Natalie C. Kennedy

AmTrust investors have asked a New York federal judge to certify three subclasses covering those who purchased stock in the insurer's $320 million initial public offering, after the Second Circuit revived their case against the firm and its auditor BDO USA LLP over financial restatements AmTrust had to make. The investors filed a motion on Thursday seeking certification of the November 2015 common stock subclass, the September 2016 Series F Preferred stock subclass, and the BDO subclass. According to the motion, the November 2015 common stock subclass includes all purchasers of AmTrust common stock issued in or traceable to the company's IPO; the September 2016 Series F Preferred stock subclass includes purchasers of AmTrust's 6.95% noncumulative preferred stock, Series F, that was issued in or traceable to the company's 2016 IPO; and the BDO subclass includes those who purchased AmTrust common or Series F stock between March 3, 2014, and April 10, 2017. The motion states the first two subclasses are asserting claims related to alleged financial misrepresentations that were made in connection with AmTrust's IPOs, and the BDO subclass is asserting securities fraud claims against BDO. The suit accuses AmTrust of making a series of misstatements about its finances dating back to 2012 that required the insurer to restate its financials and ultimately sank the company's stock. BDO served as AmTrust's auditor during the relevant period. Thursday's motion further asks that the court appoint Robbins Geller Rudman & Dowd LLP as class counsel, and Jupiter Capital as lead plaintiff for the November 2015 subclass. The motion also asks that the September 2016 subclass be led by the Living Trust, and that the BDO subclass be led by the Living Trust and the North Atlantic Funds. In arguing for certification, the investors argue the subclasses meet all the necessary requirements, including numerosity, commonality and predominance. Thursday's motion for class certification comes a little less than a year after the Second Circuit reversed course in the case and found BDO was not off the hook for certifying AmTrust's financial statements. The appeals court vacated a district court's dismissal of securities fraud claims against BDO, which the Second Circuit itself had affirmed in August 2023. While the district court had found potential misstatements made in BDO's audit opinion of AmTrust's financials were immaterial, the Second Circuit said last October they "subjected unknowing investors to the risk that AmTrust's financial statements were unreliable." BDO, in opposing a bid for a rehearing, argued the panel made the correct decision back in 2023 and pushed back against the U.S. Securities and Exchange Commission's "misdirected concern" that no auditor opinion can ever be found material to investors, which the auditor argued is not what the court said in this case. Despite not being a party to the private litigation, the SEC filed an amicus curiae brief at the behest of the Second Circuit, which urged the agency to weigh in after three former SEC chief accountants and deputy chief accountants filed a brief backing AmTrust investors' calls to revive the claims against BDO. The agency urged the court to reconsider its materiality analysis on the BDO certification, arguing investors rely on such statements to make investment decisions and that the statements are not immaterial simply because the language is standardized. In 2018, the SEC temporarily barred three former BDO accountants from auditing publicly traded companies, following the release of an AmTrust audit report before the underlying auditing work was completed. BDO is currently petitioning for the U.S. Supreme Court's intervention in the case. Representatives for the parties did not immediately respond to requests for comment on Friday. The investors are represented by Samuel H. Rudman, David A. Rosenfeld, Mark T. Millkey, Robert D. Gerson, Natalie C. Aranella and Joshua D. Forgy of Robbins Geller Rudman & Dowd LLP, Jeremy A. Lieberman of Pomerantz LLP, and Peretz Bronstein of Bronstein Gewirtz & Grossman LLC. AmTrust Financial is represented by Steven M. Farina, Amanda M. MacDonald, Lydia A. Weiant and George A. Borden of Williams & Connolly LLP. BDO is represented by Timothy E. Hoeffner and Jason D. Gerstein of McDermott Will & Schulte. The case is In re AmTrust Financial Services Inc. Securities Litigation, case number 1:17-cv-01545, in the U.S. District Court for the Southern District of New York.

Sep 19

3 min

Paul, Weiss is advising Arizona Sonoran Copper Company on its all-stock take-private acquisition by Hudbay Minerals Inc., a copper-focused mining company with operations in Canada, Peru and the United States. Under the agreement, Hudbay will acquire all ASCU shares that it doesn’t already own for a consideration of 0.242 of a Hudbay common share per ASCU common share, an equity value of $1.5 billion. Upon closing, expected in the second quarter of 2026, Hudbay will own all of ASCU’s Cactus project in Arizona and ASCU will be delisted from the Toronto Stock Exchange. The Paul, Weiss team is led by corporate partner Ian Hazlett and associate Aaron Abramson, and includes executive compensation partner Christopher Gonnella; tax partner Matthew Jordan; litigation partner Nathan Mitchell; and antitrust counsel John Magruder.

Mar 2

1 min

Jennifer Gasser A month after launching a new Houston office, Paul Weiss Rifkind Wharton & Garrison LLP expanded the location with the addition of a corporate attorney who moved her practice from Kirkland & Ellis LLP. Jennifer Gasser has been welcomed this week to Paul Weiss as a partner in the M&A group in the corporate department at the Houston office, the firm announced Tuesday. Gasser said in a prepared statement she has "long been impressed" by Paul Weiss' M&A platform. "I look forward to collaborating with my new colleagues and expanding the firm's leading capabilities within Houston, a hotbed of activity for energy and infrastructure," Gasser said. The Houston office opened at the beginning of February when former Kirkland attorneys Sean T. Wheeler and Debbie P. Yee joined Paul Weiss. Wheeler leads the Houston location, with Yee joining as a partner in the M&A group. "Jennifer is a highly skilled M&A lawyer specializing in energy and infrastructure," Wheeler said in a prepared statement. "Her proven track record advising clients in these spaces on their most important transactions makes her an invaluable addition to our growing Houston team." Gasser's practice counsels clients, primarily in the energy and infrastructure industries, on matters related to mergers and acquisitions, divestitures, and joint ventures, according to the firm's announcement. Her notable transactions over the past several years include assisting EQT Corp. with forming a $3.5 billion joint venture with Blackstone Credit & Insurance and with EQT's $35 billion merger with Equitrans Midstream Corporation. "Jennifer's arrival marks another key step in the continued buildout of our Houston team, and we are excited to welcome her to the firm," Scott A. Barshay, chairman of Paul Weiss, said in a prepared statement. Gasser earned her law degree from the University of Texas School of Law in 2015.

