Perrie M. Weiner

"Perrie is a great lawyer and a true expert in his field. He is also a pleasure to work with and provides very sound advice and guidance." - Chambers USA "Perrie is an exceptional lawyer." - Chambers USA "Perrie always makes you feel as if you are his only and most important client." - Chambers USA "Perrie provides a depth of knowledge and experience that results in strong support for his client's interests. Excellent communications, oral and written." - Chambers USA "Perrie is one of the brightest attorneys in the corporate and securities arena." - Chambers USA Perrie is a "go-to advocate for hedge funds facing complex suits and CEOs squaring off against the US Securities and Exchange Commission." – Law 360 "Perrie's personal, litigation, negotiation and strategy development skills are superior, as well as his in-depth experience with, and knowledge of, commercial and securities law." – Chambers USA "Perrie really has a great deal of experience and expertise in securities class action law. He's also very responsive." – Chambers USA "He's sharp, responsive and quick." – Chambers USA "Perrie Weiner is outstanding in terms of his knowledge and expertise, as well as being very commercial and pragmatic in his approach." – Legal 500, Securities Litigation "My knowledge of the firm’s strengths is primarily through Perrie Weiner. The firm’s international breadth is very useful when we have questions about the application of a particular country’s laws. Perrie has quickly put us in touch with the experts in the particular country, which has been invaluable." – Legal 500, Securities Litigation "I have worked with Perrie Weiner for over 20 years, when he was at several different firms. We have used him on a number of matters – we have followed him to represent us at each new firm. Perrie is currently working for us on a class action securities matter where he took over representation from another law firm – the initial law firm selection was made by a co-defendant, not us. Perrie is an excellent securities litigator. He recognizes the legal issues and business imperatives, and works hard to get through the matter to a cost-efficient resolution. I highly recommend him without reservation." – Legal 500, Securities Litigation

-Substituted into a California securities litigation to defend a U.S. publicly held Biopharma Company, that was at risk of a default being entered, where there was a tax delinquency and a problem with the company's name registration. After quickly correcting all of these deficiencies, Perrie and his team brought a motion to dismiss. Based on the strength of the motion, plaintiff voluntarily dismissed the case. . -Represented a building products company in litigation arising from its merger with another building products company. The case included federal securities actions in the Eastern District of New York and alleged insufficient information in the company's merger recommendation to shareholders. Not only did Perrie and his team manage to push back and get the merger to close on time, but also quickly defeated and resolved the litigation. -Represented a London-based client in the dismissal of a jurisdictional challenge in the Central District of California, in an effort to attach the assets of a Geneva trust worth approx. USD 1 billion. Also successfully represented the client in subsequent related litigation, as well as others named as defendants in the case. -Represented a publicly held Biopharma company and three of its officers in a putative securities class action. The complaint alleged that the company made false and/or misleading statements and did not properly disclose the efficacy of their liver cancer treatment, ThermoDox. Perrie and his team won the motion to dismiss. -Represented an investor in a highly publicized alleged "pump and dump" scheme resulting in the dismissal of a putative class action (Takata v. Riot Blockchain). The operative complaint alleged that the investor and other Defendants, acting as members of an investor-control group, amassed a controlling interest in publicly-traded Riot Blockchain. Perrie and his team won the motion to dismiss, while it was denied as to the other co-defendants. -Represented a significant micro-cap investor with holdings of USD 240 million shares of a public company. deposited with a Canadian brokerage. Our engagement came after the public company attempted to cancel the client's entire holdings during a spike in share-price valuation, obstructing their ability to sell or transfer the shares, which Perrie and his team were able to fully reverse. -Represented an underwriter, where we won a motion to dismiss a securities class action complaint, and where a follow on motion to dismiss the amended complaint resulted in a quick settlement with plaintiffs and where co-defendant issuer fully indemnified the underwriter.

