In the latest securities suit related to the coronavirus outbreak, a plaintiff shareholder has filed a U.S. securities class action lawsuit against a Chinese real estate firm whose American Depositary Shares (ADSs) are listed on the NYSE, based on allegations that the company’s January 2020 IPO offering documents failed to disclose the impact of the outbreak on the company’s residential real estate operations in China. This latest filing is the first coronavirus-related securities lawsuit in the U.S. against a non-U.S. company. A copy of the plaintiff’s April 24, 2020 complaint can be found here.
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Guest Post: The Dangers of COVID-19 Exclusions in D&O Policies
As the coronavirus outbreak has unfolded , one of the steps that insurers have been taking in response is to try to add coronavirus or pandemic exclusions to policyholders’ go-forward policies, in some instances included with respect to D&O insurance. In the following guest post, Francis Kean takes a look at an example of this type of exclusion. Francis is a Partner, Financial Lines, at McGill and Partners. A version of this article previously was published as part of a McGill client alert. I would like to thank Francis for allowing me to publish his article on this site. I welcome guest post submissions from responsible authors on topics of interest to this blog’s readers. Please contact me directly if you would like to submit a guest post. Here is Francis’s article.
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If Top Exec Has Covid-19, Does the Company Have to Disclose It?
As the coronavirus outbreak has spread, the COVID-19 disease has struck millions across the globe. The demographics and geographic distribution of the disease will make for interesting study when the current outbreak has ended, but clearly the disease has struck both the mighty and modest. The high-profile victims include the Prince of Wales and the U.K. Prime Minister. Other victims have included (and likely will continue to include) senior corporate executives. When key execs contract the disease, their companies face the question whether the executives’ illness must be disclosed. As discussed in Judy Greenwald’s April 21, 2020 Business Insurance article (here), there are no bright line answers to this question.
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Pharma Company Hit with COVID 19-Related Derivative Suit
As readers know, I have been keeping track of COVID 19-related securities class action lawsuits as they have been filed over the course of recent weeks (most recently here). One of the companies to get hit with a COVID 19 related securities suit is the pharmaceutical company Inovio; as discussed here, a plaintiff shareholder filed a securities suit against the company based on alleged statements by the company’s CEO about the company’s readiness to prepare and begin testing a coronavirus vaccine. Now the company’s board has been with a separate shareholder derivative lawsuit based on the same coronavirus-related allegations. A copy of the plaintiff’s complaint, filed on April 20, 2020, can be found here.
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Business Insurance Webinar: D&O Risks from COVID-19
At Noon EDT on Wednesday April 22, 2020, I will be participating in a free hour-long Business Insurance webinar with my good friends Priya Cherian Huskins of Woodruff Sawyer and Bill Passannante of the Anderson Kill law firm on the topic of D&O Risks from COVID-19. The session will be moderated by Business Insurance’s Gavin
“Tenacious” SEC Whistleblower Awarded More Than $27 Million
In the largest such award so far this year, the SEC has awarded more than $27 million to a whistleblower, an award amount that the Commission increased above staff recommendations in recognition that the whistleblower had “repeatedly and tenaciously” voiced his concerns about the misconduct within his organization before reporting it to the agency. As discussed below, there are a number of noteworthy features about this award. The Commission’s April 16, 2020 order about the award can be found here. The Commission’s April 16, 2020 press release about the award can be found here.
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Musk’s “Take Private” Tweets Held Actionable
In a now infamous August 7, 2018 post on his Twitter account, Tesla CEO Elon Musk stated that he was “considering taking Tesla private at $420. Funding secured.” This post and several subsequent messages ultimately were the subject of an SEC enforcement proceeding (later settled) as well as several securities class action lawsuits (later consolidated). On April 15, 2020, Northern District of California Edward Chen denied the defendants’ motion to dismiss the consolidated securities lawsuit, finding that the “take private” Tweet and other messages were false and misleading. Judge Chen’s opinion is of interest because of the high-profile nature of the allegations, but also for what it says about corporate securities liability exposure for executives’ social media statements. Judge Chen’s opinion can be found here.
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Guest Post: D&O Insurance Issues Arising from the COVID-19 Crisis
As I have noted in numerous post on this blog (most recently here), among the many different types of fallout from the current coronavirus outbreak are the potentially significant implications for corporate liability and for D&O insurance. In the following guest post, Lawrence J. Bracken, Geoffrey B. Fehling and Lorelie S. Masters of the Hunton Andrews Kurth LLP law firm consider these implications, including the types of claims that may arise and the impact the pandemic may have D&O insurance policyholders and their insurers. I would like to thank the authors for allowing me to publish their article on this site. I welcome guest post submissions from responsible authors on topics of interest to this blog’s readers. Please contact me directly if you would like to publish a guest post. Here is the authors’ article.
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Guest Post: Close Call in New Second Circuit Class Certification Decision
The Second Circuit issued its latest decision in the long running Goldman Sachs Group securities class action litigation on April 7, 2020 (here). In the following guest post, Tim Hoeffner and Paul Ferrillo of the McDermott, Will & Emery law firm take a look at the Second Circuit’s decision and analyze its implications. I would like to thank Tim and Paul for allowing me to publish their article as a guest post on this site. I welcome guest post submissions from responsible authors on topics of interest to this blog’s readers. Please contact me directly if you would like to submit a guest post. Here is Time and Paul’s article.
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Guest Post: First-Quarter Securities Class Actions Respond To Outbreak
In the following guest post, Nessim Mezrahi discusses his analysis of the First Quarter 2020 securities class action lawsuit exposure. Mezrahi is cofounder and CEO of SAR, a securities class action data analytics and software company. SAR’s April 10, 2020 press release discussing its 1Q20 securities class action litigation analysis can be found here. A version of the following article previously was published on Law360. I would like to thank Nessim for allowing me to publish his article on this site. I welcome guest post submissions from responsible authors on topics of interest to this blog’s readers. Please contact me directly if you would like to submit a guest post. Here is Nessim’s article.
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