Spring 2018 Newsletter
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with OnSpring 2018 the Record Read the Latest Breaking News and Stories About Corporate Governance Robbins Geller Achieves Unanimous Supreme Court Victory+ The Latest in the Nationwide Fight Against the Opioid Epidemic Find out Why Investor Activism Is on the Rise in Europe Will the SEC Strip Investors of Protections Against Securities Fraud? Read the Latest Ninth Circuit [Wins in the First Solar, Quality Systems and Trump University Cases A Note from Samuel Rudman We continue to advocate for investors lawsuits related to the crisis and the and consumers around the world, Firm is honored to have been selected obtaining several key precedents by dozens of cities and counties to favorably impacting institutional lead the effort to prosecute these cases investors. In Cyan, Inc. v. Beaver and construct a lasting solution to this County Employees Retirement Fund, a scourge. case led by Robbins Geller, the U.S. In January 2018 Robbins Geller was Supreme Court recently issued a named as one of the nation’s Top unanimous opinion holding that state Securities Practice Groups – the only courts continue to have jurisdiction plaintiff’s firm so recognized – by over investor class actions asserting Law360. Chambers USA dubbed the violations of the Securities Act of 1933. Firm “the leader in the battle against In addition, Robbins Geller’s in-house corporate securities fraud.” We are fraud and misrepresentations caused appellate team recently obtained key proud of the Firm’s continued success by corporate insiders. We urge each decisions in the Second and Ninth on behalf of our clients. of you to inform yourselves about Spring 2018 Spring Circuit Courts of Appeal preserving these efforts, which undermine the favorable class certification and loss That said, our ability to protect security of our public markets. It is causation standards that will help investors from corporate wrongdoers important that you take action to future classes of aggrieved investors is currently threatened by a campaign ensure such measures designed to and consumers. spearheaded by the U.S. Chamber shield wrongdoing from public view do of Commerce to implement We are also at the forefront of efforts to not become part and parcel of share mandatory arbitration provisions in ownership in the United States. address the horrors of the nationwide connection with the public offering of opioid epidemic that public health securities. The widespread adoption Robbins Geller looks forward to officials have called the worst drug of mandatory arbitration provisions continuing to work with you to protect crisis in American history. Name would effectively eliminate investors’ your plan’s assets in the months and partner Paul Geller is on the team of ability to seek judicial redress for years to come. elite lawyers spearheading coordinated Robbins Geller’s Client Achieves Securities Group of FEATURES Unanimous Victory at U.S. the Year 3 Supreme Court 4 Robbins Geller Wins Appeal Robbins Geller on the Investor in the Second Circuit for High Front Line in the Fight Activism Frequency Trading Investors Against the Opioid News 5 6-7 Epidemic 10 2 A Note from Samuel Rudman 13 Trump University Students Prevail in the Ninth Circuit 8 Corporate Governance Roundup 11 Robbins Geller’s Mike Dowd Receives Trial Lawyer 14 First Solar and Quality Systems Shareholders Score Excellence Award Major Victories in Ninth Circuit 11 The National Law Journal Names Robbins Geller Partners 15 Plaintiffs Move Forward with Case After Goldman Paul Geller, Jason Forge and Rachel Jensen as 2018 Sachs’s Second Circuit Appeal Plaintiffs’ Lawyers Trailblazers 16 Climate Change News 12 Marvell Technology Investors Score Final Approval 17 Reining in Unicorns: Protecting Pensioners and of $72.5 Million Recovery Entrepreneurs From Fraud OTHER CONTENT 13 Medtronic Investors Score Class Certification and 18 Will the SEC Strip Investors of Protections Overcome Motion for Summary Judgment in Medtronic Against Securities Fraud? Class Action 30 Meet Robbins Geller’s 2018 Leading Lawyers in [ rgrdlaw.com America 2 RobbinsRobbins Geller’sGeller’s ClientClient AchievesAchieves UnanimousUnanimous VictoryVictory atat U.S.U.S. SupremeSupreme CourtCourt On March 20, 2018, the U.S. Supreme Court issued a unanimous opinion in Cyan, Inc. v. Beaver County Employees Retirement Fund, No. 15-1439, holding that state courts continue to have jurisdiction over class actions asserting violations of the Securities Act of 1933. The Court’s ruling secures investors’ ability to bring 1933 Act claims in either state or federal court when companies fail to make full and fair disclosure of relevant information in offering documents. The Court confirmed that the Securities Litigation Uniform