An opinion from a lawyer re 13D group PR. As a di
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Posted On: 08/02/2021 2:01:39 PM
An opinion from a lawyer re 13D group PR. As a disclaimer, I must point out that I have been retired for 20 years and my practice area was civil litigation, not corporate governance law. And I have not attempted to do any legal research for purposes of this post. So my views are definitely not those of a well informed expert in this field of corporate law, but are perhaps more informed than most of the non lawyers are our board. So I offer them up for what limited value they may have.
According to the 8k CYDY just filed, its law firm, Sidley Austin, sent an 11 page letter to the Rosenbaum group specifying in considerable detail the deficiencies of the 13d group's June 30 notice letter. Sidley Austin is a heavyweight among national law firms. During my years in active practice, 1971 to 2001, it was the largest law firm in Chicago and represented many of the largest corporations in the country. As became customary with large firms, including the Mpls firm with whom I practiced, Sidley opened satellite offices throughout the country. The subject letter came from a lawyer in its New York office.
Based on my reading of the letter, and the myriad of deficiencies specified, the 13D group is looking at a very difficult and expensive uphill legal battle if it attempts to salvage its takeover attempt. As matters now stand, Rosenbaum, Patterson, et al, will not be one the BOD ballot. For that to change, the 13D group would need to immediately file a lawsuit and then bring a motion for a Preliminary Injunction to nullify the CYDY's rejection of its BOD slate. Preliminary Injunctions (PI) are very difficult to obtain. Several legal elements must be satisfied; the most crucial of which is demonstrating a high likelihood of ultimate success on the merits at trial. The specifics laid out in the Sibley letter appear to create a huge hurdle to demonstrating "ultimate success on the merits." If the motion for a PI is denied by the court, that would effectively end the lawsuit since any trial on the merits would be well after this Oct 28.
Pursuing the legal actions referenced above will require a huge outlay of billable hours by any law firm taking on Sidley Austin. Moreover, the odds of success re the PI would be well less than 50/50. I would imagine that each member of the 13D group will be asked to contribute proportionately to the looming legal fees. For any member who drops out, his/her share, I would think, would have to be reallocated to the remaining members of the group, perhaps leading to more desertions.
I have posted very little in the past re the class action lawsuits or the 13D challenge because these are distractions in my mind, and my focus has remained on Leronlimab and its efficacy. That will not change going forward -- so don't expect much more from me on the 13D group. For me, the salient news of the day came from the Brazil trial approval. GLTA.
According to the 8k CYDY just filed, its law firm, Sidley Austin, sent an 11 page letter to the Rosenbaum group specifying in considerable detail the deficiencies of the 13d group's June 30 notice letter. Sidley Austin is a heavyweight among national law firms. During my years in active practice, 1971 to 2001, it was the largest law firm in Chicago and represented many of the largest corporations in the country. As became customary with large firms, including the Mpls firm with whom I practiced, Sidley opened satellite offices throughout the country. The subject letter came from a lawyer in its New York office.
Based on my reading of the letter, and the myriad of deficiencies specified, the 13D group is looking at a very difficult and expensive uphill legal battle if it attempts to salvage its takeover attempt. As matters now stand, Rosenbaum, Patterson, et al, will not be one the BOD ballot. For that to change, the 13D group would need to immediately file a lawsuit and then bring a motion for a Preliminary Injunction to nullify the CYDY's rejection of its BOD slate. Preliminary Injunctions (PI) are very difficult to obtain. Several legal elements must be satisfied; the most crucial of which is demonstrating a high likelihood of ultimate success on the merits at trial. The specifics laid out in the Sibley letter appear to create a huge hurdle to demonstrating "ultimate success on the merits." If the motion for a PI is denied by the court, that would effectively end the lawsuit since any trial on the merits would be well after this Oct 28.
Pursuing the legal actions referenced above will require a huge outlay of billable hours by any law firm taking on Sidley Austin. Moreover, the odds of success re the PI would be well less than 50/50. I would imagine that each member of the 13D group will be asked to contribute proportionately to the looming legal fees. For any member who drops out, his/her share, I would think, would have to be reallocated to the remaining members of the group, perhaps leading to more desertions.
I have posted very little in the past re the class action lawsuits or the 13D challenge because these are distractions in my mind, and my focus has remained on Leronlimab and its efficacy. That will not change going forward -- so don't expect much more from me on the 13D group. For me, the salient news of the day came from the Brazil trial approval. GLTA.
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