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Paul A. Reynolds

Partner

Location: San Diego, California
Phone: (619) 696-9500
Direct: (619) 225-7422
Fax: (619) 615-5290
E-mail[email protected]

Paul Reynolds is a Partner based in the Firm's San Diego office, where he specializes in securities and complex business litigation. For over 20 years, Paul—who is rated “AV-Preeminent” by Martindale-Hubbell and is a member of the Board of Governors of the Association of Business Trial Lawyers—has litigated in trial and appellate courts throughout California and the United States. Many of his cases have resulted in published opinions, including the California Supreme Court’s seminal opinion on shareholder derivative standing, Grossett v. Wenaas, 42 Cal. 4th 1100 (2008), where he was the primary author of the prevailing parties’ briefs. He also recently briefed and argued Swortwood v. Tenedora de Empresas, S.A. de C.V., 2014 WL 1664480 (9th Cir. April 28, 2014), in which he obtained a reversal of a preliminary injunction from the Ninth Circuit Court of Appeals in an interlocutory appeal on an important issue of first impression of Delaware law regarding the rights and obligations of majority shareholders as they relate to preferences afforded holders of preferred shares. He was previously a partner at DLA Piper, one of the world’s largest law firms, and its predecessor, Gray Cary Ware & Friedenrich.

Paul has substantial experience in the following areas:

  • Complex business litigation, including corporate and partnership control disputes, contract disputes, business torts, anti-SLAPP proceedings, civil RICO litigation, claims involving franchise laws, and claims involving insurance and insurance brokers
  • Securities litigation, including securities class actions, shareholder derivative actions, majority/minority shareholder disputes, venture capital disputes, and FINRA arbitration proceedings
  • Defense of SEC and FINRA investigations, compliance proceedings, and litigation
  • Consumer class actions, including under California Business and Professions Code section 17200
  • Intellectual property litigation involving trade secrets and trademarks.

Awards

Best of the Bar 2015

Education

* California Western School of Law, summa cum laude, J.D. 1995, valedictorian, first in class, full academic scholarship; served on Law Review Executive Board; member of National Moot Court Team

* University of Arizona, B.A. 1991.

Recent Experience

Recent matters he has handled as lead or co-lead counsel include:

Securities and Related Litigation

* Represented majority shareholder venture capitalist in federal court action concerning minority venture capitalist shareholders’ claims of breach of fiduciary duty under Delaware law arising out of conversion of preferred shares to common shares and subsequent distribution of proceeds from $39M merger; case included three separate preliminary injunction hearings and two interlocutory appeals to the Ninth Circuit; one of the appeals was on an important issue of first impression under Delaware law, which was decided in favor of our client; achieved complete victory for client.

* Represented a publicly traded company in two FINRA arbitration proceedings concerning nearly $100 million in frozen auction rate securities. Both proceedings settled favorably during their respective hearings.

* Represented individual client in securities fraud class action under the Securities Exchange Act of 1934 in federal court in New York City; client dismissed on motion to dismiss and plaintiff did not file amended compliant to try again to state a claim

* Represented Fortune 400 individual in SEC insider trading investigation. Investigation was dropped with no action taken by the SEC.

* Represented a New York investment banker and broker-dealer in shareholder derivative action brought on behalf of then-publicly traded company which, following its bankruptcy, converted to a direct action by bankruptcy trustee. Client was dismissed with prejudice without providing any payment or other consideration.

* Represented several defendant clients in federal court class action, state court shareholder derivative action; state court direct aiding and abetting actionl and FINRA arbitration proceedings arising from the sale of Tenant in Common interests and related shares in limited liability companies by  company in which clients were executives.

* Represented multiple registered representatives and broker-dealers in FINRA inquiries and investigations. No action taken by FINRA in any of the matters.

* Represented securities broker-dealer in FINRA arbitration proceeding arising out of its sale of securities in a private offering under SEC Regulation D.

* Represented ultra high net-worth investors in multimillion dollar FINRA arbitration arising out of flawed options trading strategy.

* Represented a group of stock brokers/investment advisors in connection with their departure from one broker-dealer to another in litigation with former Registered Investment Advisor they also departed; included injunctive relief proceedings and issues relating to the “Protocol on Broker Recruiting.”

* Represented issuer of securities in state court action brought by investor alleging claims of fraud and failure to qualify under the California securities laws.

* Represented successor in interest to claims of bankrupt formerly publicly traded company in action alleging breach of fiduciary duty claims against former officers, directors, and advisors; included Anti-SLAPP proceedings at the trial court and court of appeal levels.

