The national securities litigation practice at Skadden frequently handle challenging, high-stakes securities litigation matters — “bet-the-company” cases that demand a full range of skills, in and out of the courtroom. From 2013-17, Skadden served as defense counsel in more federal securities cases in the U.S. than any other law firm, according to statistics published in Lex Machina’s 2018 Top Law Firms report on federal U.S. litigation. Additionally, Skadden secured more wins for defendants and resolved more cases as defense counsel in federal courts than any other law firm since January 2017, according to Lex Machina’s Securities Litigation Report 2018. Skadden was named a finalist in both the New York Law Journal’s (2019) and The American Lawyer’s (2018) Litigation Department of the Year competitions. We also were ranked in Tier 1 in Securities Litigation: Defense in The Legal 500 U.S. for 2018 and selected as one of Law360’s Securities Groups of the Year for 2017. According to Chambers USA 2019, which consistently ranks the firm in the top tier for securities litigation, Skadden “enjoys an extremely strong reputation in both securities litigation and regulation.”
We have acted as lead defense counsel in some of the most high-profile securities class actions, including representing Bank of America, Biogen, Citigroup, News Corp. (now known as 21st Century Fox), UBS and Vivint Solar, among others. We have represented or are currently representing diverse clients in securities litigation, including Anadarko Petroleum Corporation, BlackBerry Limited (f/k/a Research in Motion), Booz Allen, El Pollo Loco, Express Scripts, Iconix Brand Group, Inc., Pfizer Inc., Sprint and all the major financial institutions.
Skadden has successfully represented clients in significant and precedent-setting cases in various courts, including at the appellate and U.S. Supreme Court level, such as:
- Merrill Lynch in a unanimous win before the U.S. Supreme Court in Merrill Lynch v. Dabit.
- UBS Financial Services Incorporated of Puerto Rico and UBS Trust Company of Puerto Rico in securing a grant of certiorari to resolve a circuit court split over the standard of appellate review for dismissals of derivative suits pursuant to Rule 23.1.
- Merrill Lynch in securing two major victories before the U.S. Court of Appeals for the Second Circuit. This includes Lentell v. Merrill Lynch, in which the Second Circuit adopted a standard for loss causation that has been cited hundreds of times; and Wilson v. Merrill Lynch, which was the first auction rate securities (ARS) class action arising from the market collapse to be decided by an appellate court.
- Vivint Solar, Inc., several of its officers and directors, and The Blackstone Group in securing a significant Second Circuit decision in a case of first impression that created a circuit split on the standard for determining the disclosure of interim financial data in a prospectus. The court’s decision affirmed the dismissal with prejudice of a putative securities class action complaint stemming from Vivint Solar’s Oct. 1, 2014, IPO, rejecting the plaintiff’s argument that centered around the “extreme departure” disclosure standard set forth in the First Circuit’s ruling in Shaw v. Digital Equipment Corp., and, instead, holding that law of the Second Circuit is the materiality test set forth in DeMaria v. Andersen, which we also successfully argued on behalf of the underwriters in 2003.
- Citigroup and a worldwide syndicate of underwriters in a putative class action brought by the purchasers of Petrobras’ 2013 and 2014 U.S. dollar-denominated bond offerings. Skadden achieved several victories on behalf of the syndicate, including a Second Circuit judgment that vacated the district court’s class certification order and found that the district court failed to consider the need for individualized inquiries regarding whether each class member’s securities transaction was “domestic” under the Supreme Court’s decision in Morrison v. National Australia Bank. During pendency of a writ of certiorari in the U.S. Supreme Court regarding class certification, the parties negotiated a settlement of all claims, wherein the underwriting syndicate did not have to pay anything toward the settlement and received full releases.
- Biogen Inc. and certain of its current and former officers in securing the dismissal of a putative federal class action alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act and Rule 10b-5 thereunder, asserting that the defendants intentionally misled the market regarding revenue projections for the company’s multiple sclerosis drug, Tecfidera. We also secured the denial of the plaintiffs’ motion to vacate the dismissal.
- Canadian Imperial Bank of Commerce in breach of contract litigation brought by an affiliate fund of Cerberus Capital Management alleging that CIBC failed to make required payments under two separate agreements that reference a portfolio of CIBC’s structured assets, including certain synthetic assets.
