WASHINGTON, D.C. — The U.S. Supreme Court on March 7 declined review of a Ninth Circuit U.S. Court of Appeals panel’s ruling substantially overturning a federal district court’s dismissal of shareholder claims in a securities class action against Google LLC, Google parent company Alphabet Inc. and others stemming from alleged misrepresentations the defendants made concealing data security and management integrity issues relating to the Google+ social media network.
CHICAGO — A federal judge in Illinois on March 2 ruled on reconsideration that May 2014 statements made by retail pharmacy chain Walgreen Co.’s chief financial officer (CFO) about the company’s fiscal year 2016 earnings before interest and taxes (EBIT) are protected by the Private Securities Litigation Reform Act’s (PSLRA) safe harbor provision and are thus not actionable.
DOVER, Del. — The Delaware Supreme Court on March 3 affirmed a lower court’s dismissal of an insured’s breach of contract lawsuit seeking directors and officers liability coverage for defense costs and pre- and post-judgment interest incurred from an appraisal proceeding filed by dissenting stockholders following a corporate merger, refusing to disturb the lower court’s finding that “an appraisal action is a statutory proceeding that does not seek redress in response to any corporate act” and “even if an appraisal action does arise from or seek redress for a corporate act, that act necessarily is the merger’s effectuation, which did not occur before the Run-Off Date.”
SAN FRANCISCO — A Ninth Circuit U.S. Court of Appeals panel on March 2 ruled that a federal district court did not err in dismissing shareholder claims in a securities class action against a software company and two of its senior executives stemming from statements they made regarding data security measures the company had in place before discovering a massive data breach because the shareholders failed to sufficiently plead that five statements the defendants made were materially false or misleading or made with the requisite scienter.
NEW YORK — A shareholder in a hydraulic fracturing company on March 2 sued the company seeking preliminary and injunctive relief, alleging that the company violated securities laws in connection with allegedly misleading and materially incomplete statements issued by the company that the plaintiff says were intended to convince shareholders to vote in favor of a proposed merger.
BROOKLYN, N.Y. — A New York federal judge on Feb. 23 granted a motion by the Securities and Exchange Commission to permanently bar Martin Shkreli from serving as an officer or director for any public company and imposed a $1.39 million civil penalty for various securities violations.
SAN FRANCISCO — A federal judge in California on Feb. 28 denied a motion for reconsideration of his denial of a motion to dismiss in a securities class action against a biopharmaceutical company and two of its senior executives who were alleged to have misrepresented the likelihood of U.S. Food and Drug Administration approval of the company’s hemophilia A gene therapy candidate, ruling that both Ninth Circuit U.S. Court of Appeals and U.S. Supreme Court precedent regarding the application of the safe harbor provision of the Private Securities Litigation Reform Act (PSLRA) support his ruling.
RICHMOND, Va. — Lead plaintiffs in a securities class action against Altria Group Inc., e-cigarette maker Juul Labs Inc. and the companies’ executives asked a federal judge in Virginia on Feb. 24 for final approval of a $90 million settlement to resolve shareholder claims that the defendants concealed the regulatory and legal risks associated with Juul when Altria invested in it and also moved for approval of an attorney fees award.
SAN FRANCISCO — A federal district court erred in dismissing shareholder claims in a securities class action lawsuit against HP Inc. and certain of its current and former senior executives over the defendants’ alleged misrepresentations pertaining to issues with the company’s print supplies channel inventory because shareholders sufficiently alleged falsity and scienter in making their federal securities law claims, the shareholders argue in a Feb. 23 appellant brief filed in the Ninth Circuit U.S. Court of Appeals.
LOS ANGELES — An investor in interactive gaming company Activision Blizzard Inc. sued the company and its board of directors on Feb. 24 in California federal court, seeking to enjoin Activision’s proposed merger deal with Microsoft Inc. based on the defendants’ alleged issuance of a materially misleading preliminary proxy statement in conjunction with a shareholder vote on the merger deal in violation of federal securities laws.
