Securities Class Actions and Other Litigations

• Independent trustees of Eaton Vance in winning full trial victory, successfully defending the trustees against an activist investor’s claims involving anti-takeover bylaw provisions. Prior to trial, Jennifer won partial dismissal and summary judgment on additional claims asserted against the trustees related to the same anti-takeover provisions.
• Former directors of Cedar Realty Trust in winning affirmance by the U.S. Court of Appeals for the 4th Circuit of dismissal of fiduciary and contract claims related to preferred shareholder rights in merger, and denial of petition for en banc review.
• Olo in obtaining partial dismissal of claims under Sections 10(b) and 20(a) of the Securities Exchange Act challenging disclosures related to customer churn and KPIs, and obtaining favorable settlement of remaining claims on the eve of summary judgment.
• Caribou Securities in winning dismissal with prejudice of securities class action under Section 11 of the Securities Act of 1933 based on successful argument to the Superior Court of California that the federal forum provision in Caribou’s charter was valid and enforceable. Plaintiffs alleged false and misleading statements in connection with clinical trials for the company’s lead product candidate.
• Former directors of Cedar Realty Trust in winning dismissal with prejudice of preferred shareholders’ fiduciary and contract claims related to merger.
• Cedar Realty Trust in defeating two separate motions for preliminary injunction brought by preferred stockholders attempting to prevent a $1.2 billion merger.
• Plug Power in winning dismissal with prejudice of securities class action alleging Section 10(b) claims against the company and some of its officers in connection with a restatement of financial statements.
• Lionbridge in winning summary judgment dismissal for its board of directors in class action lawsuits alleging violations of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 and challenging Lionbridge's sale to H.I.G. Capital. The dismissal was upheld by the U.S. Court of Appeals for the 3rd Circuit.
• bluebird bio in winning dismissal with prejudice of securities class action in the District of Massachusetts alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 against bluebird bio and certain officers in connection with a delay in filing a BLA with FDA for a gene therapy for sickle cell disease due to a new manufacturing process, including claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934.
• Inotek Pharmaceuticals in winning a dismissal with prejudice of class action alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 against the company and its executive officers. The securities fraud case in the U.S. District of Massachusetts alleged claims based on alleged misstatements and omissions concerning clinical trial data.
• Medidata Solutions in obtaining voluntary dismissal for the public life sciences company and its board in class actions alleging claims under Section 14(a) of the Securities Exchange Act of 1934 concerning the company’s $5.8 billion acquisition.
• Spark Therapeutics in obtaining voluntary dismissal of class action litigation against the public company and its board of directors in connection with the $4.8 billion sale of the company.
• Frequency Therapeutics in obtaining dismissal of claims for conversion and unjust enrichment against Frequency and breach of fiduciary duty against the CEO related to stock transfer and registration rights.
• Directors of a public life sciences company in obtaining partial dismissal of claims in a derivative action concerning allegations of excessive compensation.

Investigations

• A global technology company in connection with civil False Claims Act qui tam litigation and criminal investigations by the U.S. Attorney’s Office and DOJ’s National Security Division relating to defense contracts and allegations of contract fraud, visa fraud and ITAR violations.
• Audit committee of public medical device company in an internal investigation and subsequent SEC inquiry arising from revenue recognition practices.
• Public life sciences companies in SEC investigations into trading activity.
• Audit committee of a biotech startup in an internal investigation following whistleblower complaints alleging senior management misconduct.
• Independent trustees of closed-end investment funds in investigating an activist shareholder demand concerning corporate governance changes adopted by the funds.
• Demand review committee of a mutual fund board investigating shareholder demand alleging that the board and the fund’s investment adviser violated their duties when the fund invested in an affiliated fund.
• Demand review committee of a closed-end fund board investigating a shareholder demand that asserted the trustees breached their fiduciary duties by failing to take sufficient action to address market price discounts to NAV, and by approving certain investment advisory agreements.

Pro Bono

• Won an appeal before the Massachusetts Supreme Judicial Court concerning a minor client’s right to state court factual findings in support of immigration relief being sought.
• Multiple clients in connection with Kids In Need of Defense (KIDS), helping unaccompanied minors obtain green cards.