Securities Enforcement and Corporate Governance Litigation
With experienced and highly regarded litigators well versed in the nuances of securities and corporate governance litigation, an established Chancery Court practice, and a keen understanding of the high stakes at play, Ballard Spahr is equipped to lead complex securities and corporate governance litigation of any size.
Our lawyers advise companies and their officers and directors on every type of securities and corporate governance claim – from derivative actions and regulatory or internal investigations to special committee representations and significant shareholder class actions. Our law firm has the experience to identify and avoid potential obstacles in a case, a demonstrated ability to innovate, and a track record of success in the courtroom and through alternative dispute resolution.
- We represent Twitter in Twitter Inc. v. Musk et al., in the Delaware Chancery Court. The case arises from Elon Musk’s abrogation of a merger agreement under which he is obligated to buy the company for $54.20 a share, an aggregate price of $44 billion. Musk claims Twitter violated representations and covenants by including misleading estimates of “spam” user accounts in its SEC filings and by terminating employees without Musk’s approval. Twitter seeks an order compelling Musk to complete the deal. Musk brought counterclaims alleging he was justified in terminating the agreement and contending the agreement was fraudulently induced by Twitter’s publicly disclosed “spam” or “bot” estimates. We are working with lead counsel, Wachtell Lipton, and are responsible for obtaining discovery from more than 100 third-party witnesses. These include Musk’s equity investors and several prominent law firms that have represented Musk or his potential lenders.
- We represented an exchange and its board of governors in a lawsuit that arose from a series of transactions in which six major financial institutions acquired ownership interests totaling 89 percent of the exchange. The federal court suit was brought as Rule 10b-5 and Section 29 securities claims on behalf of a purported class of shareholders. We obtained dismissal of the complaint in the federal action, and an appeal is pending. The Delaware Chancery breach of fiduciary duty litigation was settled on the eve of trial.
- We defended a national drugstore chain against civil securities multidistrict litigation, SEC and Department of Justice criminal investigations, and ERISA litigation arising out of accounting irregularities that ultimately resulted in a $1.6 billion restatement of the company's financial results. Ballard Spahr persuaded the government to decline any criminal prosecution of the company itself and was able to negotiate settlements of the securities and ERISA class actions and the SEC investigation that were funded in significant part by insurance.