Securities Litigation

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Irell & Manella LLP has an experienced group of attorneys who specialize in litigation of securities law and corporate law claims. Our group has the experience to represent any company, individual, or group of individuals in connection with asserting or defending any type of claim in this field, whether asserted by a private litigant, the plaintiffs’ class action bar, a regulatory agency (such as the Securities and Exchange Commission or a state Department of Corporations), United States Attorney’s Office or other prosecuting agency, or any combination thereof. Chambers USA: America's Leading Lawyers for Business consistently ranks Irell among the top firms in the country for securities litigation and describes the group as "a team of astute litigators who constantly produce high-quality work." The group also includes two attorneys who were named among the "Top 100 Attorneys" in California by the Los Angeles and San Francisco Daily Journal.

We have represented clients in cases spanning virtually every segment of the United States economy, including semiconductors, mortgage banking, telecommunications, high-technology equipment, software, e-commerce, cable television, entertainment, consumer electronics, health care, investment banking, financial services, aerospace, government contracting, insurance, home building, automobiles, restaurants, apparel, utilities, gaming and pharmaceuticals. Our practice encompasses private litigation, including class action lawsuits, arising from federal and state securities laws; shareholder derivative and corporate governance litigation; mergers and acquisitions litigation; representation of companies and individuals in connection with inquiries, subpoenas, and investigations commenced by regulatory agencies or prosecuting authorities; internal corporate investigations and representation of special litigation committees; and advice and counseling in connection with directors and officers insurance issues.

Our depth of experience in this area of the law allows us to tailor our approach to each case to achieve our clients’ objectives in a cost-effective manner. We recognize that every case is different, and we pride ourselves on applying the careful factual and legal analysis that is required to determine the best course of action given the circumstances of a particular situation. The hallmark of our practice in the area, and a source of pride for the firm, has been our ability to deliver creative solutions to these often complex, high-stakes matters. At the same time, because of the depth of our securities litigation practice, we have databases of cases and briefs that allow us to draw on the experiences of the group and thereby enhance the efficiency of our services. And while our expertise allows us to staff matters with a comparatively lean team, in high-stakes, “bet the company” cases – which are common in this field – we have the resources and the know-how to prepare and implement a world-class defense on a nationwide basis.

Representative of recent and ongoing matters we have handled in this field are the following:

Countrywide: Representation of Angelo Mozilo. Irell & Manella has served as lead counsel for the former Chairman and Chief Executive Officer of Countrywide Financial Corporation in numerous shareholder and regulatory lawsuits and government investigations, which arose from the 2008 Global Financial Crisis and losses suffered in the mortgage banking industry. Our successful representation of Mr. Mozilo to-date has been the subject of international media attention and positive commentary. Among the matters we have handled are more than 80 separate civil lawsuits throughout the United States, several brought as investor class actions under federal and state securities laws, and several more pursued by Attorneys General of various states. We also defended Mr. Mozilo against claims brought by the U.S. Securities and Exchange Commission, which we settled on the eve of trial without our client admitting any liability and on terms widely reported to be exceptionally favorable to the defense– including in reports in The Wall Street Journal and on the TV program 60 Minutes. Additionally, we achieved dismissals at the pleading stage in a number of separate investor cases and lawsuits brought by state Attorneys General of Florida and Illinois. Other shareholder cases were settled without any personal contribution from our client, including a nationwide class action settlement totaling $624 million. Our ongoing representation includes several remaining consumer claims and, most notably, a widely-publicized investigation of potential civil claims by the U.S. Department of Justice.

MGM Resorts International. Irell & Manella represents the current and former senior-most officers of MGM Resorts International, the worldwide hotel, resort and gaming company, including the company’s current and former CEO and Chairman of the Board, CFO, former General Counsel, and Senior Executive Vice President. Since 2009, we have been defending a series of shareholder class actions and derivative suits in federal and state courts in Nevada. The claims concern the company’s decline in financial performance and liquidity challenges during the global recession and following the construction and opening of the $9 billion CityCenter project in Las Vegas, the largest private construction project ever undertaken. Irell secured a dismissal with prejudice of all claims in the state derivative suits, followed by a victory in the Nevada Supreme Court, which affirmed the dismissal. Irell also won a dismissal with prejudice of all claims in the federal derivative suit. Irell further resolved the claims in the consolidated shareholder class action with a settlement that required no payment and no admission of liability by MGM or its executives. The class action is currently being appealed by a shareholder objector. Irell is pursuing action against that objector and is handling the pending appeal for its clients in the Ninth Circuit Court of Appeals.

M&A Class Action Cases.  Irell & Manella has recently and successfully defended numerous acquirors, targets and board members in high profile shareholder class actions resulting from proposed mergers and acquisitions. For example, we represented Public Storage, a publicly traded Fortune 500 company, in connection with a purported class action lawsuit which, among other things, sought to enjoin Public Storage's acquisition of a number of limited partnerships in which it served as the general partner. The court denied plaintiffs’ motion for injunctive relief and the transaction closed. Plaintiffs continued to aggressively pursue their damages case. After a two-week trial, the Court ruled entirely in favor of Public Storage and denied plaintiffs any recovery. In similar merger cases, we have also recently represented and secured successful results for companies (and/or board members of companies) such as Ticketmaster, True Religion Apparel, Bausch & Lomb, CapitalSource Bank, Mid-State Bank, Power-One, Danaher Corp., CPI, Internet Brands, ABB and Ventas.

Kline Hawkes California SBOC, L.P., et al. v. Bill Gross, et al.  Irell & Manella achieved a complete victory at the pleading stage of all claims against our client, Idealab, in this $725 million action. Before the collapse of the high technology sector of the US economy, Idealab, an “incubator” of high technology companies, raised $1 billion from private investors, including Dell USA, L.P., T. Rowe Price Science & Technology Fund, Travelers Insurance Group and the William Morris Agency. Following the market collapse, a group of these investors filed a lawsuit claiming that changed circumstances in the high tech industry meant that Idealab should refund its remaining liquid assets to its investors. This case was closely watched in the venture capital industry where the plaintiffs’ legal theory could have had wide-ranging implications. Over the course of several demurrers, we obtained dismissals without leave to amend of all substantive claims against Idealab and our individual clients, the company’s outside directors. Reporting on the trial court’s decision, the Los Angeles Times said that “a state judge . . . gutted a fraud lawsuit filed by investors who had hoped to dissolve Idealab Inc., a Pasadena firm set up to spawn Internet companies.”  A stock repurchase and settlement followed.