We handle a broad array of issues that arise when a corporation, director or officer is confronted with a securities class action, derivative claims or ERISA-related litigation. Our work includes representing financial institutions in matters related to subprime loans and the credit crisis, such as mortgage-backed securities litigation and securities class actions. We represent clients facing event-driven litigation spurred by investigations or other client developments. We also represent clients in numerous cases related to the foreign exchange/commodities industries, addressing issues pertaining to foreign exchange rates, market manipulation and price-fixing allegations. In addition, we are advising a number of clients in litigation arising from various issues within the energy industry.
Skadden plays an active role in addressing and resolving litigation claims in the M&A context. In the last several years, our attorneys have successfully litigated challenges to, and appraisal proceedings related to, hundreds of billions of dollars in deals, in cases filed in Delaware and across the United States. We also advise clients on tax and accounting-related issues, as well as proxy disclosures related to executive compensation and benefits plans.
We advise on a wide variety of securities-related regulatory matters at the federal and state levels, and provide assistance in connection with investigations and proceedings before the SEC, the Commodity Futures Trading Commission, the Department of Justice, the offices of various state attorneys general, the Financial Industry Regulatory Authority and the New York Stock Exchange. We also have advised boards of directors and special committees in investigations of shareholder demands, accounting issues and other corporate governance matters. Many of our attorneys have valuable knowledge and experience from previous government service with the DOJ, SEC and CFTC.
In addition to providing a wealth of innovative solutions to U.S.-based companies, our global presence and experience also has made Skadden a firm of choice for clients worldwide. With litigators based in London, Hong Kong and São Paulo, we have the unique ability to assemble collaborative teams with deep and relevant experience across our worldwide platform, and the full range of disciplines is key to our successful track record. We have been called on to represent issuers and financial institutions from all over the world, including Brazil, Canada, China, Colombia, Germany, Ireland, Israel, Italy, Malaysia, Mexico, Sweden, Switzerland and the United Kingdom, among others. We recently obtained dismissals of two separate securities class actions against Asia-based ChinaCache International Holdings Ltd. and Jumei International Holdings Ltd., each of which were accused of misleading investors. Within two days, we secured the dismissals of both actions in the Central District of California and the Southern District of New York, respectively. We also secured the complete dismissal of a securities class action complaint against China-based AirMedia Group, Inc. and its CFO, in which investors alleged AirMedia engaged in a scheme to artificially inflate the trading price of American depositary receipts.
Skadden has consistently received many top rankings and other accolades in connection with our national securities litigation practice:
- named a finalist in The American Lawyer’s 2018 Litigation Department of the Year competition.
- named a finalist in the General Litigation category of the New York Law Journal’s 2019 Litigation Department of the Year competition and named as the publication’s 2018 Litigation Department of the Year.
- selected as one of Law360’s Securities Groups of the Year for 2017.
- in 2019, for the ninth consecutive time, named to BTI Consulting Group’s list of top litigation law firms — The BTI Fearsome Foursome — and named as a Powerhouse for Securities and Finance Litigation in the BTI Litigation Outlook 2020. Skadden is the only firm named to both of these lists in every edition of the report.
- ranked in the top tier in U.S. securities litigation in Chambers USA 2019.
- voted No. 1 in Vault’s Best Law Firms for Securities Litigation ranking. We’ve been ranked in the top spot in this category every year since 2011 by associates working in the practice area at peer firms.
- ranked in the top tier for securities litigation more times than any other firm in U.S. News — Best Lawyers Best Law Firms, including its most recent 2019 ranking.
- from 2013-17 served as defense counsel in more federal securities cases in the U.S. than any other law firm, according to statistics published in Lex Machina’s 2018 Top Law Firms report on federal U.S. litigation.
- according to Lex Machina’s Securities Litigation Report 2018, secured more wins for defendants and resolved more cases as defense counsel in federal courts than any other law firm since January 2017.
- named among Law360’s Litigation Powerhouses of 2016.
