The US Court of Appeals for the First Circuit has affirmed in full the dismissal of securities litigation against WilmerHale client 1Globe Capital. The decision reflects a complete victory for 1Globe and leaves the Plaintiff, French investment firm MW Gestion, with no remaining claims.

“We are pleased that the First Circuit affirmed the district court’s rulings in full and brought this litigation to a close,” said Partner Erika Schutzman. “This decision vindicates our position that 1Globe did nothing wrong and has consistently been the champion of Sinovac shareholders."

The dispute dates to 2016, when Sinovac’s incumbent directors adopted a shareholder rights agreement containing a so-called poison pill amid a proposed management buyout that a majority of shareholders did not support. At Sinovac’s 2018 annual meeting, shareholders voted to replace the incumbent board with a new slate of directors. Instead of transferring the office to newly elected board, on February 2019, Sinovac’s incumbent directors declared that 1Globe and other shareholders who voted against them had triggered a rights agreement. 1Globe challenged the validity of the rights agreement in Antigua and Barbuda, where Sinovac is incorporated. In January 2025, the Judicial Committee of the Privy Council, Antigua’s highest court of appeal, ruled in 1Globe’s favor, handing 1Globe a total victory. It held that the rights agreement was invalid and that Sinovac’s shareholders had validly elected the new board at the 2018 meeting.

MW Gestion had filed suit against 1Globe and related defendants in the US District Court for the District of Massachusetts in 2022, asserting federal securities claims and a claim for tortious interference with the rights agreement. In August 2023, Judge Nathaniel M. Gorton dismissed all securities claims. After the Privy Council invalidated the rights agreement, MW Gestion sought to replace its remaining claim with a new tortious interference theory. Judge Gorton denied leave to amend in April 2025, and MW Gestion then dismissed its remaining claim with prejudice. The First Circuit affirmed Judge Gorton's decisions on every issue.