Jonathan H. Friedman

Partner

Overview

Jonathan Friedman represents clients in a broad range of complex, high-stakes commercial litigation, as well as in enforcement proceedings before the SEC and self-regulatory organizations (SROs). He is a member of the firm’s Securities Enforcement & Litigation and Business Litigation & Dispute Resolution Practices. His recent litigation matters include the following:

  • Representing Merrill Lynch in obtaining the dismissal of two lawsuits seeking over $300 million for alleged losses in the purchase of auction rate securities, along with a unanimous decision from the Second Circuit Court of Appeals affirming one dismissal that resulted in the withdrawal of the appeal in the other suit;
  • Representing an indenture trustee for over $1.4 billion in senior and subordinated notes in successfully challenging a corporate restructuring that had diverted assets securing those notes; and
  • Defending a real estate company in litigation with its former managers and obtaining the dismissal of claims seeking over $80 million in damages in connection with a disputed incentive agreement.

Mr. Friedman also has extensive experience representing audit firms and their partners, officers and directors of public companies, securities broker-dealers and their employees, and law firms and their partners in enforcement proceedings before the SEC and SROs.

As part of his pro bono practice, Mr. Friedman has represented the Innocence Project in filing an amicus curiae brief with the Third Department Appellate Division that helped secure the freedom of a woman who had pleaded guilty based on scientific evidence that was later recognized as fraudulent.

In 2014 – 2016, Mr. Friedman was selected for inclusion in the New York Super Lawyers - Rising Stars® lists.

Mr. Friedman received his J.D. from New York University (2005), where he served as a notes editor of the New York University Law Review. He earned his B.A. from Dartmouth College (2002).

He is admitted to the New York Bar, as well as to the bars of the Southern and Eastern Districts of New York and the Second Circuit Court of Appeals.

Representative Matters

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On December 24, 2014 j2 Global, Inc. launched a hostile tender offer for the shares of Carbonite, Inc. Foley represented the board of directors of Carbonite in developing its defenses and responses to Carbonite, including the adoption of a two-tier shareholder rights plan. Foley was also selected by the company to handle anticipated litigation over the shareholder rights plan. In the middle of the j2 negotiations we were notified by FINRA of an investigation into the trading of the shares of Carbonite immediately prior to j2’s tender offer; we produced documents to FINRA and otherwise responded to all FINRA investigatory requests. The company announced the resignation of one board member and the appointment of a new board member. On March 2, 2015, j2 Global withdrew its tender offer and its anticipated litigation.
Foley Of Counsel Barry Mandel serves as the SEC-approved Independent Consultant to the New York Stock Exchange and two related exchanges in connection with an enforcement action by the SEC. Under this appointment Foley attorneys will assess whether the Exchanges’ Rule Compliance Programs are reasonably designed and implemented to ensure compliance with the Exchange Act and the Exchanges’ own rules. The Foley team must submit a report of the findings and recommendations to the Exchanges and the SEC within six months. After the Exchanges adopt the recommendations, the team will have another six months to conduct a review of the Exchanges’ implementation of the recommendations and submit a final report.
Foley represented a hedge fund (SBAV, LP) and its investment adviser (Clinton Group, Inc.) in connection with securities fraud claims against issuer Porter Bancorp, Inc. for misrepresentations in connection with SBAV’s equity investment in Porter Bancorp and its controlling shareholders. On March 26, 2014 the district court denied defendants’ motion to dismiss SBAV’s claims. Defendants also issued a third-party complaint against Clinton Group, Inc. Clinton Group moved to dismiss that complaint, which motion was granted with prejudice on September 16, 2014.