Ryan J.Andreoli

Partner

New York + 1.212.326.3494

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Ryan Andreoli is a seasoned commercial litigator with more than 14 years of experience representing financial institutions and other large corporations in securities class actions, shareholder derivative matters, valuation disputes, and regulatory investigations. He has represented clients in a variety of state and federal courts across the country and before regulators including the SEC and CFTC.

Ryan has worked on matters involving a wide variety of financial products, including CMBS, RMBS, credit default swaps, interest rate swaps, and total return swaps. He also has experience representing parties and financial advisors in M&A litigation and advising clients on how to respond to shareholder demands. Ryan has significant trial experience, including representing a defense contractor in a multiweek jury trial involving claims for breach of contract and fraud and the Lehman Brothers Estate in a multiweek bench trial involving the valuation of a portfolio of derivatives.

Ryan has an active pro bono practice, including representing clients in immigration and disability benefits proceedings and submitting amicus briefs on behalf of nonprofit organizations on issues such as low-income housing and prisoners' rights.

Experience

  • Wells Fargo wins Second Circuit decision affirming summary judgment victoryA Second Circuit panel affirmed a grant of summary judgment dismissing claims against Jones Day's client Wells Fargo Bank, N.A. in a residential mortgage-backed securities ("RMBS") dispute.
  • Financial institutions analyze obligations under Voluntary Carbon Market Disclosures ActJones Day advised financial institutions regarding obligations under the Voluntary Carbon Market Disclosures Act (VCMDA) and on proposed website disclosure.
  • Deutsche Bank defeats class certification in interest rate swaps antitrust litigationJones Day client Deutsche Bank prevailed in its efforts to defeat class certification in the In re Interest Rate Swaps Antitrust Litigation matter in the Southern District of New York.
  • CD&R and its two director-designees defend against claims in post-closing shareholder merger litigationJones Day represents Clayton, Dubilier & Rice, LLC and two of its designees to the board of directors of Covetrus, Inc. in a post-closing shareholder challenge to the approximately $4 billion acquisition of Covetrus by funds affiliated with CD&R and another third party.
  • Citizens Financial Group secures dismissals of putative class action claimsJones Day client Citizens Financial Group Inc. (“Citizens”) secured dismissals of putative class action complaints brought by two shareholders who claim that Citizens violated the Securities Exchange Act of 1934 by making alleged misstatements regarding the extent to which customer appointments were made or kept.
  • Harman International Industries defends securities class actionJones Day represents Harman International Industries, Incorporated and certain of its officers and directors in a securities fraud class action lawsuit pending in the District of Columbia.

    • The following represents experience acquired prior to joining Jones Day.

    Represented a large pharmaceutical company and certain of its officers and directors in securities, shareholder derivative, and ERISA actions relating to the marketing and sale of two arthritis drugs.

    Represented a multibillion dollar hedge fund in an SEC investigation into trading and disclosure practices.

    Represented a large financial institution in litigation involving claims that it breached an oral contract requiring it to convey its interest in a mezzanine loan to the borrower.

    Represented a real estate investment firm in litigation commenced by a junior loan participant in connection with a contemplated sale of the loan.

    Represented a biotechnology company in class actions brought by shareholders in three different jurisdictions seeking to enjoin the company's proposed acquisition of a competitor.

    Represented a nuclear fuel producer in litigation asserting that it violated RICO by failing to perform certain contractual obligations.

    Represented a military defense contractor in litigation alleging misappropriation of trade secrets and breach of contract by a former employee.

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    June 2024 Commentary

    Court of Chancery Grants Rare Motion to Dismiss Suit Governed by Entire Fairness Standard

    APRIL 2024 Commentary

    Second Circuit Rules U.S. Securities Laws Reach Certain Digital Asset Transactions

    May 2023 Commentary

    SPAC Litigation: A Review of Recent Developments

    July 2022 Commentary

    Recent Motion-to-Dismiss Decisions Underscore Uncertain Litigation Prospects for SPAC Participants

    June 2022 Alert

    Supreme Court Restricts 28 U.S.C. § 1782 Discovery in Aid of Arbitration

    April 2022 Commentary

    The SEC's New Proposed SPAC Rules: Death Knell or Much-Needed Guidance?

    March 2022 Commentary

    SDNY Issues Two Rulings in Closely Watched Enforcement Action Against Ripple Labs

    February 2022 Reprint

    "Extraterritoriality: The US Perspective," The Practitioner's Guide to Global Investigations - Sixth Edition

    January 2022 White Paper

    2021 Transactional Year in Review and 2022 Forecast

    January 2022 Alert

    Delaware Redemption Actions—A New Frontier in SPAC Litigation?

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