We handle securities, derivative and deal-related litigation matters for clients in a wide range of industries. Recent representations include:
Banks and Financial Institutions
- Various underwriting syndicates of Bank of America, Barclays, Citigroup, Cobalt, Deutsche Bank, LinnCo and Santander, among others. Recent cases include:
- and a worldwide syndicate of underwriters in a putative class action brought by the purchasers of Petrobras’ 2013 and 2014 U.S. dollar-denominated bond offerings. Skadden achieved several victories on behalf of the syndicate, including a Second Circuit judgment that vacated the district court’s class certification order and found that the district court failed to consider the need for individualized inquiries regarding whether each class member’s securities transaction was “domestic” under the Supreme Court’s decision in Morrison v. National Australia Bank. During pendency of a writ of certiorari in the U.S. Supreme Court regarding class certification, the parties negotiated a settlement of all claims, wherein the underwriting syndicate did not have to pay anything toward the settlement and received full releases;
- as part of the underwriting syndicate of various debt and equity offerings by Cobalt International Energy in a securities litigation asserting Section 11 and 12 claims involving allegations that Cobalt misrepresented and omitted material facts concerning its oil exploration prospects and compliance with the FCPA; and
- as part of the 17-member underwriting syndicate of Santander Consumer USA Holdings Inc.’s IPO in connection with two securities class actions (S.D.N.Y.) alleging that the offering materials for the company’s IPO were false and misleading and violated Sections 11 and 15; and
- an underwriter syndicate in securing a Second Circuit affirmance of the district court’s grant of summary judgment in a securities class action alleging that Barclays failed to properly disclose its exposure to credit markets in 2008 offering materials;
- Anchor BanCorp Wisconsin Inc. in a putative federal class action alleging Section 14(a) and Rule 14a-9 violations regarding certain material information purportedly omitted from the Form S-4 Registration Statement filed with the SEC (including the Anchor proxy statement included therein) following the announcement of a proposed transaction between Anchor and Old National Bancorp.
- AXA Equitable Life Insurance Company in securing a dismissal in a series of federal and state class actions alleging AXA Equitable breached its contractual obligations to variable annuity holders.
- Banco Itau International in successfully obtaining a dismissal with prejudice of a suit arising out of the plaintiffs’ investments in a now-bankrupt oil exploration company in Brazil.
- Bank of America/Merrill Lynch, UBS, Royal Bank of Scotland, Société Générale, CIBC, Crédit Agricole and BNP Paribas, among others, in residential mortgage-backed securities (RMBS) and other securities cases brought in state and federal courts and FINRA arbitrations throughout the country arising out of the credit crisis.
- Bank of America and certain of its current and former directors in the dismissal of a shareholder derivative action for alleged breaches of fiduciary duty related to purportedly improper residential mortgage-backed securitization practices and alleged manipulation of LIBOR.
- Barclays Bank in a FERC investigation regarding alleged market manipulation involving power trading in the western United States from late 2006 through 2008 and related federal court litigation.
- the former CEO of Bear Stearns, in derivative litigation, securities fraud class actions and ERISA class actions relating to its alleged conduct in relation to the subprime market. The derivative litigation and ERISA class actions were dismissed by the U.S. Court of Appeals for the Second Circuit.
- BlackRock Advisors, LLC, BlackRock Investment Management, LLC and BlackRock International Limited in a lawsuit brought by investors in two of BlackRock’s largest mutual funds: the BlackRock Global Allocation Fund, Inc. and the BlackRock Equity Dividend Fund.
- BNP Paribas in securing the dismissal of federal fraud and negligent misrepresentation claims arising from BNP’s marketing and underwriting of notes issued by Schmolz + Bickenbach, a global steel manufacturer.
- Canadian Imperial Bank of Commerce (CIBC)
- in numerous securities litigation matters including successfully representing the bank before the New York Court of Appeals; and
- in breach of contract litigation brought by an affiliate fund of Cerberus Capital Management alleging that CIBC failed to make required payments under two separate agreements that reference a portfolio of CIBC’s structured assets, including certain synthetic assets.
- Centerview Partners in securing the dismissal of an aiding and abetting claim in connection with its role as financial advisor to the board of directors of Diamond Resorts in its $2.2 billion acquisition by Apollo Global Management.
- in securing the dismissal of an antitrust class action in the U.S. District Court for the Southern District of New York;
- Citigroup Global Markets Inc. in a series of putative class actions alleging that numerous primary dealer defendants colluded to manipulate the U.S. Treasury securities markets in violation of federal antitrust laws and the Commodity Exchange Act; and
- Citibank N.A. and affiliates in a putative class action alleging that numerous defendants conspired to fix prices in the secondary market for supranational, sub-sovereign and agency (SSA) bonds in violation of federal antitrust laws.
- FMR LLC and Fidelity Brokerage Services, LLC in securities class action litigation brought in the U.S. District Court in the Southern District of New York regarding high-frequency trading.
