Goldstein v. Denner (Bioverativ)
Robbins Geller Prosecuting Claim that $11.6 Billion Sale Was Corrupted by Insider Trading
Vice Chancellor Laster issued a 124-page opinion in May 2022 denying defendants’ motions to dismiss the breach of fiduciary duty claims respecting the sale of the company. In June, the court denied the defense motion to dismiss the insider trading claims, concluding in a separate opinion that it was “reasonable to infer” that Denner traded on material, nonpublic information about Sanofi’s desire to buy the company, and then designed a single-bidder sale process to “serve his own interests in maximizing his short-term profits from insider trading at the expense of generating greater value through a competitive bidding process or by having the Company remain independent.”
Partner Randall J. Baron told Law360 that the ruling denying the motion to dismiss the insider trading claims “is a very well-thought-out opinion that acknowledges that people who benefit unfairly [from a merger] can still be subject to liability even after the merger closes.”
Robbins Geller attorneys Randall Baron, Rick Atwood, Christopher Lyons, Téo Doremus, and Ora Lupear are litigating the case with co-lead counsel at Prickett, Jones & Elliott P.A., and shareholders are led in the case by anesthesiologist/investor Stewart N. Goldstein, M.D.
Goldstein v. Denner, C.A. No. 2020-1061-JTL (Del. Ch.).