Jonathan C. Dickey is a partner in the New York and Palo Alto offices
of Gibson, Dunn & Crutcher, and is Co-Chair of the Firm’s National
Securities Litigation Practice Group. He has been engaged in civil
litigation practice since 1979, specializing in securities class
actions, shareholder derivative litigation, M&A litigation,
corporate investigations, and SEC enforcement matters. Over the years,
Mr. Dickey has represented many public companies, directors and
officers, underwriters, financial institutions, and accounting firms in
securities litigation matters. He also has acted as counsel to boards
of directors and board committees on securities disclosure and
compliance issues, SEC and stock exchange investigations, and corporate
Mr. Dickey has been ranked as one of the
top securities litigators in the United States by various
organizations. He is the managing editor of the leading treatise on
securities litigation, Practicing Law Institute’s Securities Litigation: A Practitioner’s Guide,
published in 2006, and now in its fifth edition. Mr. Dickey also has
served as an advisor to various industry organizations on securities
class action law reform matters, and was significantly involved in
passage of the Private Securities Litigation Reform Act of 1995. Mr.
Dickey also helped draft, and was directly involved in efforts to obtain
passage of, the Securities Litigation Uniform Standards Act of 1998,
which bars state court securities class actions involving nationally
In 1998, Mr. Dickey was elected to serve a
three-year term as a member of Gibson, Dunn & Crutcher’s Executive
Committee. He also has served on various other governance committees at
the Firm. Mr. Dickey is a member of the bars of California, New York,
and the District of Columbia. Mr. Dickey earned his Juris Doctor cum laude from the University of Michigan in 1979. He received his undergraduate degree magna cum laude from Harvard in 1976.
Lecturing and Public Speaking
Dickey has been a frequent lecturer on securities-related topics,
including speaking engagements with the Practising Law Institute
Securities Litigation & Enforcement Institute, and guest lecturing
at the Haas School of Business (University of California) and the
Stanford Law School Directors College. He has been quoted or featured
in articles on securities topics in The Wall Street Journal, Business Week, The American Lawyer, Corporate Board Member Magazine, Institutional Investor Magazine, The Economist, The National Law Journal, The Washington Post, The Los Angeles Times, and other publications. Mr. Dickey has authored numerous articles on securities and corporate governance related topics.
Representative Current Securities Cases
Dickey successfully defended UBS Financial Services in a major “credit
crisis” securities class action litigation in the Southern District of
New York arising out of the collapse of Lehman Brothers. The case
involved $1.2 billion of structured note products issued by Lehman in 84
separate offerings in 2007-2008, before Lehman’s bankruptcy. The case
was successfully settled in 2013 for ten cents on the dollar.
Dickey is defending the independent directors of JP Morgan in several
shareholder derivative suits arising out of JP Morgan’s “London Whale”
trading scandal, which led to a multi-billion dollar write-off by JP
Morgan, and which spurred a host of civil and regulatory proceedings.
The matters are at an early stage.
Dickey successful defended the former directors of Wachovia in
shareholder derivative litigation in the Northern District of
California, in which plaintiffs sued the Board for breach of fiduciary
duty arising out of Wachovia’s mortgage lending practices, and its
acquisition of Golden West. After we filed our motion to dismiss, the
case settled without any payment by Gibson Dunn’s clients. Final
settlement approval was granted in March 2013.
Dickey is defending a leading retailer and its directors and officers
in shareholder class and derivative litigation in Delaware, Arkansas and
Tennessee. The actions arise out of a New York Times article
in April 2012 contending that the Company was committing violations of
the Foreign Corrupt Practices Act in Mexico in 2005 and thereafter, and
that the Company has engaged in a “cover up” of those law violations.
The cases are at the pleading stage.
Dickey represents the independent directors elected to HP’s board of
directors in 2010 and 2011, who are defendants in shareholder derivative
litigation in the Northern District of California. The action arises
principally out of the firing of Mark Hurd as HP’s chief executive
officer in 2010, and the hiring and firing of his successor, Leo
Apotheker. The court granted our motion to dismiss and entered final
judgment in favor of our clients. The case is now on appeal in the Ninth
Mr. Dickey successfully
defended Intel Corporation in parallel shareholder class actions in New
York, California and Canada, arising out of the initial public offering
of SMART Technologies, Inc., a Canadian technology company, which was an
Intel Capital portfolio company with one of Intel’s senior officers
serving on its Board. The actions arose from the July 2010 IPO of SMART
which generated proceeds of approximately $660 million. Both the U.S.
and Canadian suits named Intel and Sodhani as defendants. The Canadian
case was the first case in Canada to attempt to assert class action
claims under the U.S. securities laws. After extensive motion practice,
including motions to dismiss and motion for class certification, the
class actions in the U.S. and Canada were settled in 2013 without any
payment by Intel.
Mr. Dickey successfully
defended the senior executives of Eastman Kodak in a securities class
action in the Southern District of New York, which was filed following
the bankruptcy of Kodak in early 2012. The motion to dismiss the case
was granted without leave to amend. The case is now on appeal in the
Mr. Dickey is one of the
partners who defended the independent directors of Diamond Foods in
shareholder derivative litigation in the state and federal courts in
California and Delaware. The cases arose out of Diamond’s announcement
of a major accounting restatement in 2012, and the commencement of an
SEC investigation into the restatement issues. Gibson Dunn represented
the audit committee in the company’s internal investigation leading to
the announcement of the restatement. Defendants successfully moved to
dismiss both the federal and state court derivative actions were
dismissed. Following this ruling, the derivative cases settlement with
no payment from our clients.
is representing Vancouver-based Nevsun Resources, Ltd. and its senior
executives in shareholder class action litigation in the Southern
District of New York and Ontario, Canada, arising out of Nevsun’s
announcement in February 2012 of a major adjustment to its forecast for
gold reserves at its mine in Eritrea, Africa. The cases are at the
Mr. Dickey led the
defense of underwriter defendants in securities class action litigation
in the District of New Mexico arising out of the bankruptcy of Thornburg
Mortgage, a New Mexico-based mortgage company that originated and
syndicated mortgage-backed securities, and held loans backed by
asset-backed commercial paper. Gibson Dunn’s clients underwriter two
major offerings of Thornburg securities in 2007, before the asset-backed
commercial paper market collapsed, leading to Thornburg’s eventual
bankruptcy. The underwriters’ motion to dismiss was granted in full in
January 2010, and a motion for leave to amend was denied in June 2011.
In 2013, the Tenth Circuit affirmed the dismissal of all claims against
Mr. Dickey successfully defended
Merrill Lynch and RBC Securities as underwriter defendants in a Section
11 class action in the District of Maryland arising out of a 2005
secondary common stock offering of Maryland-based Municipal Mortgage
& Equity, LLC, a financial services company that arranges debt and
equity financing for the real estate and “clean energy” markets. Gibson
Dunn moved to dismiss all claims against our clients , and the district
court granted the motion without leave to amend. The case is now
pending in the Fourth Circuit Court of Appeals.
Dickey defended the former officers and directors of Ener1, Inc., a
once high-flying company in the electric car lithium battery space.
Ener1 filed for bankruptcy, and shareholders have brought a class action
in the Southern District of New York accusing former management of
misleading the market about the health of the company’s lithium battery
business. After Gibson Dunn filed our motion to dismiss the case,
plaintiffs agreed to settle the case for a nominal amount. Final
settlement approval was granted in May 2013.