Standards Act of 1998 (“SLUSA”) was designed to preclude securities class actions asserting violations of state law – not to preclude securities class actions asserting violations of federal law brought in state courts. In the underlying case, Cyan, a Through the opinion, the Supreme Court telecommunications company, allegedly reaffirmed the ability of state courts to made false statements in its offering adjudicate 1933 Act class action cases, documents about the company’s customer holding that “SLUSA did nothing to strip base and likely future sales. When the truth state courts of their longstanding jurisdiction was subsequently disclosed, Cyan’s stock lost to adjudicate class actions alleging only almost half of its value. Consistent with state 1933 Act violations.” courts’ longstanding jurisdiction, investors brought a class action in San Francisco At the time of its enactment, President Franklin D. Roosevelt explained that the 1933 Act was designed to “bring back public confidence” in securities offerings by “put[ting] the burden of telling the whole truth on the seller” in such offerings. Congress implemented this objective by allowing injured investors to file private actions under the 1933 Act in either state or federal court. The decision has affirmed the Superior Court alleging that Cyan’s false ability of investors to rely on state courts, as statements made in connection with its well as federal courts, as a legitimate forum initial public offering violated Section 11 of for pursuing class action remedies when the 1933 Act. Cyan moved to dismiss the companies provide false and misleading case on the ground that SLUSA eliminated information to investors. state court jurisdiction for such class actions. “The Supreme Court’s unanimous opinion The trial court rejected this contention, makes clear that investors continue to have relying on an earlier California Court of an important remedy in state courts when Appeal decision holding that the SLUSA companies fail to come clean in connection provisions do not preclude the ability of with public offerings,” noted Robbins Geller state courts to hear 1933 Act class action partner Andrew S. Love, who represented cases – SLUSA’s purpose, rather, was to plaintiffs Beaver County Employees thwart securities fraud class actions brought Retirement Fund, Retirement Board under state law that were being pursued as of Allegheny County and Delaware a way to evade certain restrictions imposed County Employees Retirement by the Private Securities Litigation Reform System in the U.S. Supreme Court and in Act of 1995. the California appellate courts. Cyan challenged the trial court’s ruling Robbins Geller attorneys Darren J. by filing a writ in the California Court of Robbins, James I. Jaconette, James Appeal and a petition for review in the E. Barz, Andrew S. Love and Kenneth California Supreme Court, both of which Black are counsel to the plaintiffs/ were rejected. It then sought review before respondents in Cyan Inc. v. Beaver County the U.S. Supreme Court. Employees Retirement Fund. On the Record | Spring 2018 3 Securities Group of the Year n naming Robbins Geller settlement ever in a post-PSLRA be independent directors and as one of the nation’s securities fraud case. Ultimately, created a clawback scheme top Securities Practice the case encapsulates the Firm’s that required the recovery Groups of the Year for strongest attributes and “our of compensation paid to the 2017, Law360 released commitment to the clients, not company’s top officers if its a detailed profile on the Firm, giving up, not settling early, accounts were restated, among Inoting its drive to obtain an not settling on the cheap, and other changes.” “optimum result” for its clients, obtaining an optimal result,” which “set[s] it apart from other Robbins added. Additionally, the publication securities litigation shops.” noted the Firm’s victory in Robbins Geller partner Luke securing a $64 million recovery As the only plaintiff’s firm named, Brooks, one of the lead attorneys for the class in Plumbers & the profile lauds Robbins Geller on the Household International Pipefitters National Pension Fund for “cement[ing] its reputation case, noted that at every turn, v. Burns (the Dana Corp. case), as a go-to firm for harmed the trial team “demonstrated which included “two trips to the investors” and recognizes to [defendants] that this was Sixth Circuit” and 11 years of certain of the Firm’s recent something they couldn’t escape hard-fought litigation. cases, including those against with a nominal payment.” Household International (now “Robbins Geller attorneys also HSBC), Community Health Law360 also highlighted notched an important win in a Systems and Dana Corp., as Robbins Geller’s excellent work fight with software maker Quality demonstrating