Kayvan B. Sadeghi

Kayvan B. Sadeghi

Education

Pomona College (B.A., 2000)
New York University School of Law (J.D., 2003)

Bar Admissions

New York

Kayvan Sadeghi is an accomplished trial and appellate lawyer. He specializes in securities litigation, investigations, and enforcement proceedings. He also maintains a broad complex litigation practice, representing clients in high-stakes contract, licensing, and corporate governance disputes. He is a member of the firm’s Securities Litigation, Enforcement & White Collar Group and the firm’s Blockchain + Smart Contracts Group.

Mr. Sadeghi has served as lead counsel in proceedings nationwide, successfully arguing dispositive motions and appeals, examining key witnesses, writing winning briefs before state and federal courts, and defending clients before the Department of Justice, the SEC, and other government agencies.

Mr. Sadeghi is regularly called upon to address novel applications of federal securities laws, the Foreign Corrupt Practices Act (FCPA), and consumer protection laws. He represents clients in a broad range of industries, including financial services, media, technology, energy, and consumer products.

An active member of his community, Mr. Sadeghi is a voting member of the Securities Litigation Committee of the New York City Bar Association. He regularly writes and speaks on topics related to complex litigation, including articles published by International Law Office, Law360, Lexis Practice Advisor, Media Law Quarterly, Wall Street Lawyer, and Westlaw Journal. He is a co-author of Morrison & Foerster's Insider Trading Annual Review, and a contributing author of the Association of Corporate Counsel's “white paper” on managing shareholder derivative litigation. He has been quoted in the New York Law Journal, ChinaDaily, and Beijing Review.

Mr. Sadeghi is committed to pro bono service, including successful defense of a freelance journalist in a highly publicized defamation case brought by a former top Mexican official, and work with the New York Civil Liberties Union in class action litigation leading to a landmark settlement reforming the use of solitary confinement in New York prisons. In recognition of the firm's work on the solitary confinement case, he was honored to accept the Iranian American Bar Association's 2016 Pro Bono Firm of the Year award.

Mr. Sadeghi is admitted to practice in New York, in U.S. District Courts for the Southern and Eastern Districts of New York, and in U.S. Courts of Appeals for the Second and Ninth Circuits.

Representative Matters

Securities and M&A Litigation

  • Defending Etsy, Inc. and certain of its senior officers and directors in multiple securities class actions brought under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Sections 11 and 15 of the Securities Act of 1933.
  • Representing an investment management firm as petitioner in a potential appraisal action concerning valuation of a premier power generation company.
  • Advising an entity developing blockchain technology in connection with potential securities litigation and enforcement issues arising out of initial token offerings.
  • Successful defense of Evercore in litigation in Delaware Chancery Court arising out of its financial advisory services in connection with a leveraged buyout.
  • Successful defense of underwriters of an initial public offering, obtaining dismissal and favorable settlement of a securities class action asserting claims under Sections 11 and 12 of the Securities Act of 1933.
  • Successful defense of a former executive officer of an international investment firm against securities fraud claims, obtaining dismissal of all claims.
  • Successful defense of directors and officers of a business software company in shareholder class actions and derivative suits, resulting in favorable settlements involving no admissions or financial contribution.
  • Successful defense of directors and officers of a financial media company in derivative litigation, resulting in dismissal of all claims.
  • Successful defense of executive officer of a reinsurance company in favorable settlement of claims arising under Section 10(b) of the Securities Exchange Act of 1934 and related claims.
  • Representation of financial advisors in connection with mergers and acquisitions litigation and a U.S. Department of Justice antitrust review.

Government Investigations and Litigation

  • Defending a former executive officer of an investment firm in high-profile criminal case and SEC enforcement action arising out of suspected violations of the Investment Advisers Act, FCPA, and other laws.
  • Representing a global semiconductor company in connection with SEC investigation into suspected accounting and disclosure violations.
  • Representing a global technology company in connection with SEC enforcement action concerning alleged insider trading.
  • Representation of a special committee of the board of directors of a solar energy company in response to an SEC investigation concerning suspected violation of securities laws, resulting in termination of the investigation without further action.
  • Representation of Standard & Poor's, one of the world's leading credit rating agencies, in overlapping state and federal investigations arising out of its rating of structured finance securities, and in a multi-billion dollar lawsuit brought by the State of California alleging violations of the California False Claims Act and unfair competition laws.
  • Representation of officers and employees of a leading U.S. bank in connection with government investigations into LIBOR submissions.
  • Representation of officers and employees of a leading international bank in connection with an investigation into compliance with laws concerning U.S. taxpayers.
  • Representation of a Fortune 500 corporation in an internal investigation into alleged accounting irregularities.
  • Representation of a mortgage originator and servicer in favorable settlement of litigation brought by a state attorney general alleging unfair and discriminatory lending practices and seeking hundreds of millions of dollars in damages, and in other contract disputes.

Commercial Disputes

  • Representation of a global media company in litigation concerning the termination of a joint venture.
  • Representation of a fashion label in arbitration concerning termination of a licensing agreement.
  • Representation of an artist in property loss and business interruption case.
  • Representation of a major cable company in licensing and copyright disputes with networks and network affiliates.
  • Advising a foreign financial services organization concerning jurisdiction and arbitration in connection with providing financing to foreign central bank.
  • Advised a global gaming company in connection with contract and licensing disputes concerning an online gaming platform.
  • Representation of a global power company in connection with a dispute arising out of its purchase of foreign operating companies.

Bankruptcy

  • Representation of Maxus Energy Corporation and four affiliated debtors in chapter 11 cases, including in connection with significant environmental remediation obligations and litigation liabilities arising out of various oil and gas-related interests.
  • Representation of the official committee of unsecured creditors in the chapter 11 cases of Texas power company Energy Future Holdings Corp. and its affiliates, which filed for bankruptcy in April 2014. This is the tenth largest bankruptcy in U.S. history with the debtors holding approximately $40 billion in debt.
  • Representation of Residential Capital, LLC, and the ResCap Liquidating Trust, in connection with contested matters concerning billions of dollars of residential mortgage-backed securities claims, as part of ResCap's chapter 11 proceedings, the largest bankruptcy filing of 2012.

Pro Bono

  • Advised Doc Society, an international organization committed to enabling great documentary films, in connection with assessing legal risks and navigating potential disputes.
  • Successfully defended a freelance journalist against defamation and related tort claims brought by a former Mexican official arising out of an article titled “Top 10 Most Corrupt Mexicans of 2013.”
  • Represented a class of prisoners in litigation that resulted in a landmark settlement reforming the use of solitary confinement in New York prisons.
  • Successful representation of a mentally incompetent prisoner, securing Ninth Circuit reversal of the district court in precedent-setting opinion clarifying the duties of district courts to incompetent litigants.

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