- HSBC Finance Corp. in securing a Seventh Circuit opinion reversing and remanding for retrial an appeal from a $2.5 billion jury verdict following a trial in which a jury found the company and three of its former executives liable for making false and misleading statements to the market; and
- HSBC Holdings PLC’s subsidiary Household Finance in securing the settlement of a federal securities class action over alleged misrepresentations about whether the company engaged in predatory lending, re-aging of delinquent loans and certain accounting practices by its subsidiary Household International (now HSBC Finance).
- JPMorgan Chase
- in successfully negotiating a favorable settlement of a purported class action alleging foreign exchange rate manipulation regarding distributions made to American depositary receipt holders;
- in securing the dismissal of a purported class action in connection with breach of contract, breach of good faith and fair dealing, and other foreign exchange-related claims;
- as defendant (as part owner of MasterCard Incorporated) in securing the denial of certiorari by the U.S. Supreme Court in a lawsuit alleging that MasterCard’s initial public offering unfairly affected competition and violated several antitrust regulations, including the Sherman and Clayton Antitrust Acts;
- in the dismissal of a putative class action in the U.S. District Court for the Southern District of New York alleging that the company failed to provide the “prevailing” rate on foreign exchange transactions executed through their AutoFX program; and
- in securing the favorable settlement of a federal antitrust litigation brought by a proposed class of investors alleging manipulation of foreign exchange rates, such as the WM/Reuters Closing Spot Rates.
- New Residential Investment Corp. and its directors in the affirmance of the dismissal in large part of a stockholder lawsuit challenging the company’s acquisition of the assets of Home Loan Servicing Solutions Ltd. for approximately $1.4 billion.
- OceanFirst Financial Corporation in an action alleging Section 14(a) and Rule 14a-9 violations regarding certain material information purportedly omitted from the Form S-4 Registration Statement filed with the SEC following the announcement of a proposed transaction between OceanFirst and Cape Bancorp.
- Société Générale
- in securing the dismissal with prejudice of a Section 10(b) shareholder class action alleging it knowingly understated its exposure to subprime mortgages through its CDO investments and knowingly misstated the strength of its risk management controls; and
- in a securities class action in connection with R. Allen Stanford’s Ponzi scheme.
- UBS AG and UBS Real Estate Securities Inc. in securing favorable decisions in matters related to the residential mortgage-backed securities subprime crisis.
- UBS Financial Services Incorporated of Puerto Rico in successfully defeating an attempted interlocutory appeal of an order denying class certification in a putative securities class action.
- UniCredit, Pioneer Alternative Investments, Tremont Group Holdings and others in more than 25 actions stemming from the Bernard Madoff scandal, including litigation in federal trial and appellate courts in New York; securing a Second Circuit affirmance of the dismissal of federal claims brought against Tremont by an investor alleging fraud; state court actions in New York, California, Delaware, Massachusetts, Florida, Colorado, New Mexico and Washington; and, most notably, securing the dismissal of $60 billion in trebled RICO claims and common law claims brought against UniCredit by Irving Picard, the trustee for the Securities Investor Protection Act liquidation of Bernard L. Madoff Investment Securities, for which the U.S. Supreme Court denied certiorari.
Consulting and Accounting
- Booz Allen Hamilton Holding Company in securities class action litigation brought in the U.S. District Court for the Eastern District of Virginia and in a related derivative suit.
- First NBC Bank Holding Company in securing the dismissal of a shareholder class action alleging that First NBC deceived investors and used “manipulated accounting techniques” related to its investments in tax credit entities.
- PricewaterhouseCoopers LLP (PwC) in securing summary judgment in an accounting malpractice action in Nevada district court.
- Officers and directors of Apollo Education Group, Inc. in securing a settlement of a securities class action following dismissal with prejudice, judgment in favor of defendants and briefing of an appeal before the Ninth Circuit.
- New Oriental Education & Technology Group Inc. in a putative class action alleging claims under Section 10(b) of the Securities Exchange Act of 1934. Skadden previously represented New Oriental in securing a partial dismissal and successful settlement of a putative securities class action filed following an SEC inquiry and short-seller attack.
- Student Loan Corporation (SLC) and its former officers, as well as Citigroup Inc. and Discover Financial Services in securing the dismissal with prejudice of a shareholder class action brought by the Oklahoma Firefighters Pension & Retirement System in the U.S. District Court for the Southern District of New York alleging SLC failed to maintain adequate loan loss reserves and issued false and misleading financial disclosures.
