Halliburton II and Fraud-on-the-Market Theory: New Legal Challenges and Strategies Impacting Class Certification
Courts across the country have begun applying the U.S. Supreme Court’s decision in Halliburton Co. v. Erica P. John Fund Inc. (Halliburton II), which affirmed defendants’ right to seek to rebut the fraud-on-the-market presumption of reliance by showing a lack of “price impact” at the class certification stage. On remand, the Halliburton defendants met mixed success with battling experts using event studies. Meanwhile, in the only federal appellate decision so far, the Eighth Circuit ruled in IBEW Local 98 Pension Fund v. Best Buy Co. Inc. that the defendants successfully rebutted the presumption. Defendants have not fared as well in district court decisions in the Ninth, Second, and other Circuits, where courts have rejected defense challenges to the presumption of reliance and granted class certification. Several decisions are headed up on appeal and are expected to address important issues such as which side bears the burden of persuasion, and what evidence is admissible as probative of a lack of price impact. Our panel reviews the state of the law, discusses where the class certification debate stands today, and offers strategic takeaways.
In this two-hour LIVE Webcast, a panel of distinguished professionals and thought leaders assembled by The Knowledge Group will help the audience understand the fundamental aspects and the critical issues surrounding Halliburton II and Fraud-on-the-Market Theory. They will provide an in-depth discussion of this significant topic within the context of Best Buy and other recent cases challenging class certification under Halliburton II.
Key topics include:
- Basic, Amgen, and Halliburton II overview
- Halliburton on remand
- The Best Buy decision
- Price impact litigation across the country
- Emerging strategies for rebutting the presumption of reliance
- Key arguments made in pursuing appellate review under FRCP 23(f)
Torben Voetmann, Principal
The Brattle Group
Daniel Tyukody, Shareholder; Co-Chair, Securities Class Action Practice
Greenberg Traurig, LLP
Pamela Palmer, Partner
Pepper Hamilton LLP
In this two-hour LIVE Webcast, a panel of distinguished professionals and thought leaders assembled by The Knowledge Group will provide an in-depth discussion of Halliburton II and the price impact rule. Speakers will explain the history of Halliburton, Best Buy and other decisions applying the price impact rule in class certification hearings, the economic analysis behind challenging the presumption of reliance through lack of price impact, and best practices and strategic considerations regarding whether and how to challenge the presumption.
Key issues that will be covered in this course are:
- Halliburton II and the price impact rule
- Case law illustrating how event studies are used by each side
- Halliburton II on remand – no price impact at the back end
- Best Buy – no price impact at the front end
- Other class certification decisions
- Unsettled issues now on appeal
- Which side has the burden of persuasion?
- What distinguishes evidence of loss causation, materiality, and price impact?
- How economic theory can be used in challenging or supporting the presumption of reliance
- Strategic considerations in whether to challenge class certification based on lack of price impact
- Lessons for both sides in post-Halliburton II decisions
Who Should Attend:
- Securities Lawyers
- Attorneys Defending Class Actions
- Securities Lawyers
- Securities Managers
- Business Lawyers
- Litigation Officers
- Legal Consultants
- Corporate Executives
- General Counsel
- Securities Markets
- Other Interested Professionals
Dr. Voetmann has testified and consulted on issues related to financial econometrics (i.e., the application of statistical methods within an economic framework), testing asset pricing models, event-study analysis, stock market behavior, market microstructure, securities prices and capital markets, market efficiency, damages, and materiality in securities fraud cases. His securities experience includes Rule 10b-5 and Section 11/12 class actions, addressing market efficiency, loss causation, and estimation of aggregate damages
Dr. Voetmann has also testified and consulted on valuation issues related to mergers and acquisition disputes, appraisal actions, and other disputes involving valuation of companies, employee stock options, and minority interest. He has examined fairness opinions and analyzed the fair market value of privately held companies. He has worked with multiple experts and is experienced in all phases of litigation, including deposition, mediation, arbitration, and trial. His recent cases have involved investigating possible insider trading and analyzing valuations of target companies in mergers and acquisitions.
