The Houston-based energy and engineering company, supported by business groups, asked the high court to overturn a 1988 precedent establishing “fraud on the market” as a theory that supported -- and ignited -- shareholder class actions. A divided court yesterday refused to overturn the opinion in Basic v. Levinson, with Chief Justice John Roberts saying Halliburton hadn’t shown “the kind of fundamental shift in economic theory” that would warrant casting aside the precedent.
The court instead gave defendants a new tool to stop shareholder suits early by showing that an alleged misstatement didn’t affect a company’s stock price. The ruling will “weed out some of the weaker cases,” said Larry Hamermesh, a Widener University law professor who teaches securities litigation.
Securities-fraud litigation has thrived in recent years even as Congress has tried to rein it in. More than 4,000 class actions have been filed since 1996, producing almost $80 billion in settlements, according to Nera Economic Consulting, a unit of insurance broker Marsh & McClennan Cos.
David Boies of Boies Schiller & Flexner LLP represented the fund that sued. Halliburton was represented by Aaron Streett of Baker Botts LLP.
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Weil Gotshal, Morgan Lewis Work on Oracle’s Purchase of Micros
Lawyers from Weil, Gotshal & Manges LLP represented Oracle Corp. (ORCL) in its acquisition of Micros Systems Inc. (MCRS), which sells point-of-sale systems for hotels, restaurants and retailers. Morgan Lewis & Bockius LLP represented Micros in the $5.3 billion deal announced yesterday.
From Weil representing Oracle are mergers and acquisitions partners Keith Flaum, Richard Climan and James Griffin, all in Silicon Valley; employment partners Amy Rubin and Jeffrey Klein, both in New York; and tax partner Helyn Goldstein, also in New York.
The Morgan Lewis team is led by business and finance partners Richard Aldridge and Colby Smith, both in Philadelphia. Also on the deal are securities partners Alan Singer in Philadelphia and David Sirignano in Washington; antitrust partners Harry Robins in New York and Izzet Sinan in Brussels; tax partner Paul Gordon in Philadelphia; intellectual-property partners Kenneth Davis in Philadelphia, Douglas Crisman in Palo Alto, California, and Ron Dreben in Washington; and litigation partners David Luttinger Jr. in New York, Christian Mixter in Washington, and Steven Reed and Elizabeth Hoop Fay in Philadelphia.
Oracle has acquired about 100 companies in the past decade, but it has seen the incremental revenue gains accrued through those deals dry up. After a late entry into the cloud-computing market, sales have declined or gained less than 5 percent in each of the past 11 quarters as customers gravitate to rivals selling Internet-based software. Last week, Oracle posted profit and sales that missed analysts’ estimates.
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American Express, McKesson Announce New General Counsel
American Express Co. (AXP) yesterday announced that Laureen Seeger will become the company’s new general counsel. Seeger, who will be an executive vice president, succeeds Louise Parent, who retired last year after 37 years at the company. Parent is now of counsel at Cleary Gottlieb Steen & Hamilton LLP.
According to a company statement, Seeger will lead the legal, compliance and ethics, and corporate secretary organizations for American Express. She will take on additional responsibility for federal and state government affairs later this year.
Seeger served as executive vice president, general counsel and chief compliance officer of McKesson Corp. (MCK) since 2006. Lori Schechter has been named to replace her at the San Francisco-based health-care company. Schechter has served as associate general counsel at McKesson since 2012. Previously, she was a litigation partner at Morrison & Foerster LLP.
Proskauer Rose, Jones Day, Orrick Herrington Add New Partners
Peter Duffy Doyle joined Proskauer Rose LLP as a litigation partner in New York. Doyle was previously a partner at Kirkland & Ellis LLP.
Orrick, Herrington & Sutcliffe LLP announced that Christopher Austin joined the firm as a partner in its capital markets practice group. Formerly with Goodwin Procter LLP, Austin will work out of Orrick’s New York and Silicon Valley offices.