-Represented the target defendant in a de-SPAC M & A transaction in the partial dismissal of a putative securities class action complaint alleging material misrepresentations and omissions related to stockholders who purchased its stock between October 7, 2020 and July 31, 2021. -Represented the target defendant in a Derivative Action alleging material misrepresentations and omissions related to stockholders who purchased the stock between October 7, 2020 and July 31, 2021. -Represented the target and certain of its officers and directors in an action by an investor in the Complex Commercial Litigation Division of New Castle County Superior Court, Delaware alleging fraudulent inducement and breach of contract around a "liquidity event" triggered when the Company completed the de-SPAC merger in August of 2021. -Represented a commercial space company against allegations made by its former cofounders who had signed a National Security Agreement and Stock Repurchase Agreement, agreeing to divest their interests in the company. Despite this, one of the cofounders filed a complaint in the Delaware Court of Chancery seeking indemnification and advancement, leading to a motion to dismiss by our client. The outcome, confirmed on appeal, holds significant precedential value in the evolving realm of SPAC litigation within Delaware. -Represented the target in numerous "books and records" demands filed under Section 220 of Title 8 of the Delaware Code seeking shareholder inspection of documents related to pre de-SPAC merger topics.

Most recently, represented a large international financial institution and broker-dealer in a precedent setting motion to dismiss victory over alleged claims of abusive naked short selling, while the case proceeded as to other co-defendants.

-Represented a hedge fund and two of its principals in a non-public SEC investigation (resulting in the issuance of a Wells Notice) into purported insider trading and tippertippee liability with regard to the stock of three public companies. Perrie and his team wrote several white papers in response to the Wells Notice, and had multiple calls at the highest levels of the SEC, where they turned the case around, and the SEC not only didn't file an enforcement action, but issued a letter terminating the investigation. -Represented an investment adviser in a two-year SEC insider trading investigation concerning the issuer and tipper/tippee liability. In this particularly complicated case (as the investment adviser was both on the board of the public company being investigated and an officer of the investment bank, which was the investment banker on the deal), a successful notice of termination of the investigation by the SEC was achieved along with indemnity from the issuer. -Represented a public company and two of its officers in the successful termination of an SEC investigation regarding suspected insider trading. -Represented a publicly held Biopharma company and two of its officers and directors in an SEC investigation connected with a purported broader "pump and dump" scheme that generated more than USD 165 million of illegal sales of stock in at least 50 microcap companies. This case resulted in no action taken by the SEC against our clients. -Achieved a significant victory by successfully defending a hedge fund client under SEC scrutiny for alleged market manipulation and securities fraud following a cannabis start-up IPO. Initially avoiding substantive defendant status, the SEC Staff agreed to only naming our client and his wife as mere relief defendants. Through strategic maneuvering, however, including a well-timed white paper submission, we successfully persuaded the SEC to exclude our clients entirely from the enforcement action, saving them from a potential $2.5 million liability plus pre-judgment interest.

Secured a significant and high-profile victory for a fertility clinic in a case involving a widely publicized matter concerning "mixed up" embryos implanted in three women in Los Angeles, California, on the same day (including one woman domiciled in N.Y., although visiting Los Angeles for this procedure). This $25 million claim filed by the N.Y. resident mother originally was filed in New York, and had powerful jury appeal, as the two children born to the New York mother had to be rightfully returned to the biological mothers/families in LA. Leveraging the $250k medical malpractice cap in California, Perrie and his team won a motion to transfer the case from New York (which had no medical malpractice cap) to California, drastically reducing the client's exposure risk from $25 million to $250,000. The case settled shortly after it was transferred to Los Angeles, for a di minimis sum.

-First in Texas, and then in New York federal court, defense of an investment advisor and its principals in a purported death spiral securities fraud action against claims of unlawful market manipulation and fraudulent misrepresentations arising out of a securities purchase agreement for future priced securities. Based on the strength of the motion for judgment on the pleadings, and in order to avoid Rule 11 sanctions, plaintiffs voluntarily agreed to dismiss their complaint with prejudice and without any payment or consideration. -In Nevada federal court, defense of an investment advisor based in the United States, its principals and certain offshore investment funds, in a purported death spiral securities fraud action against claims of unlawful market manipulation and fraudulent misrepresentation arising out of a securities purchase agreement for future priced securities. Plaintiff voluntarily dismissed its action, and we obtained a judgment of USD 1 million for our client on its own claims against the plaintiff.

-In Texas, defense of a number of national broker-dealers including market makers in a purported naked shorting state securities fraud action against such alleged claims as unlawful market manipulation, RICO and common law fraud. After removing the action from Texas state to Texas federal court based on a federal preemption argument, we successfully moved to dismiss the case. -In Nevada federal court, representation of multiple national broker-dealers including a market maker in a naked shorting securities fraud action against such claims as unlawful market manipulation, RICO and common law fraud. The court granted our motion to dismiss the case.

