MoFo News Item

Morrison & Foerster Secures Victory for Cogent in Merger Lawsuit

10/6/2010

Morrison & Foerster's Securities Litigation, Enforcement & White-Collar (SLEW) attorneys soundly defeated plaintiffs' firms on two coasts on behalf of our client Cogent, Inc., a  fingerprint-identification systems maker and its directors. Following Cogent's August 30, 2010 announcement that it had agreed to be acquired by 3M in a $943 million transaction, nearly a dozen separate class action lawsuits were filed in Delaware Chancery Court, Los Angeles Superior Court, and the Central District of California. The lawsuits were quickly followed by motions for expedited discovery and for preliminary injunction to enjoin the deal. The team swiftly moved to engage in expedited discovery and injunction briefing in the consolidated Delaware cases, while simultaneously convincing a Los Angeles judge to stay the California cases.

On October 5, 2010, Delaware Chancery Court Vice Chancellor Donald F. Parsons, Jr. found in our favor and rejected plaintiffs' preliminary injunction motion. In a 55-page opinion, Vice Chancellor Parsons accepted virtually all of our arguments. The opinion also emphasized the appropriate deal process employed by Cogent's Board, which were directed by Morrison's corporate lawyers.

The Firm's team was led by Sean Prosser and Erik Olson, with substantial assistance from attorneys Dorothy Fernandez, Kim Greer, Jim Oliva, Jennifer Allison, Saro Balian, Anne Davis, Joseph Kanada, Julie Park, and Christopher Sousa, paralegals Joan Delucchi, Teresa Hurley, David Ridnell, Mara Cheng, Lisa Escobar and Victor Martinez  and corporate lawyers Scott Stanton and Nate Jensen.

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