Sentences with phrase «related shareholder litigation»

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Such risks and uncertainties include, but are not limited to: our ability to achieve our financial, strategic and operational plans or initiatives; our ability to predict and manage medical costs and price effectively and develop and maintain good relationships with physicians, hospitals and other health care providers; the impact of modifications to our operations and processes; our ability to identify potential strategic acquisitions or transactions and realize the expected benefits of such transactions, including with respect to the Merger; the substantial level of government regulation over our business and the potential effects of new laws or regulations or changes in existing laws or regulations; the outcome of litigation, regulatory audits, investigations, actions and / or guaranty fund assessments; uncertainties surrounding participation in government - sponsored programs such as Medicare; the effectiveness and security of our information technology and other business systems; unfavorable industry, economic or political conditions, including foreign currency movements; acts of war, terrorism, natural disasters or pandemics; our ability to obtain shareholder or regulatory approvals required for the Merger or the requirement to accept conditions that could reduce the anticipated benefits of the Merger as a condition to obtaining regulatory approvals; a longer time than anticipated to consummate the proposed Merger; problems regarding the successful integration of the businesses of Express Scripts and Cigna; unexpected costs regarding the proposed Merger; diversion of management's attention from ongoing business operations and opportunities during the pendency of the Merger; potential litigation associated with the proposed Merger; the ability to retain key personnel; the availability of financing, including relating to the proposed Merger; effects on the businesses as a result of uncertainty surrounding the proposed Merger; as well as more specific risks and uncertainties discussed in our most recent report on Form 10 - K and subsequent reports on Forms 10 - Q and 8 - K available on the Investor Relations section of www.cigna.com as well as on Express Scripts» most recent report on Form 10 - K and subsequent reports on Forms 10 - Q and 8 - K available on the Investor Relations section of www.express-scripts.com.
BlackBerry's ability to manage inventory and asset risk; BlackBerry's reliance on suppliers of functional components for its products and risks relating to its supply chain; BlackBerry's ability to obtain rights to use software or components supplied by third parties; BlackBerry's ability to successfully maintain and enhance its brand; risks related to government regulations, including regulations relating to encryption technology; BlackBerry's ability to continue to adapt to recent board and management changes and headcount reductions; reliance on strategic alliances with third - party network infrastructure developers, software platform vendors and service platform vendors; BlackBerry's reliance on third - party manufacturers; potential defects and vulnerabilities in BlackBerry's products; risks related to litigation, including litigation claims arising from BlackBerry's practice of providing forward - looking guidance; potential charges relating to the impairment of intangible assets recorded on BlackBerry's balance sheet; risks as a result of actions of activist shareholders; government regulation of wireless spectrum and radio frequencies; risks related to economic and geopolitical conditions; risks associated with acquisitions; foreign exchange risks; and difficulties in forecasting BlackBerry's financial results given the rapid technological changes, evolving industry standards, intense competition and short product life cycles that characterize the wireless communications industry, and the company's previously disclosed review of strategic alternatives.
Many factors could cause BlackBerry's actual results, performance or achievements to differ materially from those expressed or implied by the forward - looking statements, including, without limitation: BlackBerry's ability to enhance its current products and services, or develop new products and services in a timely manner or at competitive prices, including risks related to new product introductions; risks related to BlackBerry's ability to mitigate the impact of the anticipated decline in BlackBerry's infrastructure access fees on its consolidated revenue by developing an integrated services and software offering; intense competition, rapid change and significant strategic alliances within BlackBerry's industry; BlackBerry's reliance on carrier partners and distributors; risks associated with BlackBerry's foreign operations, including risks related to recent political and economic developments in Venezuela and the impact of foreign currency restrictions; risks relating to network disruptions and other business interruptions, including costs, potential liabilities, lost revenues and reputational damage associated with service interruptions; risks related to BlackBerry's ability to implement and to realize the anticipated benefits of its CORE program; BlackBerry's ability to maintain or increase its cash balance; security risks; BlackBerry's ability to attract and retain key personnel; risks related to intellectual property rights; BlackBerry's ability to expand and manage BlackBerry ® World ™; risks related to the collection, storage, transmission, use and disclosure of confidential and personal information; BlackBerry's ability to manage inventory and asset risk; BlackBerry's reliance on suppliers of functional components for its products and risks relating to its supply chain; BlackBerry's ability to obtain rights to use software or components supplied by third parties; BlackBerry's ability to successfully maintain and enhance its brand; risks related to government regulations, including regulations relating to encryption technology; BlackBerry's ability to continue to adapt to recent board and management changes and headcount reductions; reliance on strategic alliances with third - party network infrastructure developers, software platform vendors and service platform vendors; BlackBerry's reliance on third - party manufacturers; potential defects and vulnerabilities in BlackBerry's products; risks related to litigation, including litigation claims arising from BlackBerry's practice of providing forward - looking guidance; potential charges relating to the impairment of intangible assets recorded on BlackBerry's balance sheet; risks as a result of actions of activist shareholders; government regulation of wireless spectrum and radio frequencies; risks related to economic and geopolitical conditions; risks associated with acquisitions; foreign exchange risks; and difficulties in forecasting BlackBerry's financial results given the rapid technological changes, evolving industry standards, intense competition and short product life cycles that characterize the wireless communications industry.
