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Eli R. Greenstein

Partner

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Eli Greenstein is managing partner of Kessler Topaz’s San Francisco office and a member of the Firm’s federal securities litigation practice group. For nearly two decades, Eli has successfully prosecuted dozens of high-profile securities fraud actions resulting in over $1 billion in recoveries for clients and investors. As the Honorable James Ware (Ret.), Chief Judge of the United States District Court for the Northern District of California, remarked: “Eli is an advocate….His powerful presentation skills mirror a sharp intellect and a strong character for honesty and justice. [Eli] strives for a legal and just result, and consistently produces excellent work product. He also possesses a broad interest and concern for the compelling issues facing our society.”

Eli’s precedent-setting cases span multiple districts and circuits, including In re VeriFone Holdings, Inc. Securities Litigation, 704 F.3d 694 (9th Cir. 2012) which solidified “willful blindness” as a proper basis for alleging scienter under Section 10(b) of the Securities Exchange Act of 1934; In re Allergan, Inc. Proxy Violation Securities Litigation, Case No. 14-cv-2004 (C.D. Cal.), a securities action involving an alleged insider trading and warehousing scheme by billionaire hedge fund manager Bill Ackman and Valeant Pharmaceuticals Int’l, which resulted in the first successful private action certified under the insider trading provisions of Section 14(e) and SEC Rule 14e-3; and Nieman v. Duke Energy Corp., 2013 U.S. Dist. LEXIS 110693 (W.D.N.C. 2013), the largest federal securities recovery in North Carolina history and one of the top five largest securities fraud settlements in Fourth Circuit history.

In 2015-2021, Eli’s securities cases resulted in more than $620 million in recoveries for investors, including: In re Allergan, Inc. Proxy Violation Securities Litigation, Case No. 14-cv-2004 (C.D. Cal.) ($250 million recovery on the eve of trial); In re HP Secs. Litig., 2013 U.S. Dist. LEXIS 168292 (N.D. Cal.) ($100 million recovery); Nieman v. Duke Energy Corp., 2013 U.S. Dist. LEXIS 110693 (W.D.N.C.) ($146.25 million recovery); In re MGM Mirage Secs. Litig., 2014 U.S. Dist. LEXIS 165486 (D. Nev.) ($75 million recovery) and Dobina v. Weatherford Int'l, 909 F. Supp. 2d 228 (S.D.N.Y.) ($52.5 million recovery). Eli also was appointed to the Executive Committee in In re Apple Inc. Device Performance Litig., N.D. Cal., No. 5:18-md-02827, resulting in one of the largest consumer class action settlements in the Ninth Circuit ($310 million).

Memberships

  • American Bar Association
  • Bar Association of San Francisco

Awards/Rankings

  • Lawdragon's 500 Leading Plaintiff Financial Lawyers, 2019, 2020 & 2021
Experience

Ongoing Cases

  • CASE CAPTION     In re Mylan N.V. Securities Litigation
    COURT United States District Court for the Western District of Pennsylvania
    CASE NUMBER 2:20-cv-00955-NR
    JUDGE Honorable J. Nicholas Ranjan
    PLAINTIFF Public Employees’ Retirement System of Mississippi (“MPERS”)
    DEFENDANTS Mylan N.V. (“Mylan” or the “Company”), Heather Bresch, Rajiv Malik, Anthony Mauro, and Kenneth Parks
    CLASS PERIOD February 16, 2016 through May 7, 2019, inclusive

    This securities fraud class action stems from Defendants’ promotion of Mylan’s unique ability to manufacture quality drugs across a broad product line while concealing that the Company was experiencing widespread product quality issues at its manufacturing facilities, including at its flagship manufacturing plant in Morgantown, West Virginia.

    Mylan is one of the largest drug manufacturers in the world, selling several thousand different drug products.  During the Class Period, Mylan developed and manufactured many of these products at its Morgantown plant.  The Morgantown plant, as with all drug manufacturing facilities, received inspections by the U.S. Food and Drug Administration (“FDA”)  to ensure that its quality and safety testing was complete, consistent, accurate, and free from manipulation.  Mylan publicly acknowledged that complying with FDA regulations was critical to its business and profitability. 

