Anna Rips

Law360 has reported on the Delaware Court of Chancery suit filed by Olshan Frome Wolosky LLP client Martin Siegel, a shareholder of global utility and power company The AES Corp., against eleven of the company’s current and former board members, alleging that the company has "weaponized" advance notice requirements in its bylaws to make it “unreasonably difficult, if not impossible,” for stockholders to nominate candidates for the company’s board. Among the amendments the company made in August 2023 to its bylaws, provisions include an “acting in concert” definition that requires any stockholder who nominates a slate of directors to identify a broad assortment of people in order to make the nomination valid and requiring a nominating stockholder to disclose commercially sensitive performance-related fees it could pay if the value of its company stock appreciates. According to the filing, AES Corp. has stated publicly that it amended its bylaws to address the SEC’s universal proxy card rule that went into effect September 2022, which was intended to make it easier for shareholders to nominate alternative director candidates to company boards but has often resulted in companies adopting onerous advance notice requirements that disenfranchise shareholders. The plaintiff’s motion to expedite asserts that if the Chancery Court does not declare the bylaw provisions invalid before the November 26 deadline to nominate directors for the company’s 2025 stockholders’ meeting, the stockholders' franchise rights will be violated and stockholders will be “permanently harmed.” Olshan Chair of Litigation Lori Marks-Esterman and counsel Jacqueline Ma represent the plaintiff in this matter. #OlshanLaw #Delaware #ChanceryCourt https://lnkd.in/exyWgvr7

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Always wonderful to see my Major, Lindsey & Africa partner Rob Zinn quoted in Bloomberg. Although the in-house life sciences market has been compressed for the past year or so due to inflation and a tighter investment market, AmLaw 100 firms are adopting the "if you build it, they will come approach." My partners and I look forward to what 2025 promises and are happy to answer any questions you might have about the market or projections. #bostonlifesciences #lifescienceshub #mlaglobal

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Cooley lawyers Michael Egan and Liza Cotter will explore the intersection of data privacy, cybersecurity and artificial intelligence in a session at the ACC NYC’s 2024 General Counsel Toolkit on June 6. 📆 View more details at the link below. For more AI resources and to see the team's full capabilities in this evolving space, visit our #CooleyAI page here: https://bit.ly/CooleyAI #AI #artificialintelligence #cybersecurity #dataprivacy

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Kessler Topaz Defeats Dismissal Motion in Coinbase Securities Litigation, Investor Claims to Proceed On September 5, 2024, U.S. District Judge Brian R. Martinotti denied Coinbase’s motion to dismiss a shareholder class action against the world’s largest crypto exchange. In a 49-page opinion, the court sustained securities fraud claims brought by Swedish pension fund Sjunde-AP Fonden (AP7) on behalf of investors stemming from Coinbase’s failure to disclose the true business risks facing the nascent crypto platform. These risks included the likelihood that the SEC would pursue an enforcement action against the company for failing to register the digital assets it lists as securities with the Commission. "The court finds plaintiffs have adequately alleged that defendants misleadingly described a favorable picture of the improbability that the SEC would file an enforcement action by repeatedly emphasizing that the crypto assets they listed were not securities," said the judge's order. In June 2023, when the SEC filed its enforcement action against Coinbase, the company’s stock tumbled, causing massive investor losses. The court also sustained AP7’s claim that Coinbase concealed the risk that customers’ crypto assets could be treated as part of the company’s estate in the event Coinbase filed for bankruptcy.  The case, pending in the U.S. District Court for the District of New Jersey, will now proceed to discovery. The KTMC team representing investors includes Matthew Mustokoff, Stacey Kaplan, Margaret Mazzeo, Joshua Materese, Austin Manning, and Dylan Isenberg. The team members were recognized as “Legal Lions of the Week” by Law360 for this important win. https://lnkd.in/e3w5egt8

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The latest from Movers & Shakers 📢 Ojam Bullrich Flanzbaum appoints Belén Recchini as partner. The firm specialized in intellectual property, technology, and data privacy, Ojam Bullrich Flanzbaum, has appointed Belen Recchini as its new partner. Recchini has been part of the company’s team since February 2019. Read the full news article here 👉 https://lnkd.in/e8WvzunC Subscribe to our newsletter to stay up-to-date with all the most pertinent patent stories and news here https://lnkd.in/eNFGimuS Want to write for The Patent Lawyer newsletter? Email [email protected] #patent #lawyer #news #lawfirm #partner #IP #technology #dataprivacy #IPlaw

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In Law360, Lowenstein partner and former NJ Bureau of Securities Chief Christopher Gerold highlights the ambiguity in the U.S. Securities and Exchange Commission’s stance on ETH as a commodity or security, noting the lack of a definitive statement despite approving exchange-traded products holding ETH and the conflicting views within the agency. Read the full article: https://bit.ly/4ew67qa Read Chris’s bio: https://lnkd.in/gVrZHrPf #securitieslaw #cryptocurrency #cryptonews #ether #blockchain

