News & Events

Simpson Thacher obtained the dismissal of all claims asserted against five of the six underwriters of a 2001 Global Offering of Royal Ahold N.V. shares in a lawsuit involving a restatement of Royal Ahold earnings totaling $24.8 billion.

Simpson Thacher was retained to represent the underwriters of the September 2001 Global Offering: Goldman Sachs International, ABN AMRO Rothschild and Merrill Lynch International (collectively, the "Lead Underwriters") and Kempen & Co. N.V., Rabo Securities N.V., and ING Bank N.V. (collectively, the "Dutch Underwriters"). On December 21, 2004, the Court granted our motions to dismiss all claims against the Dutch Underwriters, concluding that it lacked subject matter jurisdiction over them because they had only participated in the overseas portion of the offering. The Court further held that plaintiffs could not assert Section 11 claims against any underwriter because the lead plaintiffs had alleged they purchased their shares overseas, and such shares were unregistered pursuant to Regulation S.

More recently, on August 25, 2005, the Court dismissed all Section 12 claims against Merrill Lynch International and Goldman Sachs International, concluding that their involvement in preparation of Royal Ahold's 6-K and/or planning of road shows for the Global Offering did not suffice to state a solicitation claim against them.

The Simpson Thacher team representing the underwriters on this matter included Michael Chepiga, David Massengill, Sara Ricciardi, and Kate Nolan as well as former associate Ted Hassi.