At a bench trial, partners Kurt E. Wilson and Romin P. Thomson successfully defended Silicon Valley executives accused of securities fraud by a former investor.
We represented the executives of an online information aggregator who, with the aid of previous counsel, had issued shares of its capital stock to various investors in a private offering exempt from the State qualification requirements and Federal registration requirements. One investor alleged that the executives had made multiple false representations to him and that he should not have been included in the offering as he failed to meet the investor suitability requirements of State and Federal law.
After a bench trial, the Court ruled in favor of the executives, holding that the investor’s testimony at trial was not credible and that the evidence demonstrated that the executives: (1) reasonably believed the investor satisfied the suitability requirements and (2) did not make any false representations of fact.