Jonathan Dickey is a partner in the New York and Palo Alto offices of Gibson, Dunn & Crutcher, and is Co-Chair of Gibson Dunn’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 governance issues.
Mr. Dickey has been ranked as one of the top securities litigators in the United States by various organizations, and was recently included as one of the leading West Coast securities litigators by Chambers. 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 eighth 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 traded securities.
Mr. Dickey has been a frequent lecturer on securities-related topics, including speaking engagements with the Practicing 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.
In 1998, Mr. Dickey was elected to serve a three-year term as a member of Gibson Dunn’s Executive Committee. He also has served on various other governance committees at Gibson Dunn.
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.
Mr. Dickey is a member of the bars of California, New York and the District of Columbia.
Recent Securities Cases
- Microsoft: Obtained complete dismissal of a securities class action in the Western District of Washington against Microsoft and its senior management. The action arose out of Microsoft’s announcement in July 2013 of a $900 million inventory charge related to its new Surface RT tablet product, first released in October 2012. The lawsuit accused defendants of failing to disclose lagging sales of the Surface RT that led to the inventory write-down.
- UBS: 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.
- JP Morgan: Defending the independent directors of JP Morgan in several shareholder derivative suits in state and federal court in New York 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 federal and state court actions were dismissed, and are currently on appeal.
- Wal-Mart: Defending Wal-Mart and its directors and officers in shareholder class and derivative litigation in Delaware, Arkansas, and New York. 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 engaged in a “cover up” of those law violations. The cases are ongoing.
- Hewlett Packard: Representing 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 district court granted our motion to dismiss and entered final judgment in favor of our clients. The case is now on appeal in the Ninth Circuit.
- Herbalife: Successfully defended nutrition company Herbalife, Inc. and its directors and officers in a securities class action in the Central District of California, arising out of allegations made by a prominent hedge fund that Herbalife is a “pyramid” scheme. The district court in Los Angeles granted Gibson Dunn’s motion to dismiss the case in full.
- Intel Corporation: 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 its executive officer on the Board of SMART as defendants in the actions. 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.
- Eastman Kodak: 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 district court’s ruling was affirmed by the Second Circuit Court of Appeals in December 2013.
- ValueClick: Successfully defended ValueClick, Inc. (now known as Conversant) and its directors and officers in a class action and related shareholder derivative lawsuits in the Central District of California relating to the Company’s announcement in 2013 of lower than expected revenues from its Media segment business, and alleged integration problems associated with its acquisitions of two companies. After plaintiffs voluntarily dismissed the class action, Gibson Dunn filed a motion to dismiss the shareholder derivative suits, and plaintiffs once again voluntarily dismissed their lawsuits.
- Wachovia Corporation: Successfully 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.
- Nevsun Resources: Successfully resolved securities class actions brought against Vancouver-based Nevsun Resources, Ltd., a mining company with its principal mine located in Eritrea in Africa. The actions, filed against Nevsun and its senior executives in the Southern District of New York and Ontario, Canada, arose out of Nevsun’s announcement in February 2012 of a major reduction in its forecast for gold production at its mine in Eritrea. Final settlement approval of the settlement occurred in January 2015.
- Diamond Foods: 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 settled with no payment from our clients.
- Thornburg Mortgage: Led the defense of underwriter defendants in a securities class action in the District of New Mexico arising out of the bankruptcy of Thornburg Mortgage, a NewMexico-based mortgage company that originated and syndicated mortgage-backed securities, and held loans backed by asset-backed commercial paper. Gibson Dunn’s clients underwrote 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 our clients.
- MuniMae: 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 Fourth Circuit Court of Appeals affirmed the district court’s dismissal order, and the United States Supreme Court refused to hear the case.