Profile
Bob Horowitz is Co-Chair of the firm's D&O Securities Litigation Practice. His securities practice involves the defense of underwriters, issuers, directors, and officers in securities class actions, shareholder derivative action, SEC investigations, and enforcement actions. Among his representations are a defense judgment after trial in an SEC action alleging insider trading against a money manager, summary judgment on the eve of trial dismissing a securities class action against a medical insurance company, dismissal of putative class action against the majority shareholder of a Russian oil company, and an award of sanctions under the PSLRA (reimbursement of all defense costs) in conjunction with a dismissal of a putative class action against an issuer and its officers and directors.
Bob’s consumer practice focuses on the defense of companies accused of violating consumer protection statutes in class actions and regulatory proceedings. In a multidistrict litigation that has been widely cited to support dismissal of claims by consumers who allege that webpage offers are deceptive, Bob obtained dismissal of a putative class action as a matter of law based on the court’s finding that consumers are charged with knowledge they would glean from reading the disclosures, whether or not they read them, and in this case a reasonable consumer who read the disclosures would have understood them.
Bob also has substantial experience in prosecuting and defending trademark, trade dress, design patent and licensing claims, mostly in the footwear and fashion industry, in representing franchisors in disputes with franchisees, and in handling general commercial litigation.
Capabilities
Experience
- Defended the former CFO in a criminal action and SEC enforcement action in the Southern District of New York alleging a scheme to manipulate a non-GAAP metric. After an innocence proffer and follow-up demonstrating the cooperating witnesses statements contradict key allegations in the indictment, we convinced the prosecutors to voluntarily dismiss the indictment. US v. Carroll and SEC v. Carroll (S.D.N.Y.)
- Defended the directors in a direct action brought by minority shareholders alleging the directors breached their fiduciary duty in approving a transaction with the controlling shareholder that diluted the minority shareholders’ ownership interest. The case was dismissed in the Supreme Court and the dismissal was affirmed on appeal. Mule v. Sillerman (N.Y. County Supreme Court, Appellate Division, First Dep’t)
- Defending the issuer and certain of its officers and directors in a securities class action and shareholder derivative action alleging Caremark claims against the directors and in a class action arising out of alleged misrepresentations and omissions. In re Aqua Metals, Inc. Securities Litigation (N.D. California) and In re Aqua Metals, Inc. Derivative Litigation (Delaware Chancery)
- Defended the issuer and certain of its officers and directors in a shareholder derivative action alleging Caremark claims against the directors and in a class action arising out of alleged misrepresentations and omissions. In Helios and Matheson Analytics, Inc. Securities Litigation and In re Helios and Matheson, Inc. Derivative Litigation (S.D.N.Y.). The matter was settled on favorable terms.
- Defended the issuer and certain of its officers and directors in multiple shareholder derivative actions alleging Caremark claims against the directors and in a class action arising out of alleged misrepresentations and omissions. In re Roadrunner Transportation Systems, Inc. Securities Litigation and Kent v. Stoelting et al (Derivative Action) (E. D. Wis.), Flanagan v. Stoelting et al (Wisconsin State Court). The matter was settled on favorable terms.
- Defended the issuer in a shareholder derivative action alleging various claims arising out of alleged misrepresentations and omissions and other alleged improper conduct. Wasik v. Patriot National, Inc. et.al. (Delaware Chancery). Representation terminated upon bankruptcy.
- Defended the issuer in a securities class action alleging material misrepresentations and omissions. Carmack v. Amaya, Inc. et al. (D.N.J.). The matter was settled on favorable terms.
- Defended the issuer and its officers and directors in an action alleging material misrepresentations and omission in SEC filings, press releases, and oral statements. The case was dismissed and the dismissal was affirmed by the Second Circuit on appeal. Prime Mover Capital Partners. V. Elixir Gaming et al. (2d. Cir. 2014).
- Represented bankers in shareholder litigations arising out of stock acquisitions in which the bankers’ fairness opinions and independence were being challenged.
- Defended the seller and its directors in a shareholder litigation challenging proxy disclosures, the board process, and the merger consideration. The litigation was settled with the Company making only supplemental disclosures.
- Represented an investment adviser and its fund administrator in an SEC investigation concerning the approval of advisory contracts by the trustees of a mutual fund complex. The matter was settled on very favorable terms.
- Represented an underwriter in a FINRA investigation concerning an allegation that an offering violated a stock exchange rule requiring a minimum number of investors. FINRA took no action.
- Represented a regional bank in an SEC investigation concerning alleged accounting irregularities. The SEC took no action.
- Represented as co-counsel in Delaware Chancery the purchaser of a company in a stockholder appraisal action.
- Advised several clients in connection with insider trading issues.
- Defended a state pension fund in an adversary proceeding seeking to claw back a distribution it received in connection with an LBO. The case against our client was dismissed on motion.
- Defended a former Chief Financial Officer in an SEC investigation and 10b-5 class action alleging misrepresentations and omissions in connection with a press release. The SEC took no action and the class action was settled.
- Defended a foreign underwriter in the Worldcom class action arising out of its bond offerings, in various opt-out actions, and in an appeal in which the Second Circuit, in a case of first impression, clarified the application of American Pipe tolling. In re Worldcom Securities Litigation (California Public Employees Retirement System v. Caboto-Gruppo Intessa BCI and caboto Holdings Sim S.p.A.), 496 F.3d 245 (2d. Cir. 2007).
