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Mealey's Securities

  • June 30, 2025

    2nd Circuit: Hedge Fund Didn’t Need To Register As Dealer To Enter Agreement

    NEW YORK — A panel of the Second Circuit U.S. Court of Appeals affirmed the dismissal of a case brought by an aerospace company that sought to void a stock purchase agreement (SPA) with a hedge fund because the hedge fund violated federal securities laws by not registering as a dealer, determining that under the terms of the SPA, the hedge fund did not have to be a registered dealer.

  • June 30, 2025

    High Court Denies Crypto Companies’ Venue, Nationwide Service Provision Petition

    WASHINGTON, D.C. — The U.S. Supreme Court on June 30 denied two crypto companies’ petition for a writ of certiorari for a suit brought against them by an investor alleging that they conspired to deflate the value of a crypto asset, which asked the court to determine whether the paired venue and nationwide service provisions of the Commodities Exchange Act (CEA) should be interpreted independently or as a whole.

  • June 30, 2025

    Judge Denies SEC’s Renewed Motion to Lift Injunction Against Crypto Asset Firm

    NEW YORK — A federal judge in New York denied the Securities and Exchange Commission’s renewed request that the judge dissolve an injunction against crypto asset firm Ripple Labs Inc. and order that all but $50 million of the $125 million civil penalty Ripple was ordered to pay to the SEC be returned to the company, finding that the parties had not shown the exceptional circumstances necessary for their agreement to “outweigh the public interest or the administration of justice.”

  • June 30, 2025

    $38M Settlement In Securities Case Tied To Roundup Litigation Gets Initial OK

    SAN FRANCISCO — A federal judge in California on June 27 granted preliminary approval to a $38 million proposed settlement in a securities fraud class action against Bayer AG, the parent company of Monsanto Co., related to statements it made about Monsanto’s science-based trial defenses in Roundup litigation. The judge said the court will likely be able to finally approve the settlement under Federal Rule of Civil Procedure 23(e)(2) as being “fair, reasonable, and adequate to the Class.”

  • June 30, 2025

    Supreme Court Agrees To Hear ICA Private Right Of Action Case

    WASHINGTON, D.C. — The U.S. Supreme Court on June 30 granted certiorari to a petition filed by closed-end funds (CEFs) regarding whether a section of the Investment Company Act of 1940 (ICA) includes a private right of action.

  • June 26, 2025

    Shareholder Sues Hims After Partnership That Allowed Compounded Semaglutide Ends

    SAN FRANCISCO — Hims & Hers Health Inc., a telehealth company that touted a collaboration with Novo Nordisk Inc. that would allow it to sell compounded semaglutide products, was hit with a securities fraud class action on June 25 by a shareholder who alleges that the stock value plummeted when Novo Nordisk ended the partnership.

  • June 25, 2025

    Final Approval Given To Settlement Between Investors, Startup Over Stock Drop

    LOS ANGELES — A federal judge in California gave final approval to a $7.25 million settlement between an electric vehicle startup, its predecessor and its CEO and investors who alleged that the companies provided false or misleading statements regarding a reverse merger that led the startup’s stock price to be artificially inflated.

  • June 19, 2025

    3rd Circuit: Fraud Claims Against Custodian, Financial Adviser Are Time-Barred

    PHILADELPHIA — A Third Circuit U.S. Court of Appeals panel affirmed a lower court’s dismissal of a securities fraud case brought by the winning bidder at the forced sale of a company that provides language services against the company’s custodian and financial adviser for allegedly misleading statements, finding the bidder’s claims are time-barred.

  • June 18, 2025

    Judge Approves $10.5 Million Settlement Of Biopharmaceutical Stock Drop Suit

    SAN DIEGO — A federal judge in California granted final approval to a $10.5 million settlement in a case brought by shareholders against a biopharmaceutical company and certain executives alleging that misstatements they made about the company’s manufacturing possibilities and approval prospects for its lead product candidate unlawfully inflated the company’s stock price, which dropped after the U.S. Food and Drug Administration rejected the company’s license application for the product candidate.

  • June 17, 2025

    SEC Renews Motion To Lift Injunction Against Crypto Asset Firm

    NEW YORK — The Securities and Exchange Commission filed a renewed request that a federal judge in New York dissolve an injunction against crypto asset firm Ripple Labs Inc. and order that all but $50 million of the $125 million civil penalty Ripple was ordered to pay to the SEC be returned to the company, arguing that exceptional circumstances warrant a modification of the final judgment.

  • June 11, 2025

    Crypto Companies Say Split On Venue, Nationwide Service Provision Needs Addressed

    WASHINGTON, D.C. — In a reply brief in support of two cryptocurrency companies’ petition for a writ of certiorari with the U.S. Supreme Court for a suit brought against them by an investor alleging that they conspired to deflate the value of a crypto asset, the companies argue that the case is “an ideal vehicle” to determine whether the paired venue and nationwide service provisions of the Commodities Exchange Act (CEA) should be interpreted independently or as a whole, and note that the investor acknowledges the decades-long split among the federal circuit courts on this issue.

  • June 11, 2025

    9th Circuit Won’t Rehear Pension Fund’s Securities Case Against Gaming Company

    PASADENA, Calif. — A panel of the Ninth Circuit U.S. Court of Appeals denied a pension fund’s petition for rehearing en banc of the  panel’s affirmation of dismissal of the fund’s class action alleging that a gaming company it invested in falsely inflated its share prices after finding that the fund needed to plead loss causation as part of its stock scheme claims.