Energy and Utilities
- Anadarko Petroleum Corporation
- and several individual executive defendants in the dismissal without prejudice of a putative securities fraud class action alleging that the company misled investors about the adequacy of its safety protocols and legal compliance;
- and certain officers in a purported federal securities class action alleging claims related to an event in Colorado; and
- in reaching a favorable settlement of a federal securities class action arising out of Anadarko’s passive, non-operating investment in BP’s Macondo well, which was the site of the April 20, 2010, Deepwater Horizon explosion and oil spill in the Gulf of Mexico, and also in derivative litigation.
- Cheniere Energy Inc. in the successful defense of a litigation challenging a shareholder vote on Cheniere’s incentive plan and related issuance of shares as incentive compensation.
- Current and former directors of Occidental Petroleum Corporation in a Delaware Chancery Court shareholder derivative litigation involving claims of breach of fiduciary duty, alleging that the individual defendants breached provisions of the company’s Long-Term Inventive Plan and received excessive compensation.
- Outside directors of Pacific Gas & Electric Company in securing a favorable ruling (with co-counsel) in a California shareholder derivative lawsuit in connection with the September 2010 explosion of a gas transmission line in San Bruno, California, alleging breach of fiduciary duty by violating pipeline safety laws and regulations and failure to oversee adequate internal controls.
- Seadrill Limited and North Atlantic Drilling Limited in securing the dismissal of a federal class action alleging that the companies had failed to disclose the possible impact of an evolving global sanctions regime on contracts with Rosneft, the Russian oil company.
- Current and former members of the board of directors of Sempra Energy in securing the dismissal of a shareholder derivative suit brought against them alleging breach of fiduciary duty.
- Southwestern Energy Company in the defense of a federal class action alleging violations of Sections 11, 12(a) and 15 of the Securities Act of 1933.
- TCP International Holdings, Ltd. in obtaining the dismissal of a consolidated securities class action in which the plaintiff claimed that TCP’s IPO registration statement and prospectus contained material misstatements or omissions.
- XTO Energy
- and its board of directors in a federal shareholder class action alleging Section 14(a) violations; and
- in a derivative action where the unitholder claimed the ability to sue XTO despite the refusal of the trustee to initiate litigation against XTO.
Health Care, Life Sciences and Pharmaceuticals
- Acorda Therapeutics and its chief executive officer, principal accounting officer and chief financial officer in a purported federal securities class action regarding the company’s public disclosures relating to Tozadenant, a drug that the company obtained worldwide rights to as a result of its acquisition of Biotie Therapies Corp.
- Amicus Therapeutics Inc. in connection with a purported securities class action brought in the U.S. District Court for the District of New Jersey alleging violations of the Securities Exchange Act of 1934 in connection with allegedly false and misleading statements made by the company related to the regulatory approval path for the company’s pharmacological chaperone therapy for Fabry disease in patients with amenable mutations.
- Baxter International Inc. in securing an order under recently enacted Section 205 of the Delaware General Corporation Law validating a charter amendment destaggering the board of directors of Baxter International Inc.; and in securing the settlement of a consolidated federal class action brought following its announcement of financial results for the first quarter of 2010 and a Food and Drug Administration order regarding Baxter’s Colleague infusion pump.
- Cempra, Inc. (now Melinta Therapeutics Inc.) and certain of its former officers in securing dismissal of a putative class action involving securities fraud claims, in which the plaintiff alleged that the defendants intentionally misled investors regarding the FDA approval prospects for solithromycin, a developmental drug.
- Centene Corp. in defense of a putative securities fraud class action arising out of its $6 billion acquisition of Health Net, Inc.
- Cytrx Corporation
- and certain of its officers in securing the dismissal of a purported federal securities class action alleging fraud after its stock price fell following the July 2016 release of preliminary data from the double-blind pivotal Phase 3 trial of its cancer drug aldoxorubicin; and
- in securing a dismissal upholding a Delaware forum-selection bylaw in a shareholder derivative suit.
- Current and former directors of E. I. du Pont de Nemours and Co. in securing federal and Delaware state appellate victories in the dismissal of two shareholder derivative lawsuits alleging breaches of fiduciary duty in connection with litigation against Monsanto Co.