Dr. Voetmann has testified and consulted on issues related to financial econometrics (i.e., the application of statistical methods within an …
Dan is Co-Chair of the firm's Securities Class Action Practice. He focuses his practice on securities litigation and regulatory enforcement matters. He has nearly 30 years’ experience defending issuers, officers and directors, and underwriters in securities class actions, derivative cases, M&A cases and SEC proceedings. Dan also counsels audit committees and special committees in conducting internal investigations. He is a frequent commentator on securities law topics and has been quoted in The New York Times, The Wall Street Journal, The National Law Journal, The Los Angeles Daily Journal, Securities Law 360, Compliance Weekly as well as other publications.
Dan has been named one of the nation’s top securities litigators by Chambers USA: America’s Leading Lawyers for Business, The Legal 500 U.S., Lawdragon Magazine, Benchmark Litigation and the Los Angeles Daily Journal.
Dan is Co-Chair of the firm's Securities Class Action Practice. He focuses his practice on securities litigation and regulatory enforcement …
Pamela S. Palmer is a partner in the Commercial Litigation Practice of Pepper Hamilton LLP, resident in the Los Angeles and Orange County offices. She handles a wide range of complex business disputes with particular emphasis in matters involving investor disputes, securities litigation, class actions, derivative suits and corporate investigations. Ms. Palmer defends public and private companies, officers, directors against claims involving fiduciary duty, business judgment, and professional liability. She handles SEC and other regulatory matters, as well as litigation arising out of mergers and acquisitions. She advises boards and special committees in internal investigations involving whistleblowers, shareholder demands, restatements and other corporate crises, and also advises clients on business liability, corporate governance, disclosure, indemnification and director and officer liability insurance coverage. Her clients have included Fortune-ranked public companies, private companies, accounting firms and individuals involved in a wide range of industries.
Ms. Palmer has achieved judgments of dismissal in numerous actions and proceedings in federal and state trial courts and in courts of appeal. She has been named one of the Top 100 Women Litigators in California by the Daily Journal (2009),named to the Southern California Super Lawyers list in litigation every year since 2005, recognized as a leading securities litigation attorney in The Legal 500 U.S., and is rated AV Preeminent Martindale-Hubbell ®.
Pamela S. Palmer is a partner in the Commercial Litigation Practice of Pepper Hamilton LLP, resident in the Los Angeles …
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Method of Presentation:
NASBA Field of Study:
Business Law - Technical
NY Category of CLE Credit:
Areas of Professional Practice
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About The Brattle Group
The Brattle Group provides consulting and expert testimony in economics, finance, and regulation to corporations, law firms, and governments around the world. We are distinguished by our credibility and the clarity of our insights, which arise from the stature of our experts, affiliations with leading international academics and industry specialists, and thoughtful, timely, and transparent work. Our clients value our commitment to providing clear, independent results that withstand critical review.
We advise clients and provide expert testimony in a range of matters involving alleged violations of federal securities laws. Our experience includes work in class actions, derivatives, executive compensation, stock options, asset-backed securities, ERISA actions, breach of fiduciary duty, valuation, and bankruptcy. Our expertise is grounded in a thorough understanding of finance and economic theory, accounting, financial products, capital markets, regulation, and industry custom and practice.
About Greenberg Traurig, LLP
Greenberg Traurig, LLP is an international, multi-practice law firm with approximately 2,000 attorneys serving clients from 38 offices in the United States, Latin America, Europe, Asia, and the Middle East. The firm helps clients bridge diverse legal systems and cultures, with a focus on efficient and effective strategic advice and legal services. The firm is No. 1 on the 2015 Law360 Most Charitable Firms list, second largest in the U.S. on the 2016 Law360 400, Top 20 on the 2015 Am Law Global 100, and among the 2015 BTI Brand Elite.
About Pepper Hamilton LLP
Pepper Hamilton LLP is a multi-practice law firm with more than 500 lawyers nationally. The firm provides corporate, litigation and regulatory legal services to leading businesses, governmental entities, nonprofit organizations and individuals throughout the nation and the world. The firm's Litigation and Dispute Resolution Department is more than 250 lawyers strong, led by some of the best trial lawyers in the country, who carefully train the firm's associates and other professionals in the skills needed to prevail in the courtroom and at the negotiating table. Whether it is a TRO or a mass tort, a class action or an international arbitration, Pepper has the trial experience necessary to fight and win the toughest cases.