May 09, 2019

A Jenner & Block team obtained a victory for American Express when the United States Court of Appeals for the Second Circuit affirmed the dismissal of a securities fraud class action arising out of the non-renewal of its co-branding relationship with Costco.

The lawsuit accused Amex of making false and misleading statements to shareholders about the likelihood of renewal.  The Southern District of New York dismissed all claims under Rule 12(b)(6), including the plaintiffs’ claim that the company’s risk disclosures violated Item 303 of SEC Regulation S-K.

On appeal, the plaintiffs argued that Amex misled investors about the status of renewal negotiations and had a duty to update pre-negotiations statements. On May 8, 2019, Circuit Judges Denny Chin, Amalya Kearse, and Richard Wesley issued a summary order affirming the District Court’s judgment.

Partner Stephen L. Ascher argued the appeal and led the team, which included Partner Richard F. Ziegler and Associate Jeremy H. Ershow.