Litigating Securities Class Actions After Cyan: Guidance for Limiting Client Exposure and Controlling Venue

Recording of a 90-minute CLE webinar with Q&A


Conducted on Wednesday, January 30, 2019

Recorded event now available

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Program Materials

This CLE webinar will provide securities counsel with a review of the Supreme Court's decision in Cyan Inc. v. Beaver County Employees Retirement Fund, holding that class actions alleging only 1933 Act claims are not removable to federal court, exposing defendants in these cases to litigation in several forums. Because this is the Supreme Court's first time to address this issue, the panel will discuss Cyan's significant effect on public companies engaging in securities offerings, directors and officers, corporate advisers, underwriters, and investors. The presenters will offer practical guidance for limiting client exposure using preferred forum provisions, litigation strategies, and discovery proceedings.

Description

Securities class action filings this year are on track to reach a new high. The Cyan decision signals that Section 11 claims filed in state court can remain there and changes the calculus for litigating these securities class actions, portending an aggressive shift of such claims from federal to state forums.

With the dramatic increase in the number of securities class actions filed against companies in an array of industries, savvy practitioners must prepare to capitalize on proven strategies for defending these claims after Cyan.

Several options remain in defense counsel's arsenal to mitigate the risks and costs of litigating in state court. First, many companies—including Blue Apron, Stitch Fix, Roku, and Snap—have adopted bylaws designating federal courts as the exclusive forum for 1933 Act claims. Second, defendants can deftly deploy various procedural mechanisms to stay one action in favor of another, stay discovery in state court pending the resolution of a motion to dismiss in federal court, or coordinate the multiple suits. Third, defendants can insist that state courts apply the substantive protections of the Reform Act, as the Supreme Court has repeatedly held state courts must do.

Listen as our panel of expert litigators examines the causes of actions and defenses asserted in Section 11 claims, assesses the latest trends from recent securities cases, and offers practical guidance for limiting client exposure using preferred forum provisions, litigation strategies, and discovery proceedings.

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Outline

  1. The effect of Cyan
  2. Litigation post-Cyan, including a discussion of preferred forums, litigation strategies and discovery proceedings
  3. Substantive vs. procedural issues post-Cyan: discovery stays and other issues
  4. D&O insurance and Cyan
  5. Bristol-Myers Squibb Co. effect on state court class actions
  6. The consequence of Twombly/Iqbal on securities class actions in state court
  7. Exclusive forum provisions and the impact of recent cases

Benefits

The panel will review these and other key issues:

  • What are the latest trends in securities class actions?
  • What substantive and procedural tactics are available in light of the Cyan decision?
  • What are the most recent successful litigation strategies in Section 11 claims?

Faculty

Salceda, Ignacio
Ignacio E. Salceda

Partner
Wilson Sonsini Goodrich & Rosati

Since joining the firm in 1992, Mr. Salceda has represented companies and their officers and directors in more than 100...  |  Read More

Schwartz, Matthew
Matthew A. Schwartz

Partner
Sullivan & Cromwell LLP

Mr. Schwartz’s wide-ranging practice comprises complex litigation, arbitration, and government investigations in...  |  Read More

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