Securities and Shareholder Litigation

Sidley Discusses Protective Orders and Generative AI in Discovery

Mon, 20 Apr 2026 05:00:00 Z

This article examines how U.S. courts are addressing generative AI in discovery, with a focus on protective orders, confidentiality, and privilege. Analyzing decisions such as Morgan v. V2X, Inc. and Jeffries v. Harcros Chemicals, Inc., it highlights emerging judicial expectations around AI safeguards, including limits on data retention, model training, and disclosure. The piece provides practical guidance for litigators and in-house counsel on drafting AI-related discovery provisions and managing risk when using AI tools. Readers will gain insight into evolving legal standards, court treatment of AI-assisted work product, and the broader impact of generative AI on litigation strategy.

Sidley Represents AIP in Its US$1.272 Billion Acquisition of Avanos Medical

Tue, 14 Apr 2026 05:00:00 Z

Delaware LLC Parties Cannot Bypass Fiduciary Waivers via Implied Covenant

Sun, 12 Apr 2026 05:00:00 Z

Generative AI in Discovery: Protective Orders as an Emerging Point of Dispute

Mon, 06 Apr 2026 05:00:00 Z

Nineteen Sidley Lawyers Named Finalists for the Women in Business Law Americas Awards 2026

Thu, 02 Apr 2026 05:00:00 Z

Sidley Advises Shield AI on Acquisition of Aechelon

Thu, 26 Mar 2026 05:00:00 Z

Sidley Represents Bonaccord Capital in Minority Investment in Prime Finance

Thu, 26 Mar 2026 05:00:00 Z

Securities Fraud Liability Ill-Defined Seven Years Post-Lorenzo

Mon, 23 Mar 2026 05:00:00 Z

Seven years after the Supreme Court’s decision in Lorenzo v. SEC, the scope of securities fraud scheme liability remains unsettled. The ruling expanded potential liability beyond those who “make” false statements to include individuals who disseminate or otherwise participate in fraudulent conduct. In its wake, plaintiffs have increasingly used scheme liability under Rule 10b-5(a) and (c) to pursue claims against a broader group of actors, particularly where traditional misrepresentation claims may be weaker.

While courts generally agree on the basic elements of a scheme claim —deceptive conduct, scienter, investor-focused fraud, and causation— they continue to struggle with defining what qualifies as a “deceptive act.” Key questions remain unresolved, including whether misstatements alone are sufficient, what additional conduct crosses the line into fraud, and whether inaction can trigger liability. As courts reach differing conclusions, the boundaries of scheme liability remain ill-defined, and further litigation is likely to shape, and potentially expand, its scope.

Sidley Discusses Delaware Supreme Court Decision Upholding Section 144 Safe Harbor Amendments

Mon, 16 Mar 2026 05:00:00 Z

The Delaware Supreme Court has upheld the constitutionality of significant amendments to Section 144 of the Delaware General Corporation Law enacted through Senate Bill 21. The decision confirms that corporations and their advisers may rely on the statute’s new safe harbor frameworks when structuring transactions involving interested fiduciaries. This article examines the court’s reasoning, including its treatment of the Court of Chancery’s equitable jurisdiction and the statute’s retroactive application. It also highlights key implications for boards and dealmakers navigating interested-fiduciary transactions under Delaware law.

New U.S. DOJ Antitrust Leadership Signals More Criminal Prosecutions and Longer Prison Sentences

Fri, 06 Mar 2026 06:00:00 Z

Delaware Supreme Court Upholds Section 144 Safe Harbor Amendments

Mon, 02 Mar 2026 06:00:00 Z

Generative AI and Privilege: Practical Lessons from Two Early Decisions and What Comes Next

Fri, 27 Feb 2026 06:00:00 Z

Sidley Represents Thermon in Its US$2.2 Billion Combination With CECO Environmental

Tue, 24 Feb 2026 06:00:00 Z

Sidley Represents Arsenal Capital Partners and MaxHealth in Sale of MaxHealth to CenterWell

Tue, 17 Feb 2026 06:00:00 Z

Sidley Discusses a Unique Caremark Twist Amidst Bankruptcy

Tue, 17 Feb 2026 06:00:00 Z

Sidley Represented MediaNews Group in its Sale of The Detroit News to USA TODAY

Mon, 02 Feb 2026 06:00:00 Z

Sidley represented MediaNews Group in its sale of The Detroit News, a 153-year-old print and digital news organization, to USA TODAY.

