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A&O Shearman

Northern District Of California Grants Motion To Dismiss Securities Fraud Claim Against Ridesharing Company

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On January 16, 2025, Judge Trina L. Thompson of the United States District Court for the Northern District of California granted a motion to dismiss a securities action asserting claims under Sections 10(b) and 20(a) of the...more

Wiley Rein LLP

Court Considers Prior Notice, Intentional Acts, and Contract Exclusions as Applied to Insured’s Violation of California Franchise...

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The United States District Court for the District of New Hampshire, applying California law, considered several exclusions under a directors and officers liability policy as applied to a violation of the California Franchise...more

Latham & Watkins LLP

SEC Targets Investment Advisers for Misstatements and Compliance Failures

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Three recent enforcement actions highlight the risks of failing to adhere to representations made to investors regarding ESG and biblically responsible investing strategies....more

Fenwick & West LLP

Is the SEC Cracking Down on Life Science Companies Misleading Investors?

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On December 3, the U.S. Securities and Exchange Commission settled charges against biotherapeutics company Kiromic BioPharma, Inc., its former CEO, and its former CFO for failing to disclose material information about...more

BCLP

The SEC is Watching: Four Companies Charged for Misleading Cyber Disclosures

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On October 22, 2024, the U.S. Securities and Exchange Commission (SEC) charged four publicly traded  technology companies with making materially misleading disclosures regarding cybersecurity risks and incidents (SEC press...more

BCLP

U.S. Supreme Court to Hear Consequential Case Concerning Public Companies’ Risk-factor Disclosures

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The U.S. Supreme Court has scheduled argument for November 6, 2024 in an important case involving risk-factor disclosures of public companies. At issue is whether a company’s risk disclosures can be treated as false or...more

A&O Shearman

The Second Circuit Revives Exchange Act Claims Against Outside Auditor, Finding Alleged Misstatements In Audit Certification To Be...

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On October 31, 2024, the United States Court of Appeals for the Second Circuit revived claims brought under Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rule 10b-5 against an outside auditor (the...more

A&O Shearman

Northern District Of Texas Dismisses Putative Securities Class Action For Failure To Establish Standing

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On October 24, 2024, Judge Jane J. Boyle of the United States District Court for the Northern District of Texas dismissed a putative securities class action alleging that a bond issuer (the “Company”) and certain of its...more

Vinson & Elkins LLP

SEC Eliminates ESG Task Force

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Over the last few months, the U.S. Securities and Exchange Commission (“SEC”) discretely disbanded the Climate and ESG Taskforce (“ESG Task Force”) of its Division of Enforcement. The move follows a wave of recent pushback...more

WilmerHale

SEC Takes Action Against Keurig for Allegedly Incomplete Disclosures Regarding Recyclability of K-Cups

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While the Securities and Exchange Commission’s (SEC) new climate-related disclosure rules remain stayed, the SEC has not abandoned its focus on sustainability-related issues. On September 10, 2024, the SEC charged Keurig Dr...more

A&O Shearman

Northern District of California Denies Motion To Dismiss Putative Class Action Based On Financial Services Company’s Alleged...

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On July 29, 2024, Judge Trina L. Thompson of the United States District Court for the Northern District of California denied a motion to dismiss a putative securities class action brought by investors against a financial...more

A&O Shearman

Ninth Circuit Affirms Dismissal Of Exchange Act Claims Against Post deSPAC Company, Holding That Shareholders Of The SPAC Lack...

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On August 8, 2024, the United States Court of Appeals for the Ninth Circuit affirmed United States District Judge Yvonne Gonzalez Rogers’s dismissal of a putative securities class action asserting claims under Sections 10(b)...more

Holland & Knight LLP

Court in SolarWinds Case Blows Down SEC's Cyber Enforcement Authority

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The U.S. District Court for the Southern District of New York on July 18, 2024, dismissed most of the SEC's landmark cyber enforcement litigation against SolarWinds Corp. (SolarWinds or the Company) and the Company's Chief...more

A&O Shearman

Second Circuit Affirms District Court’s Dismissal Of Putative Securities Fraud Class Action Against China-Based Real Estate...