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Herrick's Restructuring & Finance Litigation co-chair, Sean O'Donnell, spoke with The Wall Street Journal - Pro Bankruptcy about a recent ruling by the Second Circuit which affirmed the dismissal of all claims in In re: Boston Generating, LLC—a matter that has been litigated for over a decade involving fraudulent conveyance claims arising from a $2 billion leveraged recapitalization. In so doing, the Second Circuit ruled that the Bankruptcy Code’s safe harbor provision for securities contracts payments, 11 U.S.C. § 546(e), applied to the leveraged buyout and pre-empted the plaintiff-appellant-trustee’s state-law fraudulent conveyance claims, which attempted to claw back approximately $708 million from the defendants-appellees. Herrick represented the largest ad hoc group of defendants-appellees in this matter. Read more here: https://lnkd.in/exHT3VVa. #HerrickDoesThat #Restructuring #Litigation

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Dive into the latest insights from Proskauer Rose LLP's Private Credit Default Index which reveals that default rates have climbed to 2.71% for Q2 2025. Stephen Boyko of Proskauer comments on the strategic utility of these default metrics for private debt fund managers and investors. This rising trend, captured through meticulous tracking of private loans, is essential reading for those in the private credit market. https://lnkd.in/dd6jZv5i #PrivateDebt #PrivateCredit

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Aviva Will is featured on an episode of American Bar Association's podcast "Our Curious Amalgam," exploring topics in antitrust and competition. Learn more about the evolution of the legal finance industry and Burford's Equity Project, an award-winning initiative aimed at improving diversity in the business of law. Click below to listen to the full podcast.  https://lnkd.in/eP7wkJFG #legalfinance #litigationfunding #BurfordCapital 

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Law360, Bloomberg Law, and New York Law Journal spotlight Lowenstein Sandler’s dynamic growth as the firm welcomes new partners Jason Gould and Courtney Posner, enhancing Lowenstein’s White Collar Defense and Investment Management capabilities. Read the Law360 article: https://bit.ly/4cSalq7 #lawfirms #lawyers #leadership #investmentmanagement #whitecollar

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Secondaries financing: Key considerations for debt in LP-leds and GP-leds. Law firm Proskauer Rose LLP writes that the use of debt finance is an increasingly important component of secondary transactions, whether for traditional private equity secondary funds acquiring interests in underlying funds or for fund managers facilitating GP-led transactions. #Secondaries #Secondary #SecondaryMarket #AlternativeInvestments #PrivateMarkets https://lnkd.in/eumAiVAt

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Proskauer Rose LLP's latest report offers a comprehensive analysis of the European and North American buyout fundraising market. Discover key trends in fund terms, borrowing limits, and investor protections from experts like Ryan Carpenter and Christopher Elson. https://lnkd.in/eA6wQWaJ #LBO #BuyOuts

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The Delaware Court of Chancery issued an important victory to HSW in the firm’s ongoing action against BuzzFeed, striking down the media company’s second attempt to prevent a group of former employees from arbitrating their claims stemming from its initial public offering. Partners Joseph Gallagher, Yonaton Aronoff and Jonathan Harris represent more than 40 former BuzzFeed employees who allege they were wrongfully locked out of selling their shares (causing them to suffer millions of dollars in losses) after the company went public via a SPAC transaction in late 2021. HSW brought the former employees’ claims in arbitration and BuzzFeed Inc. (NASDAQ: BZFD) filed suit in Delaware court to stop the arbitration. This latest gambit by BuzzFeed was its second attempt to force HSW’s clients to sue in Delaware. But the Chancery Court rejected BuzzFeed’s arguments, agreeing with HSW that only an arbitrator can decide where the suit belongs. A similar group of former BuzzFeed employees are represented by The Galbraith Law Firm and O'Brien LLP, and both groups are represented jointly by Bailey & Glasser, LLP in Delaware #Arbitration #IPO #SPAC

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The #FTC's ExxonMobil- Pioneer Natural Resources Company consent seemed odd, but now, with Chevron-Hess Corporation, we have a trend. Not sure how it makes sense when the #FTC does not bring a #conspiracy or #unfairmethodsofcompetition case against the CEO of either company or block either transaction or require any divestitures. Call me #skeptical.

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Cooley LLP lawyers Michael Egan and Liza Cotter will explore the intersection of data privacy, cybersecurity and artificial intelligence in a session at the ACC NYC’s 2024 General Counsel Toolkit on June 6. View more details at the link below.

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In this exclusive webinar, Jamie Schafer, Partner at Perkins Coie LLP, will provide information for private wealth advisors seeking clarity on the implications of the Corporate Transparency Act (CTA). This conversation will explore reporting requirements, beneficial ownerships, key exemptions, and compliance considerations for family offices. Jamie will also provide suggestions for next steps your firm can take to begin navigating this regulatory landscape. Take advantage of this opportunity to stay ahead and ensure your firm's success in navigating evolving regulatory and compliance requirements.   Watch this edition of Quarterly Conversations here: https://lnkd.in/g-vrYyBG

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