EFFECTIVE RESULTS

Securities Litigation

LEADERSHIP: Robert L. Hickok, Pamela S. Palmer and Gay Parks Rainville

Pepper Hamilton LLP represents corporations, their directors and officers, investment bankers and accountants in civil, criminal and administrative proceedings regarding corporate governance and the issuance and trading of securities. Our litigation practice takes us before federal and state courts and administrative agencies in jurisdictions throughout the United States. We also are experienced in representing clients in investigations and litigation by the Securities and Exchange Commission.

Many lawsuits brought under the federal securities laws are filed as class actions. Pepper lawyers have defended against shareholder class actions and other securities cases since enactment of the Private Securities Litigation Reform Act of 1995. We have obtained dismissals, defeated class certification, prevailed in summary judgment and other dispositive motions, won defense verdicts at trial, and obtained settlements favorable to our clients. Our experience includes successfully opposing many of the best-known plaintiffs’ class action firms in the country.

In recognition of its active and diverse securities litigation practice, Pepper has been selected to act as panel counsel by major insurance companies that issue directors and officers liability insurance, and often works with non-panel companies as well.

Clients choose Pepper as defense counsel in securities cases because of the depth and breadth of our team, and the level of our experience. Our securities litigation team includes more than 35 lawyers, including veterans of the Securities and Exchange Commission’s Enforcement Division and the Financial Industry Regulatory Authority, and three Fellows of the American College of Trial Lawyers. The team is led by senior partners with decades of experience in securities litigation, supported by capable and experienced partners and associates. We have the bench strength to efficiently handle cases of any complexity, anywhere in the country.

AREAS OF PRACTICE

Federal Securities Litigation

Our experience includes the full panoply of claims under the Securities Act of 1933 and the Securities Exchange Act of 1934. We have handled claims arising out of financial restatements or other accounting issues, earnings warnings and failures to meet projections, allegations of insider trading, and other alleged violations of the securities laws.

SEC Enforcement

Corporations and corporate employees increasingly are scrutinized by the U.S. Securities and Exchange Commission, the U.S. Department of Justice, state agencies and self-regulatory organizations such as the Financial Industry Regulatory Authority (FINRA).

Pepper is experienced in counseling and defending clients at every stage of these matters – from the informal inquiry stage, through the investigation and the “Wells” process, at trial or hearing, and on appeal.

Our team includes veterans of the SEC, FINRA, DOJ and other agencies, as well as trial lawyers with many years of experience in civil securities litigation.

Derivative/Shareholder Litigation and Corporate Governance Claims

We are experienced in representing corporations, venture capital and private equity firms, boards of directors, special litigation committees and other board committees, and individual officers and directors in investigating and defending against breach of fiduciary duty claims. We defend against all types of fiduciary duty claims, both direct and derivative, in courts throughout the country, and we represent and advise major stockholders, directors and officers about their duties when a fiduciary duty claim is threatened or filed. We work with boards and board committees in internal corporate investigations, and we counsel clients on means to mitigate litigation risk in connection with significant corporate and commercial transactions. We are experienced in coordinating the response to information demands and the defense of derivative claims in conjunction with securities fraud allegations.

Delaware Corporate Litigation

Pepper is experienced litigating shareholder claims arising under Delaware law. Our experience includes defending class actions, handling shareholder derivative actions, litigating claims against officers, directors and controlling shareholders for breaches of fiduciary duty and other claims arising out of mergers and acquisitions and going-private transactions, and advising special committees, as well as conducting internal investigations into allegations of potential unlawful conduct.