- Express Scripts and certain of its current and former directors and officers in multiple shareholder derivative lawsuits and securities litigation filed in federal and state courts alleging breaches of fiduciary duty in connection with Express Scripts’ contractual dispute with Anthem, Inc., including in the dismissal with prejudice of the plaintiff’s second attempt to state a claim for securities fraud in the U.S. District Court for the Southern District of New York.
- Gentium S.p.A. in securing a dismissal with prejudice in a putative securities class action lawsuit arising out of the company’s auction and sale to Jazz Pharmaceuticals.
- Inovalon Holdings Inc. in a federal securities class action alleging violations of Sections 11, 12(a)(2) and 15 of the 1933 Act in connection with its February 2015 initial public offering.
- Insys Therapeutics, Inc. in securing a significant victory against claims arising out of a reverse stock split.
- Intercept Pharmaceuticals in connection with a federal securities fraud class action.
- Pfizer Inc. in defeating a stockholder’s demand for Pfizer’s books and records pursuant to 8 Del. C. § 220 in the Delaware Court of Chancery; and in securing a complete dismissal of a shareholder derivative suit brought against certain former and current officers and directors arising out of its settlements with the government concerning alleged FCPA violations.
- Questcor Pharmaceuticals, Inc. in securing the favorable settlement of a federal securities class action in connection with claims involving its principal drug, Acthar.
- Ripple Labs Inc., XRP II LLC and Bradley Garlinghouse in successfully securing the removal from state to federal court of a putative class action alleging that defendants sold securities in violation of the registration requirements of the Securities Act and Corporations Code. Subsequently, the plaintiff voluntarily dismissed his lawsuit.
- 11 former directors and officers of Savient Pharmaceuticals in securing the dismissal of a securities class action concerning statements it made prior to its filing of Chapter 11 bankruptcy petitions.
- Sellas Life Sciences Group, Inc. in obtaining dismissal of a purported securities fraud claim and winning judgment on the pleadings dismissing contract claims.
Retail, Food and Beverage
- Caribou Coffee in securing a favorable post-trial opinion in a federal appraisal action stemming from Joh. A. Benckiser Company’s acquisition of Caribou Coffee in January 2013.
- Jumei International Holding Limited, a Chinese online retailer, in securing the dismissal of a putative federal securities class action alleging that it made false and misleading statements regarding its financial performance.
- El Pollo Loco Holdings, Inc., Trimaran Capital Partners and other individual defendants in defending securities and derivative litigation in California and Delaware.
- Maple Parent Holdings Corp. in securing a favorable summary judgment in the Delaware Court of Chancery denying appraisal rights to stockholders of Dr Pepper Snapple Group, Inc. in connection with a reverse triangular merger.
- Netshoes (Cayman) Limited in securing the dismissal of a state securities class action alleging that the company violated the Securities Act of 1933 by making false and misleading disclosures in connection with its IPO. The disclosures at issue concerned Netshoes’ competitive position, its “high margin” products and its “business-to-business” distribution business.
- Members of the special committee of the board of directors of Steinway Musical Instruments Inc. in securing the settlement of a shareholder class action lawsuit that challenged the company’s go-private sale to Paulson & Co.
- Vipshop Holdings Limited in securing the dismissal of a federal securities class action alleging that it made false and misleading statements regarding its financial performance.
Technology, Telecommunications and Media
- 21Vianet, a Chinese internet data center service provider, in a federal securities class action alleging that it made false and misleading statements regarding its financial performance.
- Cheetah Mobile Inc. in securing the dismissal of a putative securities class action brought by a plaintiff who relied on a third-party short-seller report accusing the China-based mobile and computer applications developer of engaging in “click fraud.” The plaintiff alleged that the company’s revenues were artificially inflated and that Cheetah Mobile failed to disclose that its advertising revenue was substantially based on click farms, rather than a growing user base.
- ChinaCache International Holdings Ltd. in securing the dismissal without prejudice of a federal securities class action alleging it made false and misleading statements about its financial performance.
- Covisint Corporation, its directors and officers, and Compuware in securing a favorable resolution in a federal class action alleging securities violations in connection with Covisint’s September 2013 initial public offering.
- Directors of EMC Corporation in securing the affirmance of the dismissal of shareholder claims arising out of its 2016 merger with Dell Inc.
- Freescale Semiconductor, Ltd., its directors and Freescale Holdings, L.P. in defeating a putative federal class action brought by a shareholder seeking to enjoin Freescale Semiconductor, Ltd.’s proposed $40 billion merger with NXP Semiconductors, N.V.
