We affirm our robust securities class action litigation practice focused on representing shareholders nationwide who have experienced investment losses from securities fraud. We represent investors litigating against public companies in the class action context. We also represent aggrieved stockholders in the mergers & acquisitions context or shareholders in a minority position hoping to protect their rights or exit an investment profitably. We often find and litigate fraud in the nanocap, microcap, and small cap context as well as against large multi-national corporations. The Firm also pursues shareholder derivative litigation that leads to changes in corporate governance changes or challenges excessive executive compensation schemes.
When you contact The Law Offices of Destiny Aigbe PLLC you will speak with an attorney not a receptionist. We will respond promptly to requests and vigorously litigate your case. We often work with other plaintiff attorneys to provide you with the most leverage for your case.
Please continue reading to learn more about the types of securities litigation cases we excel in.
Types of Securities Litigation
securities fraud litigation and class action lawsuits
We prosecute claims on behalf of those who purchased securities at prices that were artificially inflated by false and misleading statements, or omissions, made by corporations and their executives. Securities fraud often occurs when a publicly traded company disseminates materially false or misleading statement or omits disclosure of material information. The misrepresentation or omission serves to artificially inflate the price of the company's stock. Once the fraud is detected or the truth about the company's financial condition or publicly revealed, investors who purchased the company's securities at a time when the prices of those securities were artificially inflated experience a significant drop in the value of their stock, causing investors serious economic losses. Losses suffered by several shareholders may require a class action lawsuit. We counsel investors on how to maximize their recovery, either by bringing a class action, or where appropriate, by bringing an individual or "opt out" case.
appraisal rights litigation
Our firm litigates appraisal rights cases or petitions the court for shareholders to join existing appraisal rights cases. Investors have a statutory right to have their shares appraised by an independent court if they believe the price management has agreed to sell the company for is inadequate in the M&A context. An independent valuation of the shares are undertaken by the court with each party providing supporting data for their respective valuation. In Delaware, the median appraisal price commands a serious premium to the merger price and has coined the term "appraisal rights arbitrage". Such arbitrage is a form of merger arbitrage undertaken by a petition to the relevant courts, often the Delaware Court of Chancery. The Delaware Court of Chancery's judges favor this method of advancing shareholder rights, but it is the most expensive given the valuation costs. Astute investors can free ride on already existing appraisal rights claims or supplement an existing case with an amicus curie brief.
Initial public offering (ipo) litigation
Initial public offering litigation involves the material misstatement or omission in disclosures to investors before the actual securities are offered to the public. Company's normally disclose all and any risk factors involving the company's activities and stock in the registration statement and eventually the prospectus. Yet when management fails to disclose or omits material information and stockholders see a decline in their stock's value that can be linked to a material misstatement or omission, shareholders are entitled to compensation for their losses. A good example involves SeaWorld Entertainment, Inc. The company was accused of completing its offering while failing to disclose to investors that the company’s theme park was experiencing falling attendance numbers after the release of Blackfish, a documentary about the alleged mistreatment of orca whales at the company’s theme park. SeaWorld allegedly failed to disclose the alleged mistreatment of the whales in the company’s offering documents.
mergers & Acquisitions Litigation
Mergers and acquisitions present a unique opportunity for the firm to enhance your value as a stockholder. We focus on challenging proposed corporate merger & acquisition transactions to improve deal terms and disclosures. When a corporate change of control occurs management often receives excessive compensation even though shareholders receive a paltry return. Unfortunately, management's duty of loyalty to stockholders is usurped when an immediate multimillion dollar payout is on the horizon after deal completion. The price that is negotiated is almost never the best price for shareholders, but really the price that allows for the transaction to close and management to receive a payout otherwise known as a golden parachute. The firm vigorously fights and litigates on behalf of stockholders for a fair price and opportunity to realize gains that compensate them for the full value of the their shares.
SHAREHOLDER INSPECTION RIGHTS: BOOKS AND RECORDS CASES
The demands to inspect internal corporate documents – “books and records” demands – are one of the most powerful tools for enforcing corporate accountability and exposing wrongdoing by insiders. Shareholder inspection statutes allow owners to obtain information not always available to the public. Such information may be tantamount to making crucial investment decisions especially during special situations or when the corporation is undergoing major strategic changes or initiatives. A books and records may be used to obtain the shareholder ledger. The shareholder ledger contains the contact information of shareholders and can be used during proxy campaigns to communicate directly with shareholders. These actions are an essential precursor to shareholder derivative actions, and can also play an important role in efforts to achieve governance reform outside of litigation by prompting voluntary remedial measures, deterring future misconduct, and galvanizing collective shareholder action.
We monitor the portfolios of clients in order to identify possible violations of federal and/or state securities laws, instances of abuse by corporate management, breaches of fiduciary duties and/or other corporate conduct which may give rise to securities and shareholder claims and litigation. Monitoring a fund’s investment portfolio is essential to maximizing a fund’s resources because a client must first be aware of pending or potential claims and understand the amount of its economic losses in order to determine how to proceed. When we identify a situation in which an institutional client appears to have incurred a material loss as a result of corporate misconduct, we provide advice concerning the client’s potential claims and recovery. We ensure that our institutional clients understand all of their legal options relating to the protection of viable claims. We provide these services without any cost to the client.
Shareholder Derivative litigation
Shareholder derivative suits and breach of fiduciary duty claims are brought by shareholders on behalf of a corporation against a third party, such as an executive officer or director. These suits are unique because under traditional corporate law, management is responsible for bringing and defending the corporation against suit. Shareholder derivative suits permit a shareholder to initiate a suit when management has failed to do so because of inherent bias or a conflict of interest. These actions allow for the clawback of unlawful and excessive executive compensation for the benefit of shareholders. Firm efforts include the litigation of derivative actions in courts around the country, as well as pre-litigation demands on boards to investigate corporate fraud, waste, abuse, and misconduct. When a company meets pre-litigation demands and launches their own investigation, we work with management to ensure the process leads to meaningful remedies.
minority shareholder rights
Shareholder oppression occurs when the majority shareholders in a corporation take action that unfairly prejudices the minority. It most commonly occurs in close corporations, because the lack of a public market for shares leaves minority shareholders particularly vulnerable, since minority shareholders cannot escape mistreatment by selling their stock and exiting the corporation. The majority shareholders may harm the economic interests of the minority by refusing to declare dividends or attempting a squeezeout of minority shareholders. The majority may physically lock the minority out of the corporate premises and even deny the minority the right to inspect corporate records and books, making it necessary for the minority to sue every time it wants to look at them. Stockholder with minority shares have the right to "reasonable expectations" and "fair dealing" when dealing with majority shareholders or the parent corporation and we litigate on behalf of our clients to secure these rights.
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