- Defended Yukos’ majority shareholder in a 10b-5 securities fraud class action alleging that the shareholder assisted Yukos in evading taxes and therefore in misrepresenting Yukos’ financials. In re Yukos Oil Co. Sec. Litig., 2006 U.S. Dist. LEXIS 13794 (S.D.N.Y. Mar. 30, 2006).
- Defended the issuer and officers and directors in a 10b-5 class action in which court dismissed plaintiff’s claims as untimely, De la Fuente v. DCI Telecommunications, Inc. (DCI Telecommunications Securities Litigation), 206 F.R.D. 369 (S.D.N.Y. 2002); and then awarded defendant sanctions (full reimbursement of defense costs, including attorney’s fees) under the PLSRA, 259 F. Supp.2d 250 (S.D.N.Y. 2003), aff'd, No. 03-7525, 2003 WL 229223523 (2nd Cir. Dec. 9, 2003).
- Defended the issuer and officers and directors in a 10b-5 securities fraud class action alleging that the Company’s medical claims reserve was intentionally understated. The case was dismissed on summary judgment on the eve of trial. In re John Alden Financial Corporation Securities Litigation, 249 F. Supp. 2d 1273 (S.D. Fla. 2003).
- Defended a major accounting firm in an arbitration in which the accounting firm’s client, a hedge fund, alleged malpractice in connection with several audits that failed to uncover the CFO’s theft of fund assets.
- Defended an investment advisor in a two week trial in which the SEC alleged insider trading. The insider trading charges were dismissed after trial. SEC v. Moran, 922 F. Supp. 867 (S.D.N.Y. 1996).
- Defended the former management of a major footwear company in a securities fraud class action alleging accounting irregularities concerning inventory valuation and sales. The case was settled.
- Defended an Internet marketer in a consumer class action alleging that the Company’s disclosure of its billing practices on its website were unfair and deceptive. The case was dismissed on motion was dismissed. Mazzola v. Roomster Corp., 2012 WL 1019124 (S.D.N.Y. March 26, 2012).
- Defended a telemarketing and Internet marketing company in a consumer class action claiming that the Company’s telemarketing sales practices violated the Tennessee Unfair Trade Practices Act RICO. The claims were dismissed. Wike v. Vertrue, Inc., 2008 WL 2704364 (M.D. Tenn., July 8, 2008) and Wike v. Vertrue, 2010 WL 3447756 (M.D. Tenn. August 30, 2010).
- Defended an Internet marketing company in a consumer class action alleging that the Company’s sales practices on its website were unfair and deceptive. The case was dismissed on motion and the dismissal was affirmed on appeal. In re VistaPrint Sale’s Practices Litig., 2009 WL 2884727 (S.D. Tex. August 31, 2009), aff’d sub nom, Bott v. VistaPrint, 392 Fed. Appx. 327 (5th Cir. 2010).
- Represented a patent owner in a case of first impression interpreting the application of 28 U.S.C. § 1498(a) to a contract claim. Crye Precision LLC v. Duro Textiles, LLC ____ F. Supp. 3d ___, 2015 WL 3751658 (S.D.N.Y. June 16, 2015).
- Represented a foreign bank in an antitrust class action in which claims arising out of foreign exchange transactions in Europe. The case was dismissed on motion. Snaido v. Bank Austria, AG, 2001 WL 812236, *1 (S.D.N.Y. 2001), vacated, 352 F.3d (2nd Cir. 2003); cert. granted, 124 S. Ct. 2870 (2004); remanded, 378 F.3d 210 (2nd Cir. 2004).
- Defended a marketing company in an arbitration concerning a terminated telecommunications agreement.
- Represented a company as a plaintiff in an action seeking to enjoin a company from selling the assets of three companies our client sold to the defendant. The Court imposed a constructive trust over the sale proceeds in our client’s favor.
- Defended a major baking company in an action by a franchisee alleging his distribution rights were changed in violation of his agreement. The claims were dismissed and the dismissal was affirmed on appeal. Arasimowicz v. Bestfoods, Inc., 2000 WL 1810096 (S.D.N.Y. 2000), aff'd, 2001 WL 1020163 (2d Cir. 2001).
- Defended a major baking company at trial and on appeal in an action in which the distributors claimed to be franchisees whose distribution routes were realigned in violation of their rights. The trial judgment for plaintiffs was reversed on appeal. Petereit v. S.B. Thomas, Inc., 63 F.3d 1169 (2d Cir. 1995).
- Represented major footwear company in connection with several actions involving terminated license agreements.
Recognition & Leadership
- Listed, The Legal 500 United States, Litigation - Securities - Shareholder Litigation, 2014-2023
- "Leading Lawyer," Securities Litigation: Defense, 2021-2023
- "Recommended Lawyer," Securities Litigation: Defense, 2022
- Listed, Super Lawyers magazine, New York Metro Super Lawyers, 2006 and 2013-2019
- Member, American Bar Association
- Member, Federal Bar Counsel
- Member, New York State Bar Association
Credentials
Education
- J.D., New York University School of Law
- B.A., State University of New York at Stony Brook
Admissions
- New York
- Connecticut
News, Insights & Events
Robert is a contributor to GT's Financial Services Observer Blog 