Ellen Shapiro

Securities Litigation

• Represented a large multinational operator of membership warehouse clubs, and its former executives, securing dismissal of all claims pursuant to the Securities Exchange Act of 1934 arising from allegations that the company misled the public about its performance, among other alleged missteps.
• Represented wellness company and its board members, securing summary judgment, dismissing all federal securities claims pursuant to the Securities Exchange Act of 1934 and the Securities Act of 1933, as well as a breach of contract claim, arising from merger. Summary judgment affirmed by the Second Circuit.
• Represented wellness company and its board members, securing dismissal of all federal securities claims pursuant to the Securities Exchange Act of 1934, breach of contract, and common law fraud claims arising from merger.
• Represented pharmaceutical company and its executives, securing dismissal of all federal securities claims pursuant to the Securities Exchange Act of 1934 and Securities Act 1933, as well as common law claims, in connection with statements concerning pipeline drug. Dismissal affirmed by the Second Circuit.
• Represented CEO of software company against federal securities claims brought by the U.S. Securities and Exchange Commission concerning milestone payments related to a merger. Achieved favorable settlement for client.
• Represented financial firm and its executives against Securities Exchange Act of 1934 and Securities Act of 1933 claims in opt-out actions across the country arising out of the 2008 financial crisis.
• Represented numerous public companies in connection with shareholder demands.

White Collar

• Represented numerous executives in internal, SEC, FINRA, and DOJ investigations.
• Represented numerous biotechnology companies in FINRA investigations.
• Represented numerous biotechnology, life science, and wellness companies in SEC investigations.
• Represented individual in university-led investigation into, inter alia, allegations of research misconduct and fraudulent statements.
• Conducted internal investigation of private equity-owned portfolio company, assessing whistleblower’s pay-for-play allegations.
• Conducted internal investigation of start-up, assessing potential violations of various federal and state laws.

Business Disputes

• Represented members of an asset management company in dispute concerning put option and redemption rights in ICDR arbitration. Achieved favorable settlement for clients.
• Represented private equity investor in pre-litigation business dispute with former CEO of wellness-space portfolio company.
• Represented funds in business dispute concerning alleged trademark violation and breach of non-disclosure agreement. Achieved favorable settlement for clients.
• Represented a boutique investment bank focused on clean energy deals in a commercial dispute in an AAA arbitration. The matter was settled favorably on behalf of the client in mediation.
• Represented board member of public company, securing dismissal of fraudulent inducement claim brought by a shareholder. Dismissal and denial of post-judgment amendment affirmed by the Second Circuit.
• Represented pharmaceutical company against breach of contract claim concerning contingent value right milestones.