Consumer and Other Class Actions

* Represented defendant nationwide merchant funder in class action lawsuit claiming that its purchases of future credit card receivables were disguised loans subject to usury laws. Obtained favorable settlement, approved by the court, which allowed the company to continue as a going concern.

* Represented Nike, Inc., in connection with its rights as a class member in major antitrust litigation.

* Represented publicly traded company in consumer class action under California Business and Professions Code section 17200 arising out of allegedly misleading designation of origin of consumer product.

* Represented the national association of franchisees of major fast food franchise in two separate class action and representative lawsuits concerning franchisee rights under their franchise agreements. First case ever where Article III “associational standing” by a franchisee association was recognized.

Complex Commercial Litigation

* Represented medical technology company in lawsuit against its publicly traded predecessor’s founders and former executives involving their breach of non-disparagement and non-interference agreements that caused predecessor to lose access to capital and ultimately fail. Prevailed at trial.

* Represented medical technology company in AAA arbitration regarding the breach by the counter-party to a distribution agreement for medical aesthetics product; obtained favorable settlement concerning the approximately $5 million in dispute.

* Represented partner of large Japanese conglomerate in lawsuit seeking sums owed client arising out of merger and acquisition activity between conglomerate and another company that was facilitated by client.

* Represented seller of 100% of shares of company in claim against legal advisors to transaction in legal malpractice case in federal court in New York City after purchasing company collapsed as a fraud, rendering the vast majority of the $8 million purchase price consideration worthless.

* Represented merchant funder in successful expedited proceedings to attach real property that had been sold via fraudulent transfers, thus ensuring obligations owed to client could be satisfied.

Intellectual Property Litigation

* Represented Austrian manufacturer of lighting systems, one of the largest in the world, in trademark action in federal court in Atlanta, including injunctive relief proceedings, against former U.S. distributor; distributor capitulated in the eve of injunction hearing; issues included laches, acquiescence; naked license/abandonment, transfer of entire business, and licensee estoppel.

* Represented group of financial advisors accused by former employer of misappropriating trade secrets relating to client information and data in dueling state and federal court actions; included injunctive relief proceedings and extensive briefing and hearings regarding alleged destruction of electronic evidence.

Other Noteworthy Experience

Securities and Related Litigation

* Represented numerous defendant public companies and their officers and directors in federal securities fraud class actions under both the ’33 and ’34 Acts, in trial courts and courts of appeal; also represented several plaintiff public and private companies in ’34 Act securities fraud claims arising out of their acquisitions of other companies.

* Represented numerous public companies and their officers and directors in shareholder derivative actions, often arising out of allegations in parallel federal securities fraud actions, in trial courts and courts of appeal.

* Represented public companies and officers/directors in actions alleging breach of fiduciary duties in connection with approving mergers and in other merger-related contexts.

* Represented public companies and directors/officers in SEC regulatory investigations and related proceedings, including in civil litigation against the SEC.

* Represented numerous broker/dealers and their representatives, as well as investors, in FINRA arbitration proceedings.

Unfair Business Practices Litigation and Other Consumer Class Actions

* Represented numerous public and private companies in defending class action, quasi-class action, and individual claims arising under California Business and Professions Code section 17200 and the California Consumer Legal Remedies Act and analogous laws of other states, including in coordinated statewide proceedings and federal Multi-District Litigation proceedings, as well as in multiple arbitral forums.

* Represented numerous public and private companies in consumer class action litigations concerning, among other various topics, franchise claims, claims of deception, claims involving allegedly excessive late fees, insurance-related claims, tobacco claims, and the like.

Other Complex Business Litigation

* Represent public and private companies and individuals in a wide array of contract and business tort litigations, both as defendants and plaintiffs, including interference, royalty, finder’s fee, unfair competition, indemnity, partnership disputes and dissolutions, franchise disputes, etc.

* Represent public and private companies and individuals in litigation, including injunctive relief proceedings, concerning alleged misappropriation of trade secrets.

* Represent insurance companies and brokers in a variety of contract and tort litigations, including coverage matters and insurance broker malpractice claims.

* Represent large law firms and other clients in complex malpractice and malicious prosecution actions.

Professional Affiliations and Admissions

* Member of the California State Bar Association

* Member of the San Diego County Bar Association

* Member of the Federal Bar Association

* Association of Business Trial Lawyers (member of Board of Governors, San Diego Chapter, 2016-present)

* American Inns of Court, Chapter No. 9, Louis M. Welsh Chapter

Published Opinions

* In re Cannavest Corp. Sec. Litig., 307 F. Supp. 3d (S.D.N.Y. 2018) (dismissing class action federal securities fraud complaint against client; plaintiff did not file amended complaint to attempt again to assert claim against client).