The Sidley team was led by David D’Urso (M&A and Private Equity) and included Mo Green, Sam E. Hulsey, and David Hoff (M&A and Private Equity); Christian Brause and Tyler J. Combest (Tax); Cathryn Le Regulski and Katherine A. Roberts (Labor, Employment and Immigration); Nicholas P. Crowell (Securities and Shareholder Litigation); and Amanda M. Casanueva (Employee Benefits and Executive Compensation).

Sidley Blockchain Bulletin - 2026 Business, Legal and Regulatory Outlook

Wed, 14 Jan 2026 06:00:00 Z

Sidley Secures Plan Confirmation in Prospect Medical Holdings' US$2.3 Billion Chapter 11 Case

Wed, 17 Dec 2025 06:00:00 Z

On Friday, December 12, 2025, Sidley successfully obtained confirmation of Prospect Medical Holdings, Inc.’s (Prospect) Chapter 11 plan in the U.S. Bankruptcy Court for the Northern District of Texas. Overruling all outstanding objections, Chief Judge Stacey G.C. Jernigan, who will mark a 20-year anniversary on the bench next year, commented that, “I don’t know if I’ve overseen a case more complicated than this. I don’t know if I ever have. This is hard stuff, and there are human beings whose lives are being affected.” The confirmed Plan positions the Debtors to complete transitions of hospitals, implement an orderly wind-down, and provide a mechanism for creditors to recover from valuable litigation claims.

Prospect was one of the largest and most complex healthcare Chapter 11 restructurings of 2025, involving approximately US$2.3 billion in funded debt and a multi-state healthcare footprint across California, Connecticut, Rhode Island, and Pennsylvania. The Sidley team had a series of notable achievements during the case, including: securing contested, priming debtor-in-possession financing; negotiating a global settlement with key parties; gaining approval of multiple asset sales; and facilitating the private sale to Astrana Health of a related, non-debtor business in excess of US$700 million. Most notably, as is not always the case in Chapter 11 cases involving distressed safety-net hospitals, the confirmed Plan provides certainty of payment for all administrative and priority creditors.

The team includes Tom Califano, Bill Curtin, Rakhee Patel, Patrick Venter, Anne Wallice, Jonathan Mitnick, Parker G. Embry, Veronica Courtney, Daniela Rakowski, Charlie B. Brownstein, William H. Cálix, Julia Jean Citron, Chang Liu, Ben Luo, Vivian Li, Zoe Stern, and law clerk Dylan C. Yan (Restructuring); Kelly Lazaroff, Ethan Konschuh, and Madeline Moore (Global Finance); Tara M. Lancaster (M&A); Jim Ducayet and Jon Muenz (Securities and Shareholder Litigation); Mary Niehaus and Steven Szymanski (Employee Benefits and Executive Compensation); Kate Roberts and Allison C. Ivey Toth (Labor, Employment and Immigration); and Jon Zucker and George Maliha M.D. (Healthcare).

Sidley Represents Immunovant in US$550 Million Offering

Fri, 12 Dec 2025 06:00:00 Z

Sidley represented Immunovant, Inc., a clinical-stage immunology company dedicated to enabling normal lives for people with autoimmune diseases, in its US$550 million underwritten offering of 26,200,000 shares of its common stock at an offering price of US$21 per share. The transaction closed on December 12, 2025. Leerink Partners acted as the sole underwriter for the offering.

The Sidley team was led by Frank Rahmani and Istvan Hajdu (Capital Markets, Emerging Companies and Venture Capital), and included Carlton Fleming, Katie Klaben, and Jen Greenberg (Capital Markets); Emily Chazen (M&A); Torrey Cope and Kevin Sforza (Food, Drug and Medical Device); Dan Altman and Alvin Wang (Tax); Matt Dolan (Securities and Shareholder); Corey Perry (Employee Benefits and Executive Compensation); and Asher Rubin and Adriana Tibbits (Technology and Life Sciences Transactions).