Actual results may vary materially from those expressed or implied by forward - looking statements based on a number of factors, including, without limitation: (1) risks related to the consummation of the Merger, including the risks that (a) the Merger may not be consummated within the anticipated time period, or at all, (b) the parties may fail to obtain shareholder approval of the Merger Agreement, (c) the parties may fail to secure the termination or expiration of any waiting period applicable under the HSR Act, (d) other conditions to the consummation of the Merger under the Merger Agreement may not be satisfied, (e) all or part of Arby's financing may not become available, and (f) the significant limitations on remedies contained in the Merger Agreement may limit or entirely prevent BWW from specifically enforcing Arby's obligations under the Merger Agreement or recovering damages for any breach by Arby's; (2) the effects that any termination of the Merger Agreement may have on BWW or its business, including the risks that (a) BWW's stock price may decline significantly if the Merger is not completed, (b) the Merger Agreement may be terminated in circumstances requiring BWW to pay Arby's a termination fee of $ 74 million, or (c) the circumstances of the termination, including the possible imposition of a 12 - month tail period during which the termination fee could be payable upon certain subsequent transactions, may have a chilling effect on alternatives to the Merger; (3) the effects that the announcement or pendency of the Merger may have on BWW and its business, including the risks that as a result (a) BWW's business, operating results or stock price may suffer, (b) BWW's current plans and operations may be disrupted, (c) BWW's ability to retain or recruit key employees may be adversely affected, (d) BWW's business relationships (including, customers, franchisees and suppliers) may be adversely affected, or (e) BWW's management's or employees» attention may be diverted from other important matters; (4) the effect of limitations that the Merger Agreement places on BWW's ability to operate its business, return capital to shareholders or engage in alternative transactions; (5) the nature, cost and outcome of pending and future litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against BWW and others; (6) the risk that the Merger and related transactions may involve unexpected costs, liabilities or delays; (7) other economic, business, competitive, legal, regulatory, and / or tax factors; and (8) other factors described under the heading «Risk Factors» in Part I, Item 1A of BWW's Annual Report on Form 10 - K for the fiscal year ended December 25, 2016, as updated or supplemented by subsequent reports that BWW has filed or files with the SEC.
In this regard, we have received, or expect to receive, requests for indemnification by certain current and former officers, directors and employees in connection with our investigation of our historical stock option grant practices and related issues, and the related governmental inquiries and shareholder derivative litigation.
Each share class represents an interest in the same assets of the Funds, has the same rights and is identical in all material respects except that (i) each class of shares may be subject to different (or no) sales loads, (ii) each class of shares may bear different (or no) distribution fees; (iii) each class of shares may have different shareholder features, such as minimum investment amounts; (iv) certain other class - specific expenses will be borne solely by the class to which such expenses are attributable, including transfer agent fees attributable to a specific class of shares, printing and postage expenses related to preparing and distributing materials to current shareholders of a specific class, registration fees paid by a specific class of shares, the expenses of administrative personnel and services required to support the shareholders of a specific class, litigation or other legal expenses relating to a class of shares, Trustees» fees or expenses paid as a result of issues relating to a specific class of shares and accounting fees and expenses relating to a specific class of shares and (v) each class has exclusive voting rights with respect to matters relating to its own distribution arrangements.
The investigation and conclusions of the Special Committee may result in claims and proceedings relating to such matters, including previously disclosed shareholder and derivative litigation and actions by the Securities and Exchange Commission and / or other governmental agencies and negative tax or other implications for the Company resulting from any accounting adjustments or other factors.
