Apps ,
Mergers ,
Mistrial ,
Popular ,
Record Retention ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Fraud ,
Shareholder Litigation ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
Successor Interests ,
Successors ,
WhatsApp
On September 13, 2022, the U.S. Securities and Exchange Commission (“SEC”) announced a settlement with investment advisory firm Buckman Advisory Group LLC (“Buckman Advisory”) and its CEO Harry Buckman Jr. to settle...more
9/22/2022
/ Bonds ,
Cease and Desist ,
Cherry Picking ,
Elon Musk ,
Enforcement Actions ,
Investment Adviser ,
Misrepresentation ,
MSRB ,
Municipal Bonds ,
Rule 10b-5 ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Violations ,
Settlement ,
Twitter ,
Underwriting ,
Whistleblowers
On July 25, 2022, the U.S. Securities and Exchange Commission (“SEC”) announced insider trading charges against ten individual defendants across four separate cases (Bhardwaj, Goel, Markin, and Buyer), filed in the...more
8/11/2022
/ Analytics ,
Apple ,
Attorney-Client Privilege ,
Certificates of Incorporation ,
Corporate Governance ,
Criminal Prosecution ,
Discovery Disputes ,
Enforcement Actions ,
Illegal Tipping ,
Insider Trading ,
Internal Communications ,
Material Nonpublic Information ,
Securities and Exchange Commission (SEC) ,
Securities Violations ,
Share Classes ,
Shareholder Litigation
On July 12, 2022, Twitter, Inc. brought a civil action in the Delaware Court of Chancery against Elon Musk, the co-founder and CEO of Tesla Motors, Inc., for breach of contract in an attempt to force Musk to complete his...more
7/28/2022
/ Acquisitions ,
Attorney-Client Privilege ,
Breach of Contract ,
Class Action ,
Criminal Convictions ,
Cryptoassets ,
Cryptocurrency ,
Discovery Disputes ,
Elon Musk ,
Gaming ,
Insider Trading ,
Merger Agreements ,
Securities ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act ,
Securities Fraud ,
Specific Performance ,
Spoofing ,
Twitter
On April 19, 2022, Judge James R. Knepp II of the U.S. District Court for the Northern District of Ohio approved consent judgments against biotechnology firm Rising Biosciences, Inc. and its CEO Arthur Hall for violations of...more
5/4/2022
/ Class Action ,
Consent Order ,
Coronavirus/COVID-19 ,
Elon Musk ,
Failure To State A Claim ,
False Statements ,
Marriott ,
Misleading Statements ,
Ponzi Scheme ,
Public Statements ,
Putative Class Actions ,
Restraining Orders ,
Rule 10(b) ,
Rule 10b-5 ,
Securities Exchange Act ,
Securities Violations ,
Tesla
Northern District of Illinois Grants Motion for Partial Reconsideration of Summary Judgment Decision Regarding Whether Former Walgreens CFO’s Statements Were Actionable; Securities Fraud Claims Against Chicken Producer for...more
3/23/2022
/ Antitrust Violations ,
Bid Rigging ,
Bristol-Myers Squibb ,
CEOs ,
CFOs ,
Class Action ,
Clinical Trials ,
Criminal Prosecution ,
Department of Justice (DOJ) ,
Dismissal With Prejudice ,
Dismissals ,
False Statements ,
Guilty Pleas ,
Investors ,
Misleading Statements ,
Partial Summary Judgments ,
Pharmaceutical Industry ,
Price-Fixing ,
Private Securities Litigation Reform Act of 1995 ,
PSLRA ,
Public Statements ,
Safe Harbors ,
Scienter ,
Securities Exchange Act of 1934 ,
Securities Fraud ,
Securities Litigation ,
Securities Violations ,
Share Price ,
Stock Drop Litigation ,
Walgreens
Northern District of California Validates SEC’s “Shadow Trading” Theory of Insider Trading Liability; Seventh Circuit Reverses Dismissal of Stockholder Derivative Suit Against Boeing Based on Forum-Selection Bylaw; Delaware...more
1/27/2022
/ Board of Directors ,
Breach of Duty ,
Bylaws ,
Derivative Suit ,
Enforcement Actions ,
False Statements ,
Fiduciary Duty ,
Forum Selection ,
Insider Trading ,
Mergers ,
Misleading Statements ,
Putative Class Actions ,
Reversal ,
Securities and Exchange Commission (SEC) ,
Securities Violations
Delaware Federal Court Dismisses Shareholder Derivative Suit Concerning Lack of Board Diversity; California Federal Court Dismisses Shareholder Class Action Against Sorrento Therapeutics Regarding COVID-19 Treatment; Delaware...more
12/23/2021
/ Board of Directors ,
Cannabis-Related Businesses (CRBs) ,
Class Action ,
Coronavirus/COVID-19 ,
Derivative Suit ,
Discovery ,
Discovery Violations ,
Dismissals ,
Diversity ,
False Statements ,
Investment Fraud ,
Investors ,
Misleading Statements ,
Misrepresentation ,
Pharmaceutical Industry ,
Popular ,
Putative Class Actions ,
Rule 10b-5 ,
Scienter ,
Securities Exchange Act of 1934 ,
Securities Violations ,
Shareholder Litigation ,
Shareholders
In 2018, Telegram - which was formed in 2013 and quickly became known for its Telegram Messenger app - sold $1.7 billion worth of Grams to 175 entities and high net-worth individuals (the “Initial Purchasers”). Telegram and...more
In a recent decision in Securities and Exchange Commission v. Telegram Group Inc. and TON Issuer Inc., the United States District Court for the Southern District of New York granted a motion for a preliminary injunction by...more
In response to the continuing outbreak of COVID-19 in New York and across the nation, access to courthouses and courts’ availability to accept filings have been limited. This client alert summarizes the impact of...more
I’m Dreaming of . . . LIBOR Cessation and Transition. While many of us were enjoying the holiday season, federal and state financial regulators were focused on the transition away from the London Interbank Offered Rate...more
1/9/2020
/ Accredited Investors ,
CFTC ,
Consumer Financial Protection Bureau (CFPB) ,
Federal Trade Commission (FTC) ,
Financial Institutions ,
Financial Services Industry ,
Libor ,
No-Action Letters ,
OCIE ,
Popular ,
Qualified Institutional Buyers ,
Secured Overnight Funding Rate (SOFR) ,
Securities and Exchange Commission (SEC) ,
Swaps
In a recent decision, the Second Circuit in United States v. Blaszczak may have made the prosecution of insider trading significantly easier by ruling that the government is not required to prove that an insider received any...more