* Barack v. Seward & Kissel, LLP, 2017 WL 4023141 (S.D.N.Y. Sept. 12, 2017) (denying opponent’s motion to dismiss, on multiple grounds, legal malpractice claim arising out of allegedly botched M&A transaction).

* Keating v. Jastremski, 2016 WL 5338072 (S.D. Cal. Sept. 23, 2016) (denying summary judgment in trade secret misappropriation cases involving the “Protocol for Broker Recruitment” arising out of transfer of securities professionals to new firms).

* Campos v. Failla, et al., 2016 WL 1241545, (S.D. Cal. March 30, 2016) (dismissing civil RICO claim against clients without leave to amend).

* Swortwood v. Tenedora de Empresas, S.A. de C.V., 2014 WL 1664480 (9th Cir. April 28, 2014) (reversing preliminary injunction issued against client in an interlocutory appeal on an important issue of Delaware law regarding the rights and obligations of majority shareholders); 2014 WL 895456 (S.D. Cal. March 6, 2014) (decision regarding complex attorney-client privilege issues under Delaware and California law); 2014 WL 3388867 (S.D. Cal. July 8, 2014) (denying in part opponent’s motion for leave to amend complaint).

* T&S Enterprises v. Sumitomo Corp. of America, 2011 WL 1768770 (S.D. Cal. May 9, 2011) (remanding removal by opponent), 2011 WL 5085569 (S.D. Cal. Oct. 26, 2011) (denying opponent’s motion to dismiss after case was later properly removed).

* National Franchisee Association v. Burger King Corp., 715 F. Supp. 2d 1232 (S.D. Fla. 2010) (first decision to recognize associational standing for franchisee association).

* Grossett v. Wenaas, 35 Cal. Rptr. 3d 58 (Cal. Ct. App. 2005), dismissing shareholder derivative claim for lack of standing, aff’d, 42 Cal. 4th 1100 (2008), Supreme Court opinion establishing that “continuous ownership rule” in derivative actions applies under California law.

* Osher v. JNI Corp., 256 F. Supp. 2d 1145 (S.D. Cal. 2003), dismissing complaint; 302 F. Supp. 2d 1145 (S.D. Cal. 2003), dismissing complaint; 308 F. Supp. 2d 1168, (S.D. Cal. 2004), dismissing complaint with prejudice, aff’d in part rev’d in part, 2006 WL 1307902 (9th Cir. May 12, 2006), affirming dismissal; remanding for further analysis on whether leave to amend should be granted; Slip Opinion (S.D. Cal. Aug. 24, 2006), reaffirming denial of leave to amend, not appealed.

* In re REMEC, Inc. Sec. Litig., 388 F. Supp. 2d 1170 (S.D. Cal. 2005), dismissing complaint; 4156 F. Supp. 2d 1106 (S.D. Cal. 2006), dismissing complaint.

* In re NextCard, Inc. Sec. Litig., 2003 WL 23142199 (N.D. Cal. Sept. 17, 2003); 2006 WL 708663 (N.D. Cal. March 20 2006).

* ASI Acquisition, LLC v. Rayman, 2002 WL 335311 (N.D. Ill. Feb. 28, 2002); Sauder v. Rayman, 800 So. 2d 355 (Fl. Ct. App. 2001).

* Miller v. NTN Communications, Inc., 1999 WL 817217 (S.D. Cal. May 21, 1999).

Media Appearances and Lectures

* Panelist at the Association of Business Trial Lawyers' annual all-chapter retreat in Maui, HI. The panel discussed "Effective Presentation and Use of Technology in the Court Room" and also included Hon. Beverly O'Connell (U.S. Dist. Judge, C.D. Cal.), Hon. Patricia A. Lucas (California Superior Court, County of Santa Clara), noted white collar criminal defense lawyer Christina Arguedas, and well-known graphics and jury consultants (Jim Gripp and Ron Beaton, respectively). Hundreds of California's most prominent business trial lawyers, and numerous state and federal trial court and appellate judges, attended the retreat.

* In-studio panelist on KPBS’s These Days discussing proposed reforms to federal class action rules and procedures

* Interviewed by California Lawyer magazine concerning perceived abuses of California Business and Professions Code section 17200, et seq.