Category: ’33 Act
US Supreme Court: Pure Omissions Not Actionable UnderRule 10b-5(b)
On April 12, 2024, the US Supreme Court reversed the US Court of Appeals for the Second Circuit’s decision in Macquarie v. Moab Partners and held that a pure omission cannot form the basis of a securities fraud claim under Rule 10b-5(b). SCOTUS made clear that an omission is only actionable if it […]
Securities Class Action Settlement Trends: Number of Settlements Down, But Dollar Amounts Up, According to Cornerstone Research
Cornerstone Research, a top consulting and expert testimony firm, recently issued its annual report analyzing securities class action settlements. Cornerstone reported that, in 2023, the number of settlements in securities class actions declined, but the settlement dollar amounts increased. The settlement data shows that securities class actions can create substantial […]
Trending in securities class actions: Section 10(b) claims predominate, Ninth Circuit sees uptick, according to Cornerstone Report
Cornerstone Research (a top consulting and expert testimony firm) issued its 2023 Year in Review report, examining recent trends in securities class action filings. According to the report, in 2023 there was a slight uptick in securities class action filings, which had been seeing a downward trend in years prior. […]
Securities Plaintiffs Pursuing Crypto, Banking and High-Dollar-Value Cases in 2023, According to Cornerstone Research Report
Cornerstone Research (a top consulting and expert testimony firm) recently issued its highly anticipated midyear report on securities class action filings. The report examines recent trends in securities class action filings and provides insights about the types of cases filed, maximum dollar loss (MDL) amounts, and the impact of recent […]
Securities Litigation + Enforcement Highlights From Q2 2023
As 2023 reached its midpoint, Cooley’s securities litigation + enforcement practice continued its track record of obtaining victories for clients while serving as thought leaders on issues impacting the securities litigation and enforcement landscape. Below, we’ve rounded up key insights and developments from our team over recent months.
Unanimous Supreme Court Decision Limits Scope of Direct Listing Lawsuits
The US Supreme Court unanimously ruled that a shareholder suing under Section 11 of the Securities Act of 1933 must demonstrate that their shares are traceable to the allegedly misleading registration statement – a holding that will limit the scope of lawsuits brought by investors who purchase shares from companies […]
Supreme Court Hears Oral Argument in Slack Direct Listing Case
The Supreme Court heard oral argument on Monday in Slack Technologies v. Pirani, which presents the question of whether shareholders in a direct listing have standing to sue under Sections 11 and 12 of the Securities Act of 1933. As we discussed in a previous post, the Ninth Circuit held […]
US Supreme Court to Hear Direct Listing Appeal
On December 13, 2022, the US Supreme Court granted Slack’s petition for a writ of certiorari, which urged the Court to review the Ninth Circuit’s ruling that shareholders in a direct listing have standing to sue under Sections 11 and 12 of the Securities Act of 1933. The Court’s opinion […]
Ninth Circuit Rejects ‘Direct Listing’ Carve-Out from Securities Act Liability
On September 20, 2021, the United States Court of Appeals for the Ninth Circuit issued its much anticipated decision in Pirani v. Slack Technologies, Inc., which raised the novel question (a question of first impression, according to the panel) of whether shareholders lack standing to sue under Sections 11 and […]