    Yet, despite this acknowledgement, Mylan encountered significant regulatory issues at its manufacturing plants. These issues were largely unknown to the investing public.  In 2016, a surprise FDA inspection of Morgantown substantiated a former Mylan employee’s account that, under the direct leadership of President Rajiv Malik, Mylan employees had been manipulating drug test results to achieve passing quality control results, and deliberately corrupting testing data.  Following this investigation, Malik attended meetings with the FDA where officials told him they were “stunned” by Mylan’s “egregious” violations.   Just two years later, the FDA conducted another surprise investigation into the Morgantown facility. This investigation culminated in the FDA detailing thirteen significant deficiencies in Mylan’s operations and found that, among other violations, Mylan’s attempts to remedy its previous deficiencies identified during the FDA’s 2016 inspection were “inadequate,” and that Mylan exhibited poor quality control oversight, major lapses in equipment cleaning, and ineffective controls. 

    MPERS filed a 137-page complaint in November 2020 on behalf of a putative class of investors alleging that Mylan and its former executives violated Section 10(b) of the Securities Exchange Act.  As alleged, during the Class Period,  Mylan’s CEO Heather Bresch and President Malik stressed Mylan’s ability to produce a significant volume of drugs across product lines while “meeting or exceeding” “stringent” quality standards and that this ability differentiated Mylan from competitors. Unbeknownst to investors, however, its manufacturing facilities, including at its flagship Morgantown facility, were rife with systemic, egregious, and long-standing deficiencies.  As multiple whistleblowers, Mylan employees, and the FDA told Mylan during the Class Period, the company’s quality failures were a by-product of management’s exclusive focus on production volume so as to increase Mylan’s bottom line.  These failures exposed Mylan to serious regulatory penalties, costly production disruptions, and expensive remediation. 

    At the end of the Class Period, Mylan finally admitted that its focus on generating massive volumes of drugs was unsustainable, and it had to halt production at Morgantown and dramatically reduce Mylan’s generics portfolio going forward. When the relevant truth was finally revealed to investors, Mylan’s stock price declined precipitously, materially damaging investors.      

    Defendants’ motion to dismiss is pending.

  • CASE CAPTION Arkansas Teacher Retirement System, et al. v. OSI Systems, Inc. et al.
    COURT United States District Court for the Central District of California
    CASE NUMBER 17-8841 FMO (SKx)
    JUDGE Honorable Fernando M. Olguin
    PLAINTIFF Arkansas Teacher Retirement System (“ATRS”)
    DEFENDANTS OSI Systems, Inc. (“OSI” or the “Company”), Deepak Chopra, Ajay Mehra, and Alan Edrick
    CLASS PERIOD August 21, 2013 through February 1, 2018, inclusive

    This securities fraud class action case arises out of Defendants’ representations and omissions regarding the success of OSI’s “turnkey” security screening solutions business and its announcement of a major $150 million to $250 million contract with the government of Albania. During the Class Period, OSI touted the Albanian contract as evidence that its turnkey business was gaining traction in the market and would “transform” the Company’s business model. Unbeknownst to investors, the Albanian contract was subject to an undisclosed profit-sharing arrangement whereby OSI previously sold 49% of the OSI subsidiary holding the rights to the Albanian contract to an Albanian construction company (“ICMS”) owned by an obscure Albanian dentist with reported ties to the outgoing Albanian government, for only 490 Leke—the equivalent of $4.50.

    ATRS filed a 139-page complaint in June 2019 on behalf of a putative class of investors alleging that OSI and its former executives, including CEO Deepak Chopra, CFO Alan Edrick, and Executive Vice President Ajay Mehra, violated Section 10(b) of the Securities Exchange Act by making false and misleading statements and concealing material facts about the success of OSI’s turnkey business and its new contract with the Albanian government. As alleged, following a series of revelations about OSI’s Albanian contract arrangement and related government investigations, OSI’s stock price fell precipitously, causing significant losses and damages to the Company’s investors.

    On September 7, 2021, the parties announced that they had reached an agreement in principle to resolve the action. On October 22, 2021, ATRS filed a motion for preliminary approval.