TACOMA, Wash. — Dismissal of shareholder claims in a securities class action against a biotechnology company and three of its senior executives regarding alleged misrepresentations the defendants made about the company’s HIV and COVID-19 treatment drug candidate is necessary because shareholders have attempted to “concoct a claim of securities fraud” where none exists, the defendants argue in a motion to dismiss filed Feb. 25 in Washington federal court.
SAN FRANCISCO — A federal judge in California on Feb. 16 granted preliminary approval of a shareholder derivative lawsuit against several senior executives and the board of directors of Pinterest Inc. alleging that the defendants breached their fiduciary duty by participating in and/or failing to sufficiently prevent a culture of racial and sexual discrimination within the company.
HOUSTON — An energy company on Feb. 15 argued in Texas federal court that a class of investors uses “inflammatory rhetoric” to allege securities fraud but that dismissal is required “where the inference that the defendants act with scienter is not ‘cogent and at least as compelling’ as the inference that they did not.”
SAN FRANCISCO — The court-appointed lead plaintiff in a securities class action against video communications platform application provider Zoom Communications Inc. and two of its senior executives has substantially failed to plead his federal securities law claims against the individual defendants, in which he alleges that they misrepresented the company’s privacy and security measures, a federal judge in California ruled Feb. 16 in partially granting the defendants’ motion to dismiss.
NEW YORK — A federal district court did not err in dismissing securities class action claims with prejudice against pension risk manager MetLife Inc. and three of its former senior executives stemming from their alleged misrepresentations concerning MetLife’s means of determining outstanding pension liabilities for companies because shareholders failed to sufficiently plead that MetLife and its executives acted with the requisite scienter in maintaining this practice, a Second Circuit U.S. Court of Appeals panel ruled in affirming on Feb. 17.
SAN FRANCISCO — A federal judge in California on Feb. 14 ruled that the lead plaintiff in a securities class action against a manufacturer of products and services used in the study of health and disease and two of its senior executives has failed to sufficiently plead scienter in alleging that the defendants violated federal securities laws by concealing that the company’s cytometry segment sales would not meet revenue expectations.
SAN DIEGO — A clinical-stage biopharmaceutical company and certain of its senior executives are wrong in contending that the lead plaintiff in a securities class action has failed to properly plead that statements they made regarding the drugmaker’s development of a monoclonal therapy for the treatment of COVID-19 were actionable in violation of federal securities laws because the lead plaintiff has provided sufficient detailed allegations that the defendants lacked any factual basis for making the statements they did, the lead plaintiff argues in a Feb. 7 opposition brief filed in California federal court.
NEW YORK — Shareholders in a securities class action against a global engineering, procurement and construction company and certain of its current and former senior executives over their alleged concealment of losses to the company’s nuclear business asked a federal judge in New York to preliminarily approve the parties’ proposed $44 million settlement, arguing that the settlement meets all statutory requirements for approval.
SAN FRANCISCO — A federal district court’s grant of summary judgment in a shareholder class action against an aviation parts manufacturing conglomerate and certain of its senior executives was proper because the court correctly determined that statements made by the company’s CEO regarding the company’s progress toward its Fiscal Year 2016 (FY16) financial target were forward-looking and protected by the safe harbor provision of the Private Securities Litigation Reform Act (PSLRA), the company and its executives argue in a Feb. 15 appellee brief filed in the Ninth Circuit U.S. Court of Appeals.
RICHMOND, Va. — A Fourth Circuit U.S. Court of Appeals panel should affirm a federal district court’s dismissal of federal securities law claims against Syneos Health Inc. and certain of its current and former senior executives (collectively, Syneos) over alleged misrepresentations they made in attempting to secure a merger deal with another company because shareholders failed to sufficiently plead any actionable misstatements or omissions or scienter in pleading their claims, Syneos argues in a Feb. 14 appellee brief.