-Representation of the CEO of a major Fortune 500 public company in five shareholder derivative lawsuits, an SEC investigation in California, ERISA class actions, and a US Attorney investigation in the Eastern District of New York regarding allegations of "options back dating." The government investigations were terminated with no enforcement action against the client and the private civil litigation was resolved favorably for the client. -Representation of the officers and directors of a publicly-traded regional bank in a shareholder derivative lawsuit alleging that the defendants rigged an internal investigation to reach a predetermined result. Obtained a complete victory for the defendants on summary judgment. -Representation of a nationally recognized Broker-Dealer in Auction Rate Securities litigation pending across the United States, including securities class actions, SEC investigations, and FINRA investigations. All of these cases were successfully resolved with no action being taken by the government and with all cases being dismissed. -Representation of a nationally recognized Broker-Dealer in the "Reserve Fund" litigation.

-In Los Angeles Superior Court, prosecution of an action for breach of a loan and option to purchase stock agreement against a privately held technology company. When the court indicated at oral argument that it would grant our motion for summary judgment, we entered into a settlement with the defendant hereby our client received a payment of approximately USD 1 million and five percent of he authorized stock of the defendant. -In Los Angeles Superior Court, prosecution of an action for breach of fiduciary duty and other tort claims on behalf of the largest US privately held computer software company. It was discovered that the then-vice chairman had usurped and diverted a USD 3 million stock investment opportunity (turning out to be worth more than USD 70 million), belonging to a client, to a single purpose venture that he had formed. The case settled on terms very favorable to our client, but which were made confidential by the terms of the settlement agreement.

-Represented a makeup studio (with numerous stores in shopping centers around the U.S.) and leader in virtual makeup classes in multiple lease negotiations and litigation matters due to COVID-19. All of the matters were successfully resolved, for di minimis amounts. -Represented a publicly held American music retailer chain with over 250 locations in lease litigation matters throughout the United States. All matters were successfully resolved, for di minimis amounts. -Represented a high profile Beverly Hills plastic surgeon with a large surgery center in lease negotiations due to COVID-19. -Represented a web designer for K-12 schools using intuitive content management software in COVID-19 related lease litigation. The matter was successfully resolved for a diminimis sum. -Represented a fintech company in ongoing COVID- 19 related lease litigation and actions for declaratory relief, recently successfully resolved for a di-minimis sum.

-Representation of a Hong Kong investment bank and a related California-based brokerdealer, in a private securities fraud lawsuit in the Central District of California, ultimately obtaining dismissal for our clients on summary judgment. -Representation of an AMEX-traded Chinese company and several of its officers and directors in a securities class action involving allegations that, among other things, the company's finances as reported in its SEC filings did not correspond with financial results the company reported to the SAIC, and that the company overpaid for several significant assets. The case was pending in the Central District of California, and, while the motion to dismiss was pending, was settled for a di minimis sum.

Co-authored, (Top 10 Most Read Expert Analyses)

I’m a securities litigation lawyer by day and – if I say so myself – a “hidden gem” of a drummer by night, still waiting for my band’s big break. In between playing sets with my bands through the years, I’ve learned how to embrace the rhythm of the business of law and play to my strengths.

Over the last twelve months, the U.S. Securities and Exchange Commission (SEC) has bolstered oversight of special purpose acquisition companies (SPACs) in response to shareholder allegations of fraud, conflicts of interest, and inadequate disclosures relating to de-SPAC M & A transactions.

The SEC for the first time announced aggressive enforcement actions against a SPAC, it’s sponsor and CEO, the target company, and the target company’s CEO—all before shareholders of the target company voted on the merger. Baker McKenzie attorneys look at the far-reaching impact of the SEC’s actions and offer thoughts on steps to avoid similar regulatory scrutiny.

Interviewed

The once red-hot SPAC market is becoming a fertile ground for activist investors who push for changes at problematic companies and profit from them. A record number of companies went public over the past two years by merging with special purpose acquisition companies, a fast-track IPO alternative vehicle. New to the public markets and often underperforming, industry experts believe these companies could increasingly become vulnerable to activist involvement.

Interviewed

Interviewed

Guest speaker

Guest speaker