- iDreamSky Technology Limited in securing the settlement of a federal class action under the Securities Act alleging claims in connection with its August 2014 initial public offering.
- The individual directors of IntraLinks in securing the dismissal with prejudice of a New York derivative action in connection with the FDIC’s termination of its relationship with the company, resolving the last of several related lawsuits.
- News Corp., NI Group LTD, and Rupert and James Murdoch in defeating a plaintiffs’ motion to reconsider the court’s prior dismissals of a securities class action arising out of the highly publicized improper news-gathering practices at The Sun and now-defunct News of the World.
- MOL Global, Inc., a Malaysian data processing company, in putative securities class actions involving allegations of failing to disclose material information in connection with the listing of the company’s American Depositary Shares during its IPO.
- NQ Mobile Inc. in securing the settlement of a federal securities class action alleging, based on a short seller attack, that the company’s financial statements and disclosures were false and misleading. Skadden also is representing NQ Mobile in a federal securities action alleging that the company issued misrepresentations of material facts concerning its business operations in violation of federal securities laws.
- Schawk Inc. and five of its directors in securing the dismissal of a Delaware Chancery Court litigation in connection with its approximately $575 million merger with Matthews International.
- Sprint-Nextel Corporation:
- in successfully defending — at the Delaware Court of Chancery and again at the Delaware Supreme Court — its $3.6 billion buyout of Clearwire Corp., resulting in the biggest appraisal defense victory in history, to date; and
- in securing the settlement of a securities class action alleging that Sprint issued false and misleading statements in connection with Sprint’s merger with Nextel Communications.
- Tower Semiconductor Ltd. in securing a Second Circuit victory in which the shareholders in a class action alleged that Tower Semiconductor issued a proxy statement that was false and misleading in violation of Section 14(a) and Rule 14a-9.
- Current and former directors and executive officers of The Walt Disney Company in securing a Ninth Circuit affirmance of a district court dismissal with prejudice of a stockholder derivative action accusing them of breach of fiduciary duty and unjust enrichment.
- China-based Weibo Corporation in the dismissal with prejudice of a putative securities fraud class action alleging that, from the company’s 2014 IPO through 2017, it misled investors about its compliance with Chinese regulations requiring a license to engage in the transmission of online audio-video material.
- Yahoo! Inc. in securing a Ninth Circuit affirmance of the dismissal of a purported derivative complaint in connection with the proposed $44.6 billion unsolicited acquisition by Microsoft Corporation, alleging breach of fiduciary duty and Section 14(a) claims.
Transportation, Automotive and Industrial
- Autoliv, Inc., in securing a proposed $22.5 million settlement of a federal securities class action pending in the Southern District of New York.
- Avianca Holdings SA in securing the withdrawal of a New York state action brought by its second-largest shareholder in an attempt to block, among other things, a contemplated strategic partnership between Avianca, Colombia’s largest airline, and United Airlines.
- Embraer S.A. in a federal shareholder class action involving claims of alleged violations of federal securities law.
- Flowserve Corporation in a federal lawsuit alleging violations of Section 14(a) of the Securities Exchange Act and 162(m) of the Internal Revenue Code in connection with disclosures in Flowserve’s 2015 proxy statement and compensation awarded to the company and its executives.
- Frank Stronach, retired chairman of Magna International Inc. (Canada), in the dismissal with prejudice of a putative class action lawsuit filed by the City of Taylor General Employees Retirement System in the U.S. District Court for the Southern District of New York alleging claims under Sections 10(b) and 20(a) of the Securities Exchange Act.
- Gerdau S.A. in securing a favorable settlement in a putative class action brought by purchasers of Gerdau’s American depositary receipts.
- The former CEO of Porsche Automobil Holding SE in successfully applying the U.S. Supreme Court’s decision in Morrison v. National Australia Bank on the extraterritorial reach (or lack thereof) of Section 10(b) of the Securities Exchange Act of 1934, thus securing a Second Circuit affirmance of the dismissal of federal claims brought against him, Porsche and certain other former officers and directors by several dozen hedge funds alleging misrepresentation and market manipulation in connection with Porsche’s attempted takeover of Volkswagen AG.
- Certain officers and directors of Republic Airways in a putative federal securities action alleging material misstatements and omissions on earnings filings.
- Major public companies in manufacturing, energy, technology and other industries in defense of Section 162(m), proxy disclosure and/or other employee compensation claims on a confidential basis.