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Putative Class Actions Securities and Exchange Commission (SEC) Mergers

A&O Shearman

Southern District Of California Dismisses Putative Securities Class Action Arising From Failed Business Combination

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On July 15, 2025, Judge Cathy A. Bencivengo of the United States District Court for the Southern District of California dismissed with prejudice a putative securities class action against an U.S.-based telecommunications...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - December 2023

The U.S. Supreme Court will likely decide before the end of its current term whether the failure to make a disclosure pursuant to Item 303 of Regulation S-K can serve as the basis for a securities fraud claim under Section...more

A&O Shearman

Fourth Circuit Affirms Dismissal Of Putative Class Action Under Section 14(a) For Failure To Adequately Allege Material Omissions...

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On June 1, 2023, the United States Court of Appeals for the Fourth Circuit affirmed the grant of summary judgment dismissing claims under Sections 14(a) of the Securities Exchange Act of 1934 against a financial company and...more

Goodwin

Delaware Chancery Court Clears Musk of Breach of Fiduciary Duty Claim

Goodwin on

On April 27, 2022, the Delaware Court of Chancery in In re Tesla Motors Stockholder Litigation rendered a post-trial verdict finding for Elon Musk, co-founder and CEO of Tesla Motors, Inc., on claims that Musk breached his...more

Goodwin

Northern District of California Validates SEC’s “Shadow Trading” Theory of Insider Trading Liability

Goodwin on

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

Morgan Lewis

The Future of SPACs: Increasing Litigation and Regulation

Morgan Lewis on

So far in 2021, we have seen more than 500 Special Purpose Acquisition Companies (SPACs) go public and raise more than $123 billion, and more than 160 of these “blank check firms” complete mergers with or acquisitions of...more

Goodwin

Rhode Island Federal Court Dismisses Securities Class Action Against CVS Arising From Statements Made After Omnicare Acquisition

Goodwin on

Rhode Island Federal Court Dismisses Securities Class Action Against CVS Arising From Statements Made After Omnicare Acquisition; SEC Division of Corporation Finance Suggests Companies Issue Additional Disclosures When...more

A&O Shearman

New York State Court Dismisses Securities Act Claims, Despite Holding That Claims Did Not "Sound In Fraud" And No Heightened...

A&O Shearman on

On September 26, 2019, Justice Saliann Scarpulla of the New York State Supreme Court, County of New York, Commercial Division, dismissed a putative class action against a dental products and services company and certain of...more

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