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Allen Matkins

For Delaware, Are The Times A-changin'?

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Last Friday, California headquartered Affirm Holdings, Inc. filed preliminary proxy materials for a special meeting of stockholders to consider a proposal to reincorporate from Delaware to Nevada.  Affirm is joining several...more

Sheppard Mullin Richter & Hampton LLP

Fourth Circuit Rejects the Use of Short-Seller Report as a Basis for Satisfying Loss Causation Element in Securities Fraud Action

The United States Court of Appeals for the Fourth Circuit recently joined a growing consensus among federal appellate courts: short-seller reports, without more, rarely suffice to plead loss causation under the federal...more

White and Williams LLP

Delaware Passes Senate Bill 21, Altering the Balance Between Shareholders and Corporations

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On Tuesday evening, following two hours of debate and five failed amendments, bipartisan Senate Bill 21 (“SB 21”) passed the Delaware House and was quickly signed by Delaware Governor Matt Meyer. SB 21, which, in part, was a...more

Alston & Bird

Delaware Introduces Legislation to Overhaul, Strengthen D&O and Controlling Stockholder Legal Protections

Alston & Bird on

Our Securities Litigation and Securities Groups examine a Delaware bill (SB 21) that would enhance the state’s legal protections for corporations and their directors, officers, and controlling stockholders....more

Latham & Watkins LLP

English Court of Appeal Issues Guidance on Representative Actions in Securities Claims

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A landmark judgment from the Court of Appeal has clarified when representative proceedings may be issued on a bifurcated basis and the application of the regime to securities claims....more

Woodruff Sawyer

Securities Motion to Dismiss Trends (Part 2): The Southern District of New York

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Last year, just three federal district courts handled half of all securities class actions. In the second part of his three-part series, my partner and securities litigator Walker Newell reviews motion to dismiss trends in...more

Vinson & Elkins LLP

Delaware Court of Chancery Rejects Challenges to Sale of Company by Private Equity Controller, Assesses Transaction Under Business...

Vinson & Elkins LLP on

On January 7, 2025, Vice Chancellor Glasscock issued a 68-page post-trial decision in Manti Holdings, LLC v. The Carlyle Group Inc., in which he rejected plaintiffs’ claims of breach of fiduciary duty in connection with the...more

Cornerstone Research

Parallel Derivative Action Settlement Outcomes: 2023 Review and Analysis

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The authors examine settlement outcomes of derivative lawsuits linked to securities class actions, focusing on 110 cases associated with securities class action settlements between 2019 and 2023....more

Carr Maloney P.C.

Supreme Court to Determine Pleading Standard in Shareholder Class Actions

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On June 17, 2024, the U.S. Supreme Court granted certiorari on Nvidia’s appeal of the Ninth Circuit’s decision to revive a shareholder class action lawsuit against the company. The Supreme Court will consider the appropriate...more

Skadden, Arps, Slate, Meagher & Flom LLP

Seventh Circuit Decision Outlines Framework To Allow Courts To Evaluate Individual Mootness Fees in Merger Challenge Lawsuits

The U.S. Court of Appeals for the Seventh Circuit in Jorge Alcarez, et al. v. Akorn Inc., et al. mapped out one means by which a court may evaluate mootness fees paid to individual shareholders after the voluntary dismissal...more

Sheppard Mullin Richter & Hampton LLP

Delaware Court of Chancery Clarifies Heightened Standard for Recovery of Attorneys’ Fees in Disclosure-Based Deal Litigation

In Anderson v. Magellan Health, Inc., No. 2021-0202, — A.3d —-, 2023 WL 4364524 (Del. Ch. July 6, 2023) (McCormick, C.), the Delaware Court of Chancery addressed the circumstances under which the Court will award a...more

Goodwin

Dismissal of Putative Securities Class Action for Citrix Systems, Inc.

Goodwin on

In an opinion entered in the case on January 3, 2023, U.S. District Judge Raag Singhal of the Southern District of Florida dismissed with prejudice a putative securities class action complaint against Citrix Systems, Inc....more

Skadden, Arps, Slate, Meagher & Flom LLP

Delaware Court of Chancery Applies MFW Factors to ‘Reverse Spinoff

The Court of Chancery’s decision in In re Match Group, Inc. Derivative Litigation1 is the latest example of how the Delaware Supreme Court’s watershed 2014 decision in Kahn v. M & F Worldwide Corp. (MFW)2 has been applied to...more

Goodwin

Dismissal of Shareholder Derivative Suit for Failure to Allege Demand Was Excused

Goodwin on

On September 27, 2022, U.S. District Judge Kevin McNulty of the District of New Jersey dismissed a consolidated derivative action allegedly brought on behalf of Cognizant Technology Solutions Corporation against certain...more

Goodwin

Eleventh Circuit Overturns Dismissal of Cryptocurrency Ponzi Scheme Class Action Suit

Goodwin on

IN THIS ISSUE - Eleventh Circuit Overturns Dismissal of Cryptocurrency Ponzi Scheme Class Action Suit; Federal Court of Appeals Dismisses Leading Fannie Mae and Freddie Mac Shareholder Lawsuits; NY Seeks Blockchain...more

Patterson Belknap Webb & Tyler LLP

Delaware Court Holds that SPAC Sponsor’s “Founder Shares” Created a Conflict of Interest with Public Stockholders

In 2021, there were 613 initial public offerings (“IPOs”) of Special Purpose Acquisition Companies (“SPACs”), after 248 SPACs went public in 2020 and 59 in 2019. Prior to 2021, there had not been more than 500 IPOs of any...more

Goodwin

Northern District of California Kicks Shareholder Derivative Suit Against Alphabet, Inc. for Failing to Allege Demand Futility

Goodwin on

Northern District of California Kicks Shareholder Derivative Suit Against Alphabet, Inc. For Failing to Allege Demand Futility; Rare Securities “Holder’s Claim” Trial Results in Jury Verdict for Defendants; Delaware Court of...more

Hogan Lovells

Litigation developments: federal forum provisions

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In this podcast episode, Hogan Lovells partner Ann Kim and counsel Scott Haiber, from our Los Angeles and Baltimore offices respectively, discuss federal forum provisions – and the continued viability of these provisions in...more

White & Case LLP

2019 Half-year in review: M&A legal and market developments

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We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more

Davis Wright Tremaine LLP

Tools to Defend Against Securities Litigation Arising out of Cross-Border M&A Transactions

Litigation following a merger involving publicly traded companies has become so commonplace in recent years that shareholder lawsuits challenging proposed mergers and acquisitions are frequently (and begrudgingly) referred to...more

Fenwick & West LLP

Litigation Alert: Ninth Circuit Issues Key Ruling on Pleading of Loss Causation in Securities Class Actions

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Loos v. Immersion Corp., et. al., Case No. 12-15100, ---F.3d--- (9th Cir. 2014) - On August 7, 2014, the Ninth Circuit issued a key opinion on the pleading of loss causation in securities class actions, ruling for the...more

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