  • June 10, 2025

    High Court Won’t Hear Case To Address Disgorgement, Materiality Questions

    WASHINGTON, D.C. — The U.S. Supreme Court decided not to grant certiorari to an investment officer and his investment firm asking the court to address questions regarding an award of disgorgement and the materiality of alleged misrepresentations under the Investment Advisors Act of 1940.

  • June 09, 2025

    Investors Won’t Respond To Petition On Securities Fraud Materiality Requirement

    WASHINGTON, D.C. — Investors on June 6 waived their right to respond to an auditor’s petition for writ of certiorari to the U.S. Supreme Court, asking the court to determine when the materiality requirement for securities fraud liability is satisfied.

  • June 05, 2025

    Judge Allows Shareholder Claims That Directors Breached Duty To Continue

    GEORGETOWN, Del. — A Delaware chancellor granted in part and denied in part motions to dismiss filed by a company that designed self-driving robotaxis and several directors, as well as Amazon.com Inc., in a case brought by common stockholders alleging the directors breached their fiduciary duty during the company’s merger with Amazon, finding the shareholders adequately alleged more than half of the directors breached their fiduciary duty.

  • June 04, 2025

    11th Circuit: Shareholder Can’t Recover Profits From Company’s Stock Repurchase

    ATLANTA — A panel of the 11th Circuit U.S. Court of Appeals affirmed a lower court ruling dismissing a shareholder’s case against an automotive technology company and its founder and majority shareholder seeking to recover the founder and majority shareholder’s profits after the company repurchased shares of its stock on the open market, holding that federal securities statues and the Securities and Exchange Commission’s guidance prohibit such recovery.

  • June 04, 2025

    Investors Urge 9th Circuit Not To Hear Class Certification Issue In Stock Loss Suit

    SAN FRANCISCO — A group of investors urged the Ninth Circuit U.S. Court of Appeals not to grant Wells Fargo & Co.’s petition for permission to appeal a California federal judge’s order granting class certification to the investors in their suit against Wells Fargo and certain executives alleging that news of the company’s practice of using fake interviews to give the impression of complying with internal diversity hiring practices led to a drop in stock value, arguing that the judge properly found that their out-of-pocket event study damages methodology satisfies the necessary requirements.

  • June 03, 2025

    Fund Manager Appeals Dismissal Of Challenge To SEC Administrative Law Proceeding

    WASHINGTON, D.C. — An investment fund manager filed a notice of appeal of a federal judge’s dismissal of his suit challenging the Securities and Exchange Commission’s administrative law proceeding against him as unconstitutional and barred by res judicata; the judge found that the manager’s allegations failed for either lack of subject matter jurisdiction or failure to state a claim.

  • June 03, 2025

    SEC Division Says Crypto Protocol Staking Activities Don’t Involve Securities

    WASHINGTON, D.C. — The Securities and Exchange Commission Division of Corporation Finance said in an online statement that it doesn’t consider certain protocol staking activities to involve securities, leading to mixed opinions from the SEC’s commissioners.

  • June 02, 2025

    Supreme Court Declines To Hear FINRA Constitutionality Case

    WASHINGTON, D.C. — The U.S. Supreme Court on June 2 denied a brokerage firm’s petition for a writ of certiorari, in which it asked the court to address the constitutionality of the Financial Industry Regulatory Authority (FINRA), as well as what constitutes an irreparable injury for the purpose of a preliminary injunction.

  • June 02, 2025

    High Court Won’t Hear Petition On Company’s Standing To Bring Short-Swing Case

    WASHINGTON, D.C. — The U.S. Supreme Court denied an investor’s petition for a writ of certiorari asking the court to determine if a micro-robotic technology company has Article III standing to bring a case against him for the disgorgement of short-swing profits for violating Section 16(b) of the Securities Exchange Act of 1934.

  • June 02, 2025

    SEC Voluntarily Dismisses Enforcement Action Against Cryptocurrency Firm

    WASHINGTON, D.C. — The Securities and Exchange Commission filed a joint stipulation dismissing its enforcement action against a cryptocurrency firm, its CEO and related entities that alleged the defendants used illegal platforms to offer crypto assets and employed an unregistered broker and clearing services.

  • June 02, 2025

    Solicitor General Urges High Court To Hear ICA Private Right Of Action Case

    WASHINGTON, D.C. — The U.S. solicitor general, on behalf of the United States, urged the U.S. Supreme Court to hear a case brought by multiple closed-end funds (CEFs) regarding whether a section of the Investment Company Act of 1940 (ICA) includes a private right of action, arguing that Congress didn’t mean for the provision to create a private right of action.

  • May 29, 2025

    1st Circuit Vacates Denial Of Fees In SEC Enforcement, Remands To District Court

    BOSTON — A panel of the First Circuit U.S. Court of Appeals vacated a Massachusetts federal judge’s finding that a hedge fund manager and his company are not entitled to attorney fees under the Equal Access to Justice Act (EAJA), finding the judge erred in its interpretation of the terms of the statute.

  • May 29, 2025

    Bump-Up Exclusion Bars D&O Coverage For $90M Settlement Over Merger, Panel Affirms

    RICHMOND, Va. — The Fourth Circuit U.S. Court of Appeals on May 28 affirmed a lower federal court’s holding that a “bump-up” exclusion unambiguously precludes directors and officers liability insurance coverage for the $90 million settlement of two underlying lawsuits arising from a 2015 merger including $17,626,730 of the total settlement that ultimately went toward attorney fees.