Jay A Dubow

August 27, 2024 | The Legal Intelligencer

This June, the U.S. Supreme Court granted certiorari in two cases that will answer this question, NVIDIA v. E. Ohman J:or Fonder AB and Facebook v. Amalgamated Bank. These cases present the court with an opportunity to resolve significant circuit splits on pleading requirements under the Private Securities Litigation Reform Act of 1995 (PSLRA), a statute enacted to deter frivolous securities lawsuits and abusive litigation practices.

By Jay A. Dubow, Joanna Cline and Sierra C. Stockley

6 minute read

May 28, 2024 | The Legal Intelligencer

Judge Frank Easterbrook, disenchanted with the current "federal practice" of plaintiffs attorneys extorting fees in disclosure cases without conferring a meaningful benefit on stockholders, penned the opinion for a two-judge panel rejecting such fee agreements and empowering shareholders and federal courts alike to scrutinize these fees going forward.

By Jay A. Dubow, Joanna Cline and Connor B. DeFilippis

6 minute read

November 27, 2023 | The Legal Intelligencer

The settlement documents refer to a blow provision but note that the triggering percentage is not being disclosed. This is done to avoid publicizing the number of opt-outs to parties who may try to disrupt the settlement because knowledge of the number may give them more incentive to do so.

By Jay A. Dubow, Joanna J. Cline and Milica Krnjaja

7 minute read

August 28, 2023 | The Legal Intelligencer

Recent decisions by the Delaware Court of Chancery demonstrate that when a SPAC transaction and the disclosures surrounding it are challenged, defendants may face an uphill battle to prevail on a motion to dismiss, especially where breach of fiduciary duty claims have been asserted.

By Jay A. Dubow, Joanna J. Cline and Erica H. Dressler

7 minute read

May 26, 2023 | The Legal Intelligencer

With the first post-Axon challenge already underway in the U.S. District Court for the Northern District of Georgia and a pending petition for writ of certiorari from a U.S. Court of Appeals for the Fifth Circuit decision declaring the SEC's administrative proceedings unconstitutional, we may soon see whether and how these judicial constraints on administrative proceedings will continue to develop in the aftermath of Axon.

By Jay A. Dubow, Joanna J. Cline and Angela Monaco

10 minute read

February 23, 2023 | The Legal Intelligencer

Newer trends—such as environmental, social, and governance (ESG), cybersecurity-related disclosure violations, and cryptocurrency regulation—are likely to provide further fuel for securities litigation and enforcement in the coming year.

By Jay A. Dubow, Joanna J. Cline and Kaitlin L. O'Donnell

9 minute read

August 29, 2022 | The Legal Intelligencer

In addition to potential private lawsuits and state attorney general investigations, public companies must be prepared for potential investigations by the U.S. Securities and Exchange Commission (SEC) and potential securities litigation, including class actions and stockholder derivative suits.

By Robert L. Hickok, Jay A. Dubow and Thomas H. Cordova

11 minute read

May 27, 2022 | The Legal Intelligencer

This article explores the reasons for using confidential witnesses, the required disclosures regarding the confidential witness at the pleading stage, and ways in which courts have confronted the messy factual issue of a "recanting" confidential witness.

By Robert L. Hickok, Jay A. Dubow and Whitney R. Redding

15 minute read

February 24, 2022 | The Legal Intelligencer

SEC litigations and administrative proceedings related to crypto have skyrocketed from 18 in the five-year period from 2013 to 2017 to 79 in the last four years.

By Robert L. Hickok, Jay A. Dubow and Julian N. Weiss

14 minute read

November 29, 2021 | The Legal Intelligencer

In deciding that an investor purchasing through a direct listing could establish standing under Section 11, the Ninth Circuit departs from past precedent and abandons the previously strict tracing requirement courts have historically interpreted under Section 11.

By Robert L. Hickok, Jay A. Dubow and Bianca DiBella

7 minute read