Sidley Elects 2026 Partnership and Counsel Classes Across Europe and the U.S.

Thu, 11 Dec 2025 06:00:00 Z

Chancery Court Dismisses Derivative Challenge to The Trade Desk CEO’s Compensation Award for Lack of Demand Futility

Mon, 24 Nov 2025 06:00:00 Z

In re The Trade Desk, Inc. Derivative Litigation demonstrates the careful analysis the courts will engage in when conducting a Rule 23.1 demand futility challenge to assess both director independence and the likelihood of liability for the claims against the directors. This litigation was filed in 2022, and therefore was not impacted by the amendment of DGCL Section 144 earlier this year, which provided new procedural safe harbors for acts or transactions involving corporations and their directors, officers, controlling stockholders, and control groups. As a result, the court’s ruling and this post do not engage with the amended statute. Nevertheless, the court’s methodical analysis of director independence is informative of the factors that the Court of Chancery has found, and may continue to find, relevant to independence analyses. This ruling was affirmed on November 6, 2025 by the Supreme Court of Delaware on the basis of and for the reasons stated in the Memorandum of Opinion.

Sidley Secures Dismissal for Harvest Sherwood in Adversary Proceeding Brought by Burford

Mon, 24 Nov 2025 06:00:00 Z

Sidley Represents Bonaccord Capital Partners in Minority Investment in Kingswood Capital Management

Fri, 07 Nov 2025 06:00:00 Z

Sidley’s Litigation Strength Recognized in Benchmark Litigation 2026

Fri, 31 Oct 2025 05:00:00 Z

Sidley Represents Clearlake Capital Group and Constant Contact in New Strategic Investment

Thu, 09 Oct 2025 05:00:00 Z

SEC Changes Its Policy on Mandatory Arbitration Clauses: Considerations for Issuers and Others

Wed, 01 Oct 2025 05:00:00 Z

Congress Must Resolve PSLRA Issue For Section 11 Litigants

Mon, 15 Sep 2025 05:00:00 Z

Uncertainty in Section 11 securities litigation has grown following the Supreme Court’s Slack v. Pirani decision and ambiguities in the Private Securities Litigation Reform Act (PSLRA). The PSLRA grants judgment reduction credits when outside directors settle, but its silence on other Section 11 defendants has created confusion that discourages fair and efficient settlements. Although courts often extend judgment reduction credits more broadly, inconsistent interpretations leave litigants uncertain. Amending the PSLRA to provide uniform rules would promote quicker, fairer resolutions and better serve its goal of curbing abusive securities litigation.

Sidley Advises One Equity Partners in Its Investment in Brown & Root Industrial Services

Thu, 07 Aug 2025 05:00:00 Z

Sidley Secures Confirmation of Conn’s Chapter 11 Plan

Mon, 04 Aug 2025 05:00:00 Z

Sidley Named Finalist for ‘Law Firm of the Year’ by Texas Lawyer

Wed, 30 Jul 2025 05:00:00 Z

Sidley Represents Physician-Related Affiliates of Prospect Medical Holdings in Chapter 11 Filing

Thu, 17 Jul 2025 05:00:00 Z

Sidley Secures Trial Victory in Delaware Superior Court

Wed, 16 Jul 2025 05:00:00 Z

Sidley Represents Merit Street Media in Initiation of Chapter 11 Proceeding

Mon, 14 Jul 2025 05:00:00 Z

Sidley Highly Commended in Chambers USA 2025

Thu, 05 Jun 2025 05:00:00 Z

Sidley Successfully Represents Jervois Global in Novel Australian Cross-Border Take-Private, Recapitalization Transaction Through Prepackaged Chapter 11 Process

Wed, 28 May 2025 05:00:00 Z

Sidley Secures Securities Litigation Victory on Behalf of NovoCure

Thu, 15 May 2025 05:00:00 Z

Sidley Defeats Preliminary Injunction Concerning Nordstrom’s Pending US$6.25 Billion Merger

Wed, 14 May 2025 05:00:00 Z