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On June 10, 2024, the United States Court of Appeals for the Second Circuit affirmed the dismissal of a putative shareholders’ class action against a real estate company (the “Company”) and several of its directors (the...more

A&O Shearman

United States Supreme Court Grants Certiorari To Consider When Already-Materialized Risks Must Be Disclosed

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On June 10, 2024, the United States Supreme Court granted certiorari to review a decision of the United States Court of Appeals for the Ninth Circuit that partially reinstated a putative class action asserting claims under...more

Vinson & Elkins LLP

Takeaways From the Delaware Court of Chancery’s First Dismissal of MultiPlan-style SPAC Challenge

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Since the Delaware Court of Chancery’s January 2022 decision in In re MultiPlan Corp. Stockholders Litigation,1 plaintiffs in Delaware had enjoyed a long and unbroken string of motion to dismiss victories in suits alleging...more

A&O Shearman

Southern District Of Florida Dismisses Suit Against French Content Moderation Company And Previews Acceptable Amended Complaint

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On May 22, 2024, Judge Cecilia M. Altonoga of the United States District Court for the Southern District of Florida granted a motion to dismiss a putative shareholder action asserting claims under Sections 10(b) and 20(a) of...more

A&O Shearman

Sixth Circuit Affirms District Court’s Dismissal Of Putative Securities Class Action Against Car Insurance Company For Failure To...

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On April 29, 2024, the United States Court of Appeals for the Sixth Circuit affirmed the dismissal with prejudice of a putative class action asserting claims under the Sections 11, 12(a)(2), and 15 of the Securities Act of...more

A&O Shearman

Southern District Of California Dismisses Putative Class Action Against Medical Device Company For Failure To Adequately Allege...

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On April 30, 2024, Judge Marilyn L. Huff of the United States District Court for the Southern District of California dismissed with leave to amend a putative class action asserting claims under the Securities Exchange Act of...more

A&O Shearman

Southern District Of New York Largely Denies Motion To Dismiss Putative Class Action Against Dental Product Manufacturer

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On May 1, 2024, Judge Arun Subramanian of the United States District Court for the Southern District of New York largely denied a motion to dismiss a putative class action asserting claims under the Securities Exchange Act of...more

A&O Shearman

Fifth Circuit Reverses District Court’s Dismissal Of Putative Securities Fraud Class Action Against Amusement Park Company For...

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On April 18, 2024, the United States Court of Appeals for the Fifth Circuit reversed the dismissal of and reinstated a putative shareholders’ class action against an amusement park company (the Company”) and certain of its...more

Latham & Watkins LLP

Treasury Proposes New CFIUS Regulations to Expand Monitoring and Enforcement Authorities: 5 Key Takeaways

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The proposal signals a continued effort to expand CFIUS’s enforcement scope and update penalties. On April 11, 2024, the US Department of the Treasury (Treasury) issued a Notice of Proposed Rulemaking (the Proposed Rule)...more

A&O Shearman

Ninth Circuit Reinstates Putative Class Action Against Children’s Entertainment Company, Holding Actionable Misstatements And Loss...

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On April 5, 2024, the United States Court of Appeals for the Ninth Circuit affirmed in part and reversed in part the dismissal of a putative class action asserting claims under the Securities Exchange Act of 1934 against a...more

A&O Shearman

Ninth Circuit Affirms Dismissal Of Putative Securities Class Action Against Biopharmaceutical Company Over Statements It Had...

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On March 25, 2024, the United States Court of Appeals for the Ninth Circuit unanimously affirmed a trial court decision dismissing a putative securities class action brought by investors against a biopharmaceutical company...more

A&O Shearman

Third Circuit Affirms District Court’s Dismissal Of Suit Against Vaccine Developer

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On March 21, 2024, the United States Court of Appeals for the Third Circuit affirmed the dismissal of a putative class action against a biopharmaceutical company (the “Company”) and certain of its officers under Sections...more

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