Bailey has experience assisting clients with a variety of legal issues in a broad range of areas including commercial litigation (i.e. shareholder disputes and related matters), contractual disputes, negligence, personal injury, construction litigation, picketing and injunctions, debtor / creditor litigation, and professional regulatory matters.
Business litigation includes several types of business - related claims, such as breach of contract, partner disputes, shareholder disputes, IP enforcement, employment claims, derivative actions, and more.
Chris Groves focuses his practice on a variety of commercial litigation matters, including contract disputes, insurance coverage litigation, bankruptcy adversary proceedings, employment - related class actions, consumer class actions, corporate takeover litigation, shareholder derivative litigation, patent infringement ligation, and license agreement disputes.
He has handled complex commercial disputes, shareholder derivative litigation, declaratory judgment actions, and has secured emergency injunctions relating to claims for breach of contract, fiduciary duties, fraud and professional negligence.
-- LCIA Shareholders Dispute: Litigation between a prominent Ukrainian businessman and businesses associated with a well - known «oligarch» in relation to the US$ 1 billion sale of a number of companies and involving allegations of the misappropriation of hundreds of millions of dollars of corporate funds through related party transactions.
Max has also represented participants in more generalized civil and commercial litigation, including shareholder and partnership disputes and securities related litigation.
His practice specializes in litigation, arbitration and mediation relating to corporate disputes, shareholder's rights, securities law, broadcasting / telecommunications, class actions and construction law.
We also successfully represented the Company's Board in related shareholder derivative litigation in the same court alleging breaches of fiduciary duty, abuse of control, and unjust enrichment, all of which the Court dismissed for failure to make a pre-suit demand or allege demand futility with the particularity required by Delaware law.
He is an ardent litigator, serving as lead counsel in numerous civil jury trials involving medical - malpractice, contract disputes, defamation and related business torts, shareholder disputes (e.g., tortious interference with business relationship, trade secret, and non-compete violations), shareholder and LLC disputes and their fiduciary obligations, real - estate litigation, construction litigation, and creditors rights» issues and related bankruptcy and receivership issues.
Wenqi's practice focused primarily on commercial litigation and arbitration, with extensive experiences in general commercial disputes, shareholders and corporate - related disputes, guarantee disputes, commercial notes and contract disputes.
Drawing on attorneys from across practice areas and offices, Weil has developed an impressive track record advising with respect to shareholder claims and demands for litigation, internal whistleblower complaints, class and collective actions brought by employees relating to pay, worker classification, and discrimination claims, product liability issues and recalls, privacy rights, intellectual property disputes (patents, trademarks, copyrights, and trade secrets), regulatory investigations commenced by the U.S. Federal Trade Commission, U.S. Department of Labor, U.S. Department of Justice, and state attorneys general, and major disputes with suppliers and competitors.
Obtained dismissal with prejudice of consolidated federal shareholder litigation arising from a $ 600 million settlement with the USDOJ for alleged off - label promotional activities related to Botox.
Notable mandates: Acted for Soltoro Ltd. in connection with its successful disposition by plan of arrangement to Agnico Eagle Mines Ltd.; co-counsel for Trillium Motor World Ltd. in class action against General Motors of Canada Ltd. and Cassels Brock & Blackwell LLP; acted for Canadian Solar Inc. in connection with raising an aggregate of US$ 50 million in equity and US$ 100 million in debt financing for acquisition financing and working capital purposes; external counsel to the Regional Municipality of York, providing a wide range of municipal, real estate, expropriation, litigation, and commercial law advice and services; counsel to minority shareholder of a Nevis LLC worth more than US$ 500 million with respect to a claim for relief from unfair prejudice in litigation in Nevis and the Commercial Division of the Eastern Caribbean Supreme Court in British Virgin Islands, and in contemporaneous related actions in Belize and the United States.
Over the past forty years, asbestos - related litigation has forced over 100 companies into bankruptcy — devastating workers, retirees, shareholders and affected communities.
He represents clients in complex civil and commercial litigation, including extensive experience in securities litigation, product liability litigation, bankruptcy - related disputes, contract disputes, and disputes involving breaches of fiduciary duties by directors, officers, shareholders and partners.