Mar 3

2 min

Paul, Weiss, Rifkind, Wharton & Garrison has added a third Kirkland & Ellis M&A partner to its new office in Houston, a market experiencing heavy interest and hiring from Big Law firms this year. Kirkland partner Jennifer Gasser joined Paul Weiss on Tuesday as a partner in the M&A group within the corporate department. Her practice focuses on M&A, divestitures and joint ventures in the energy and infrastructure sectors. In early February, Paul Weiss announced its move into Houston and the hiring of Kirkland M&A partner Sean Wheeler, who will serve as co-chair of global M&A and head of the Houston office, and Wheeler's longtime colleague, Kirkland M&A partner Debbie Yee. “Jennifer’s arrival marks another key step in the continued buildout of our Houston team, and we are excited to welcome her to the firm,” Paul Weiss chairman Scott Barshay wrote in a press release. Wheeler wrote that Gasser's "proven track record" advising clients in energy and infrastructure on important transactions makes her an "invaluable addition" to the team in Houston. “Jennifer is a highly skilled M&A lawyer," he wrote. Gasser could not immediately be reached for a comment on her move. In a press release, she wrote that she has been impressed for a long time by the caliber of work her new firm handles. “I look forward to collaborating with my new colleagues and expanding the firm’s leading capabilities within Houston, a hotbed of activity for energy and infrastructure,” she wrote. According to Paul Weiss, Gasser has recently represented EQT Corp. in multiple transactions, including a midstream joint venture with Blackstone Credit & Insurance and a merger with Equitrans Midstream Corp.; Sandbrook Capital in its acquisition of Bernhard Capital Partners’ equity interests in United Utility Services and Electro Rent Corp.’s equity interests in Intellirent; Cloverleaf Infrastructure in its sale of powered land to Vantage Data Centers for development of a data center campus; Celanese in the divestment of its Micromax portfolio of products to Element Solutions,; and ONEOK, Inc. in its acquisition of Global Infrastructure Partners’ equity interests in Medallion Midstream. A spokesperson for Kirkland provided this comment on Gasser's departure: “We wish Jennifer well in her new role.”

Mar 3

2 min

Queens Supreme Court Justice Karen Lin has made New York history by becoming the first Asian American woman to serve on the appellate bench in the second, eleventh and thirteenth judicial districts, the New York State Unified Court System shared in a press released. She was appointed as an associate justice of the Appellate Term, Second Department by Chief Administrative Judge Joseph Zayas on Feb. 25. Presiding Justice Hector D. LaSalle of the Appellate Division, Second Department consented to Lin’s appointment. She fills the vacancy created after Lisa S. Ottley was elevated to the Appellate Division, Second Department. “Justice Lin is widely regarded for her legal acumen, fairness, humility and integrity,” Zayas said, adding that her “broad legal and judicial experience and thoughtful, equitable approach to justice will be of great benefit to the Appellate Term bench and the residents of Kings, Queens and Richmond Counties.” First Deputy Chief Administrative Judge Norman St. George echoed that praise, citing Lin’s “sound judgment, collegiality and passion for the law and justice.” The Appellate Term hears appeals from the New York City civil and criminal courts in Brooklyn, Queens and Staten Island. In accepting the appointment, Justice Lin emphasized how important the Appellate Term is to county constituents and her dedication to them. “In hearing appeals from the New York City civil and criminal courts, the Appellate Term may be the only appellate tribunal many everyday New Yorkers will ever encounter,” she said. “I will endeavor to serve diligently, with justice, mercy and humility.” Justice Lin’s appointment marks a historic first for Asian Americans in New York, who remain underrepresented in the judiciary relative to their share of the population, according to the Unified Court System’s latest judicial demographics report. In Queens, for example, AAPI residents comprise more than a quarter of the county’s population, but less than 10% of its judiciary. According to bar leaders, Justice Lin’s elevation is an important step toward a judiciary that more closely reflects the communities it serves. "Justice Lin is a trailblazer and an inspiring role model for Asian Americans,” said Benjamin Hsing, president of the Asian American Bar Association of New York. “It is critical that Asian Americans are properly represented in the New York State judiciary to strengthen public confidence in our courts and to help ensure justice and fairness for Asian American communities across the city and state.” Justice Lin’s career in the Unified Court System has spanned 27 years. Most recently, she served as a Queens County Supreme Court justice, where she presided over contractual disputes, residential foreclosures, labor law, motor vehicle and Article 75 proceedings. She has also served on the New York City civil court and was a court attorney-referee in Kings County Surrogates Court. Before she joined the judiciary, Justice Lin was a litigation associate at Lansner & Kubitschek and served as chief of staff and district counsel to then–State Senator Catherine Abate. In addition to her duties, Justice Lin is an active community member and supporter of the state's Asian American community. She is a host judge of the Sonia and Celina Sotomayor Judicial Internship Program, co-chairs the Joint Eleventh Judicial District’s AANHPI Heritage Month Celebration and serves on the boards of the Asian American Law Fund of New York and the Asian American Judges Association of New York.

Mar 2

2 min