Halliburton II and the Price Impact Rule: Impact on Securities Class Actions Explored
Following the Supreme Court's decision in Halliburton II, the United States Court of Appeals for the Eighth Circuit has released its decision in IBEW Local 98 Pension Fund, et al. v. Best Buy Co., Inc., concluding that the defendants have successfully rebutted the fraud-on-the-market presumption of reliance at the class certification stage by certifying that the alleged misrepresentation did not affect the company's stock price. The Best Buy decision demonstrates the importance of Halliburton II and underscores defendants' rights to defeat or rebut fraud-on-the-market presumption.
Although the decision has provided some guidance for a successful rebuttal under Halliburton II, lower courts will likely struggle to address more issues of reliance and grapple with its possible implications on securities class actions. Thus, it is very crucial for companies to keep themselves abreast with the recent regulatory developments to avoid future litigation risks.
In this two-hour LIVE Webcast, a panel of distinguished professionals and thought leaders organized by The Knowledge Group will help the audience understand the fundamental and complex aspects of this significant topic. They will provide an in-depth discussion of Halliburton II and the Price Impact Rule. Speakers will also offer best practices in managing risk issues while maintaining compliance with securities laws.
Key topics include:
- Halliburton II and the Price Impact Rule - An Overview
- The Fraud-On-The-Market Doctrine
- “Price Maintenance” Theory
- Recent Court Decisions
- Regulatory Changes and Possible Impact on Securities Class Actions
- Halliburton II Rebuttal Requirements
- Best Compliance and Risk Mitigation Practices
Douglas L. Shively
Baker & Hostetler LLP
- Introductory and historical segment
- Any topic sub-division?
The Brattle Group
- Economics aspects
- Will circulate his prior slides
- What does price impact mean?
- Limitations of events studies
Greenberg Traurig, LLP
- Review Amgen & Halliburton1
- I would do cases applying H2 focusing on Best Buy and other cases that emerge between now and our event.
Michael J. McConnell
- How you attack from a defense standpoint?
- Strategic considerations
Who Should Attend:
- Securities Lawyers
- Attorneys Defending Class Actions
- Business Lawyers
- Litigation Officers
- Legal Consultants
- Corporate Executives
- General Counsel
- Securities Markets
- Other interested Professionals
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 …
Mike McConnell has extensive complex litigation experience regarding many types of business disputes, with special emphasis on securities litigation and corporate governance matters. The matters litigated include securities fraud class actions, investigations and inquiries by the Securities and Exchange Commission, derivative cases, proxy fraud litigation, and other matters that are often ancillary to shareholder litigation, including shareholder inspection actions, disputes under shareholder voting agreements, internal corporate investigations, and other special committee matters.
Mike's recent representations include defending WL Ross & Co. and certain current and former officers and directors of International Textile Group (ITG) in class and derivative shareholder litigation arising from the merger of ITG and Safety Components International; defending Attachmate Corporation in connection with shareholder litigation filed in Delaware and Massachusetts challenging its acquisition of Novell Corporation; defending officers and directors of Georgia Gulf Corporation in shareholder litigation filed in Georgia challenging the board's rejection of a merger proposal by a third-party bidder; defending former officers and directors of Security Bank of Bibb County in an action filed by the FDIC; and defending members of a Special Committee of BlueLinx Holdings in connection with shareholder litigation filed in Delaware, Georgia, and New York challenging a tender offer proposed by private equity investor.
Mike is a member of the board of directors of the March of Dimes (Georgia Chapter; chairman, 2012), the Midtown Atlanta Rotary Club (president, 2013-2014), and the Leadership Atlanta Class of 2007.
Mike McConnell has extensive complex litigation experience regarding many types of business disputes, with special emphasis on securities litigation and …
Dr. Aharonian has extensive consulting and research experience with financial issues involving securities pricing, business valuation, risk management, capital markets, and corporate finance. During his tenure at Brattle, he has led teams providing economic analysis in high profile domestic and international disputes stemming from the financial crisis, in complex tax transactions on behalf of both taxpayers and the government, and has supported settlement negotiations and testimony in securities class actions and other commercial litigations.
In Canada, he has supported testimony before provincial and federal regulators, including co-authoring a report for the Canadian Transportation Agency on cost of capital methodology in 2010. More recently, Dr. Aharonian has provided expert testimony on damages and irreparable harm in U.S. Superior and Circuit Courts.
Dr. Aharonian has extensive consulting and research experience with financial issues involving securities pricing, business valuation, risk management, capital markets, …
Doug Shively is a litigation associate in BakerHostetler’s Cleveland office. He maintains a general commercial litigation practice and represents corporate clients in all complex litigation needs. Doug frequently defends clients in securities class action matters, having most recently obtained a dismissal with prejudice in a closely watched 10b-5 case involving novel theories of liability. He brings a thoughtful approach to each engagement and is accustomed to analyzing clients' most complicated legal issues. Doug holds a B.A. from Harvard University and a J.D. from Columbia University School of Law. Prior to joining BakerHostetler, Doug was an associate at Skadden, Arps, Slate, Meagher & Flom in Chicago.
Doug Shively is a litigation associate in BakerHostetler’s Cleveland office. He maintains a general commercial litigation practice and represents corporate …
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About Greenberg Traurig, LLP
Greenberg Traurig, LLP is an international, multi-practice law firm with approximately 1900 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, third largest in the U.S. on the 2015 Law360 400, Top 20 on the 2015 Am Law Global 100, and among the 2015 BTI Brand Elite.
About Jones Day
Jones Day is a global law firm with 44 offices in major centers of business and finance throughout the world. Its unique governance system fosters an unparalleled level of integration and contributes to its perennial ranking as among the best in the world in client service. Jones Day provides significant legal representation for almost half of the Fortune 500, Fortune Global 500, and FT Global 500.
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 Baker & Hostetler LLP
Celebrating the 100th anniversary of its founding this year, BakerHostetler is a leading national law firm that helps clients around the world to address their most complex and critical business and regulatory issues. With five core national practice groups – Business, Employment, Intellectual Property, Litigation and Tax – the firm has more than 940 lawyers located in 14 offices coast to coast. Recognized for its role as court-appointed counsel to the Securities Investor Protection Act (SIPA) Trustee in the recovery of billions of dollars in principal lost in the Ponzi scheme perpetrated by Bernard L. Madoff, BakerHostetler is widely regarded as having one of the country’s top 10 tax practices, a nationally recognized litigation practice, an award-winning data privacy practice, and an industry-leading business practice.