News & Analysis as of

Material Misstatements Securities and Exchange Commission (SEC) Securities Litigation

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

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

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

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

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

A&O Shearman

Southern District Of New York Grants Motion To Dismiss Putative Securities Class Action Against Chinese Private-Sector Education...

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On December 6, 2023, Judge John G. Koeltl of the U.S. District Court for the Southern District of New York granted a motion to dismiss a putative securities class action brought against an operator of private schools in...more

A&O Shearman

Brazilian Mining Company To Pay $55.9 Million To Settle SEC Charges Of Misleading ESG Disclosures

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On March 28, 2023, the Securities and Exchange Commission (“SEC”) submitted a settlement agreement (“settlement”) to the United States District Court of the Eastern District of New York with Brazilian mining company Vale S.A....more

Allen Matkins

What's Misleading About "Leading"?

Allen Matkins on

In this post yesterday, John Jenkins took aim at issuer's that characterize themselves as "leading".  He notes that the SEC Staff has and continues to comment on such characterizations.  I think that in some cases these...more

A&O Shearman

Second Circuit Rejects SEC Request To Revisit Holding That “Scheme Liability” Requires Conduct Beyond Misstatements And Omissions

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On July 15, 2022, a panel of the United States Court of Appeals for the Second Circuit ruled against the Securities and Exchange Commission (“SEC”) in an interlocutory appeal the SEC had brought seeking to expand the scope of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - May 2022

This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between February and April 2022. Cryptocurrency Derivative Litigation Fiduciary Duties – Bylaws Material...more

Cadwalader, Wickersham & Taft LLP

Securities Litigation Update: Federal Courts Allow Section 10(b) Claims Based on Non-Fraudulent “Channel Stuffing” and Hyped...

Federal courts closed out 2021 with a flurry of securities decisions in the month of December.  In this update, we discuss two decisions involving claims under Section 10(b) of the Securities Exchange Act of 1934 and Rule...more

Cadwalader, Wickersham & Taft LLP

Securities Litigation Update: Second Circuit Opines on Pleading Standards and Statutory Standing for Claims Under Section 10(b) of...

On November 24, 2021, the U.S. Court of Appeals for the Second Circuit issued a pair of decisions addressing threshold requirements for securities fraud claims under Section 10(b) of the Securities Exchange Act of 1934 and...more

Goodwin

In First Ever SEC Sanction For Allegedly Misleading Covid Related Disclosures, Cheesecake Factory Pays $125,000 Civil Penalty

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In First Ever SEC Sanction for Allegedly Misleading COVID Related Disclosures, Cheesecake Factory Pays $125,000 Civil Penalty; New York State Appellate Court Dismisses Putative Securities Act Class Action on Merits for First...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators

This quarter’s issue includes summaries and associated court opinions of selected cases principally decided between July and October 2020. Class Certification - Cryptocurrency – Definition of a Security - Derivative...more

Orrick, Herrington & Sutcliffe LLP

Securities and Other Shareholder Litigation in the Wake of COVID-19

The current bear market began only a month ago and the securities plaintiffs’ bar wasted no time bringing its first set of actions. The stock market decline caused by COVID-19 has led to economic conditions this country has...more

A&O Shearman

Northern District Of Illinois Sustains But Pares Putative Class Actions Against Pharmaceutical Company

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On February 5, 2020, Judge Matthew F. Kennelly of the United States District Court for the Northern District of Illinois sustained some but not all claims in a putative class action asserting violations of Sections 10(b) and...more

A&O Shearman

District Of Kansas Allows Exchange Act Claims Against Financial Services Company To Proceed, Finding That Plaintiffs Adequately...

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On December 3, 2019, Judge John W. Lungstrum of the United States District Court for the District of Kansas denied a motion to dismiss a putative securities class action involving claims brought under Sections 10(b) and 20(a)...more

Bass, Berry & Sims PLC

SEC Enforcement Activity – A Reminder Regarding the “Equal or Greater Prominence” Presentation Requirement of Item 10(e)

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At the end of last year, in an enforcement action brought by the Division of Enforcement of the Securities and Exchange Commission (SEC) against ADT Inc. (ADT), reporting companies were reminded that the SEC continues to...more

Harris Beach Murtha PLLC

Federal Court Dismisses Federal Securities Class Action Based on Data Breach

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For many years, the plaintiffs’ bar has been very active in bringing class action litigation against public companies immediately after the announcement of adverse news concerning a company, which many times triggers a...more

Pierce Atwood LLP

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

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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

Mintz

Limiting Securities Litigation Risks in EB-5 Offerings: What Regional Centers and Issuers Need to Know

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The flurry of federal suits filed by the U.S. Securities and Exchange Commission (SEC) in the past few months against several companies and individuals for alleged fraud and false statements in soliciting foreign investors...more

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