Additionally, recognizing that a cyber - or privacy - related development can expand to encompass a number of other significant legal issues, our group works hand - in - glove with attorneys in our White Collar Defense, Regulatory and Investigations, Securities Litigation, Complex Commercial Litigation, Business Finance & Restructuring and Employment Litigation practices, among others, to address subsequent risks such as government or regulatory inquiries, shareholder, consumer, or employee class action litigation, trade secrets theft, funding or financial issues, and disputes with vendors, service providers and other thirLitigation, Complex Commercial Litigation, Business Finance & Restructuring and Employment Litigation practices, among others, to address subsequent risks such as government or regulatory inquiries, shareholder, consumer, or employee class action litigation, trade secrets theft, funding or financial issues, and disputes with vendors, service providers and other thirLitigation, Business Finance & Restructuring and Employment Litigation practices, among others, to address subsequent risks such as government or regulatory inquiries, shareholder, consumer, or employee class action litigation, trade secrets theft, funding or financial issues, and disputes with vendors, service providers and other thirLitigation practices, among others, to address subsequent risks such as government or regulatory inquiries, shareholder, consumer, or employee class action litigation, trade secrets theft, funding or financial issues, and disputes with vendors, service providers and other thirlitigation, trade secrets theft, funding or financial issues, and disputes with vendors, service providers and other third parties.
Michael has also been invested in small claims civil litigation matters, is able to draft and analyze contracts as relates to any leasing matter, is knowledgeable in the corporate aspect as to incorporations, drafting of resolutions, shareholder agreements, shareholder disputes, and annual year - end minutes, and has been involved with mortgage restructuring for a wide variety of businesses.
Mr. Cotten practices law as a shareholder in Baron & Budd's Mesothelioma Litigation Group, representing individuals with mesothelioma and other asbestos - related diseases.
He is also lead counsel for Hypertec in ongoing significant shareholder litigation and related claims.
Main areas of work Antitrust and competition; bankruptcy and restructuring; corporate (asset management, capital markets, corporate governance, derivatives, environmental, finance, mergers and acquisitions, private acquisitions and private equity); energy and energy enforcement; executive compensation and employee benefits; financial services; intellectual property and technology; international arbitration; international trade and investment; litigation (antitrust litigation, commercial litigation, government contracts, healthcare fraud and compliance, securities and shareholder litigation, securities enforcement and regulation, white collar criminal defense and securities enforcement); pro bono; real estate (corporate; acquisitions, dispositions and related financings; restructuring and financing; leasing; land use, construction and development); tax; trusts and estates; white collar criminal defense.
The Estée Lauder Companies — Obtained dismissal of securities litigation and related shareholder derivative suits for the Estée Lauder Companies.
Based in the firm's New York office, where he serves as the Managing Shareholder, he concentrates on complex commercial litigation, antitrust / trade regulation, trade secrets, and employment - related litigation.
Successfully represented Fairway Group Holdings Corp. and its private equity owner in a securities class action and shareholder derivative litigation relating to Fairway's 2013 initial public offering and subsequent disclosures.
His practice focuses on complex commercial disputes, lender liability and related financial institution litigation, construction litigation, and shareholder and partnership disputes.
Represented the Special Committee of the Board of Directors of Apple, Inc. in an internal investigation into the alleged backdating of stock option grants received by Apple executives including Steve Jobs, as well as the Apple Special Litigation Committee in related shareholder derivative lawsuits and class action lLitigation Committee in related shareholder derivative lawsuits and class action litigationlitigation.
She has extensive experience representing clients in both federal and state courts on complex commercial and business - related litigation matters, including oppressed minority shareholder and intra-company disputes, shareholders» rights and derivative litigation, restrictive covenants, construction litigation, contracts, insurance coverage litigation, and products liability cases.
His practice includes representation of companies and executives in complex commercial litigation matters related to business torts, contracts, shareholder and partnership disputes, securities, insurance coverage, real estate, employment, construction, and regulatory matters.
We can help you with breach of contract and warranty cases, disputes over the proper construction of agreements, shareholder disputes, disputes over joint ventures, and post-mergers and acquisitions disputes, as well as with corporate governance related litigation, for example shareholder activism battles, disputes on public take - over bids and squeeze - out procedures.
You agree to defend, indemnify and hold harmless RealtyForSale.ca, its affiliates and all of their respective employees, agents, directors, officers, members, shareholders, attorneys, successors and assigns from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs and expenses (including lawyer fees and litigation expenses) arising from or relating to: (a) your access or use of the Website or any content; (b) any breach by you of these Terms and Conditions; (c) your violation of any third party right, including copyright, privacy or property right; or (d) any claim of a third party arising from your actions or inactions.
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