The Hedge Fund Law Report

The definitive source of actionable intelligence on hedge fund law and regulation

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By Topic: Event-Driven Investing

  • From Vol. 4 No.25 (Jul. 27, 2011)

    District Court Holds that a Hedge Fund Manager Cannot Reasonably Rely on a Single Statement by the Potential Acquirer of a Corporate Division that an Acquisition Was “99.9% Done”

    In December 2007, Chinatron Group Holdings, Limited (Chinatron), a distributor of mobile phones, approached plaintiff Sofaer Global Hedge Fund (Fund) for a $10 million loan.  Chinatron’s principal, John Maclean-Arnott (Arnott), claimed that Chinatron had a firm deal to sell one of its subsidiaries to defendant Brightpoint, Inc. (Brightpoint) and that the proceeds of sale would be used to repay the Fund’s loan.  The Fund claimed that, during a December 17, 2007 conference call among Arnott, Michael Sofaer and defendant Robert Laikin (Laikin), Brightpoint’s founder, Laikin told Sofaer that Brightpoint intended to buy one of Chinatron’s subsidiaries for $14 million within a few months and that the deal was “99.9% done.”  Based on those representations, the Fund lent Chinatron $10 million, which was to be repaid in three months with a $2 million “premium” and other upside potential.  Brightpoint’s acquisition, however, never proceeded and Chinatron defaulted on the Fund’s loan.  The Fund sued Brightpoint and Laikin for fraud.  The defendants moved for summary judgment.  In a scathing and entertaining decision, the District Court assessed the merits of the Fund’s complaint.  We summarize that decision.

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