Mr. Flaum has a history of working on significant matters, including the following:
Securities and Shareholder Matters
- Representation of Goldman Sachs & Co. and certain of its managing directors in numerous actions, including (i) a suit in the Southern District of New York relating to Goldman’s commitment to fund certain acquisitions by its portfolio company; (ii) an arbitration relating to Goldman’s acquisition of certain South American mineral rights resulting in a complete victory for Goldman; (iii) a suit in the U.S. Court of Appeals for the First Circuit relating to Goldman's investment in Clearwire Technologies Inc.; (iv) a suit in New York County Supreme Court relating to Goldman's investment in Netlogics, Inc. and alleged breach of contract to promote Netlogics' products, which resulted in summary judgment dismissing all claims; (v) a lawsuit in the Southern District of New York relating to Goldman's compensation of stock analysts; and (vi) a federal court fraud suit brought by 275 former creditors of bankrupt company Genesis, Inc. alleging that Goldman Sachs and Genesis management misrepresented the underlying value of Genesis in connection with the company's reorganization.*
- Representation of Kobe Steel Ltd. and certain of its officers and directors in a Section 10(b) lawsuit alleging the failure to disclose fraudulent testing practices. The suit was resolved by a settlement including the payment of less than $1 million.*
- Representation of Jefferies and other underwriters in litigation in the state and federal courts of California and Massachusetts relating to the initial public offering of ReWalk Robotics Ltd., which resulted in dismissals with prejudice of all claims in all courts.*
- Representation of Navistar Inc. (formerly International Harvester) in litigation in the New York Supreme Court relating to allegations that Navistar aided and abetted the breach of fiduciary duties of the directors of a company that was a major customer of Navistar. The case was resolved by the plaintiff agreeing to withdraw all claims without any compensation.*
- Representation of the audit committee of a Bermuda-based insurance and reinsurance company in responding to whistleblower allegations made against a company subsidiary pursuant to the provisions of the Sarbanes-Oxley and Dodd-Frank Acts.*
- Representation of The Bank of New York Mellon Trust Company in a victory against a prominent Spanish bank. Following the damages trial, BNY Mellon was awarded $308 million in damages plus fees and costs. The case raised important issues of first impression relating to American depositary receipts and how ADRs intersect with U.S. corporate law.*
- Representation of CIT, Inc. and its officers and directors in a series of consolidated shareholder class actions and related derivative litigation in the U.S. District Court for the Southern District of New York relating to CIT's involvement in the subprime mortgage and student lending businesses.*
- Representation of Brookfield Office Properties in connection with Delaware Chancery Court litigation alleging that Brookfield aided and abetted the alleged breach of duties by other Brookfield corporate entities and directors when Brookfield restructured its worldwide commercial and residential properties businesses. The litigation ended with the dismissal of all claims.*
- Representation of ACA Financial Guaranty Corporation in a series of litigation including (i) a 10(b)-5 securities action in the U.S. District Court for the Eastern District of California relating to Copia Wine Centers; and (ii) a breach of contract and fraud action relating to ACA's issuance of insurance relating to certain auction rate securities. Both lawsuits ended with dismissals in favor of ACA that were affirmed on appeal.*
- Representation of Manifold Capital (formerly known as ACA Capital Holdings) and its CEO in 10b-5 securities class action litigation in the U.S. District Court for the Southern District of New York relating to Manifold's insurance of collateralized debt obligations (CDOs) and other subprime-related instruments, which ended in dismissal of all claims.*
- Representation of a special committee of SED International Holdings in connection with litigation relating to its efforts to remain public and fend off a hostile takeover.*
- Representation of the special litigation committee of CA, Inc. (formerly Computer Associates, Inc.) in connection with its investigation of accounting fraud by prior management and determination of the validity and feasibility of several derivative suits filed against CA's management and board of directors.*
Commercial Matters
- Representation of Essar Steel Minnesota Limited and various other Essar-related entities in a breach of contract matter concerning the leasing of natural gas pipeline capacity to supply a steel plant being constructed in Minnesota.*
- Representation of Malaysia Airlines in MDL antitrust litigation pending in federal courts in California and New York alleging that Malaysia along with most other airlines in the world fixed prices for international cargo shipments and passenger air travel.*
- Representation of Brookfield Properties in connection with a series of lawsuits in the state and federal courts in New York relating to the Occupy Wall Street movement’s encampment in Zuccotti Park, which is owned by Brookfield.*
- Representation of Kindred Healthcare, Inc. in connection with claims that it violated certain master leases by failing to turn over to its landlord certain appraisals it had commissioned on leased properties and in connection with the rent-reset appraisal process wherein several billion dollars’ worth of leases for hospitals and assisted living facilities were evaluated.*
- Representation of Costco Wholesale, Inc. in a series of disputes with (i) its excess insurance carriers concerning a claim relating to coverage of a Costco store in White Plains, New York; and (ii) a supplier claiming impropriety in Costco’s sales procedures.*
- Representation of Brookfield Properties in a dispute concerning a right of first offer for commercial space in a Class A Manhattan office tower developed by Brookfield.*
- Representation of a medical device company in a case in California federal court involving breach of a license agreement for medical products, where the client defeated a motion for summary judgment and thus attained a highly favorable settlement.*
- Representation of a real estate developer in connection with a dispute with Bloomberg, Inc. relating to Bloomberg's world headquarters.*
*Denotes experience prior to joining Goodwin.
Professional Activities
Mr. Flaum is a member of the American Bar Association.