  • CASE CAPTION  Washtenaw County Employees' Retirement System v Walgreen Co., et al.
    COURT United States District Court for the Northern District of Illinois
    CASE NUMBER 1:15-cv-03187
    JUDGE Honorable Sharon Johnson Coleman
    PLAINTIFF Industriens Pensionsforsikring A/S (“Industriens”)
    DEFENDANTS Walgreen Co. (“Walgreen” or the “Company”), Gregory D. Wasson, and Wade Miquelon
    CLASS PERIOD March 25, 2014 through August 5, 2014, inclusive

    This securities fraud class action case arises out of Defendants’ representations and omissions regarding Walgreen’s highly publicized earnings target of $9 billion to $9.5 billion for fiscal year 2016 (the “FY16 target”) and the negative impact of hyperinflation in generic drug prices (“generic inflation”) combined with unfavorable reimbursement contracts that caused significant reductions in Walgreen’s gross margins and earnings. During the Class Period, Defendants repeatedly reaffirmed the FY16 target and represented that Walgreen was seeing “nothing unusual” with respect to generic inflation or reimbursement pressure. Plaintiff alleges that unbeknownst to investors, the systemic shift to generic inflation caused a catastrophic impact on Walgreen’s earnings and profitability because it was “locked up” in multi-year contracts with lower reimbursement rates that did not protect against generic inflation.

    Industriens filed a 124-page complaint in August 2015 on behalf of a proposed class of investors alleging that Walgreen and its former executives, CEO Greg Wasson and CFO Wade Miquelon, violated Section 10(b) of the Securities Exchange Act by making false and misleading statements and concealing material facts about the magnitude and severity of generic inflation and reimbursement pressure and the combined impact on Walgreens’ margins and profitability, including the FY16 target. As alleged, following Walgreens’ disclosure of a $2 billion shortfall to its FY16 EBIT target as a direct result of generic inflation and reimbursement pressure, Walgreens’s stock price fell precipitously, causing significant losses and damages to the Company’s investors.

    In September 2016, the Honorable Sharon Johnson Coleman issued an order denying in part Defendants’ motion to dismiss. In March 2018, Judge Coleman certified the case as a class action. Following Industriens’s amendment of the complaint in December 2018, Judge Coleman issued an order in September 2019 denying in part Defendants’ renewed motion to dismiss. The order held that Plaintiff’s amended complaint adequately alleged several additional false and misleading statements and omissions, including statements regarding the FY16 target and the negative impact of generic inflation and reimbursement pressure on the Company’s performance.

    On November 2, 2021, the Court issued a Memorandum and Opinion and Order denying in large part Defendants’ motion for summary judgment, clearing the case to proceed to trial.

Representative Outcomes

  • Allergan stockholders alleged that in February 2014, Valeant tipped Pershing Square founder Bill Ackman about its plan to launch a hostile bid for Allergan. Armed with this nonpublic information, Pershing then bought 29 million shares of stock from unsuspecting investors, who were unaware of the takeover bid that Valeant was preparing in concert with the hedge fund. When Valeant publicized its bid in April 2014, Allergan stock shot up by $20 per share, earning Pershing $1 billion in profits in a single day.

    Valeant’s bid spawned a bidding war for Allergan. The company was eventually sold to Actavis PLC for approximately $66 billion.

    Stockholders filed suit in 2014 in federal court in the Central District of California, where Judge David O. Carter presided over the case. Judge Carter appointed the Iowa Public Employees Retirement System (“Iowa”) and the State Teachers Retirement System of Ohio (“Ohio”) as lead plaintiffs, and appointed Kessler Topaz Meltzer & Check, LLP and Bernstein Litowitz Berger & Grossmann, LLP as lead counsel.

    The court denied motions to dismiss the litigation in 2015 and 2016, and in 2017 certified a class of Allergan investors who sold common stock during the period when Pershing was buying.

    Earlier in December, the Court held a four-day hearing on dueling motions for summary judgment, with investors arguing that the Court should enter a liability judgment against Defendants, and Defendants arguing that the Court should throw out the case. A ruling was expected on those motions within coming days.

    The settlement reached resolves both the certified stockholder class action, which was set for trial on February 26, 2018, and the action brought on behalf of investors who traded in Allergan derivative instruments. Defendants are paying $250 million to resolve the certified common stock class action, and an additional $40 million to resolve the derivative case.

    Lee Rudy, a partner at Kessler Topaz and co-lead counsel for the common stock class, commented: “This settlement not only forces Valeant and Pershing to pay back hundreds of millions of dollars, it strikes a blow for the little guy who often believes, with good reason, that the stock market is rigged by more sophisticated players. Although we were fully prepared to present our case to a jury at trial, a pre-trial settlement guarantees significant relief to our class of investors who played by the rules.”