Forrest Kelly Clay, Individually and on Behalf of All Those Similarly Situated v. Riverwood International Corporation, Thomas H. Johnson

Eleventh Circuit

Forrest Kelly Clay, Individually and on Behalf of All Those Similarly Situated v. Riverwood International Corporation, Thomas H. Johnson

176 F.3d 1381, 1999 U.S. App. LEXIS 11161, 1999 WL 335963

CourtCourt of Appeals for the Eleventh Circuit

DecidedMay 27, 1999

Docket97-8592

StatusPublished

Cited by5 cases

This text of 176 F.3d 1381 (Forrest Kelly Clay, Individually and on Behalf of All Those Similarly Situated v. Riverwood International Corporation, Thomas H. Johnson) is published on Counsel Stack Legal Research, covering Court of Appeals for the Eleventh Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

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Forrest Kelly Clay, Individually and on Behalf of All Those Similarly Situated v. Riverwood International Corporation, Thomas H. Johnson, 176 F.3d 1381, 1999 U.S. App. LEXIS 11161, 1999 WL 335963 (11th Cir. 1999).

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Opinion

ON PETITION FOR REHEARING.

Before DUBINA and CARNES, Circuit Judges * .

PER CURIAM:

Upon consideration of the petition for rehearing, the prior opinion issued on October 14, 1998, and published at 157 F.3d 1259, is modified, as follows:

We vacate the introductory paragraph and also Part III A. of our prior opinion in this case, found at 157 F.3d at 1259, 1261, 1263-68, and adopt in their place the concurring opinion of Judge Carnes, which is found in 157 F.3d at 1269-71.

We also vacate Part IV of our prior opinion and substitute in its place this paragraph: As to the insider trading issue involving Clay’s stock appreciation rights, we do not decide whether those rights are *1382 securities or otherwise trigger the “disclose or abstain” rule of insider trading, but instead affirm the district court’s judgment on the ground that Clay lacks standing to bring a claim under § 20A of the Securities and Exchange Act. As to the securities fraud issue involving River-wood’s July 1995 press release, we affirm the judgment of the district court because that release did not require any subsequent disclosure under § 10(b) or Rule 10b-5.

AFFIRMED.

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ON PETITION FOR REHEARING.

Before DUBINA and CARNES, Circuit Judges * .

PER CURIAM:

Upon consideration of the petition for rehearing, the prior opinion issued on October 14, 1998, and published at 157 F.3d 1259, is modified, as follows:

We vacate the introductory paragraph and also Part III A. of our prior opinion in this case, found at 157 F.3d at 1259, 1261, 1263-68, and adopt in their place the concurring opinion of Judge Carnes, which is found in 157 F.3d at 1269-71.

We also vacate Part IV of our prior opinion and substitute in its place this paragraph: As to the insider trading issue involving Clay’s stock appreciation rights, we do not decide whether those rights are *1382 securities or otherwise trigger the “disclose or abstain” rule of insider trading, but instead affirm the district court’s judgment on the ground that Clay lacks standing to bring a claim under § 20A of the Securities and Exchange Act. As to the securities fraud issue involving River-wood’s July 1995 press release, we affirm the judgment of the district court because that release did not require any subsequent disclosure under § 10(b) or Rule 10b-5.

AFFIRMED.

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176 F.3d 1381, 1999 U.S. App. LEXIS 11161, 1999 WL 335963, Counsel Stack Legal Research, https://law.counselstack.com/opinion/forrest-kelly-clay-individually-and-on-behalf-of-all-those-similarly-ca11-1999.

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