Blackstone Group, L.P. v. Litwin

Whether, in assessing the materiality of alleged omissions in a registration statement for an initial public offering, the court below erred in (i) considering only whether the alleged omission related to a significant business segment of the issuer's business, ignoring the alleged omission's relationship to the issuer's business as a whole, thereby overriding the requirement of Matrixx Initiatives, Inc. v. Siracusano (2011), that any omissions must “significantly”? alter the total mix of investor information; (ii) discarding long-standing judicial and regulatory authority regarding the importance of quantitative analysis in making materiality determinations, including a rule of thumb that omissions affecting amounts less than 5% are likely immaterial; and (iii) impermissibly requiring issuers to flood investors with unnecessary and confusing detail.