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“Trust Is the Coin of the Realm.” Investors Sue Biopharmaceutical Founder for Securities Fraud.

Court finds investors allegations plausibly suggest that founder knew that a statement he made to investors that its flagship pain product held the “highest” commercial potential in terms of profitability was not true.  M&A Stories July 29, 2021 Introduction There

Posted in federal securities fraud, scienter, stock purchase agreement, tying fraud to economic loss

No Fraud for Positive Projections Proved Inaccurate in Hindsight

May 31, 2020 Introduction It is all too common for an acquired business to not perform as well as expected after the closing. But the fact that the target’s projections were inaccurate do not amount to a fraud claim. The

Posted in constructive fraud, federal securities fraud, fraud in business sale Tagged with: , ,

Seller of target receiving privately held buyer stock failed to allege facts that established that buyer’s alleged fraud caused seller’s economic loss

Target is a Dallas based technology-consulting limited liability company and was owned by Sellers. Buyer is a technology services company then based in Jacksonville, Florida, and then owned by Buyer’s Owners. Buyer is privately held and not publicly traded. In

Posted in buyer's stock as currency, federal securities fraud, financial representation and warranty, purchase price, representations and warranties, stock purchase agreement, tying fraud to economic loss

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