U.S. Securities Laws Governs International Transaction

In Robinson v. TCI/US West Communications, Inc., a U.S. court of appeals recently ruled that a transaction occurring in the U.K. involving ownership interests in a U.K. cable television venture was subject to the anti-fraud provisions of U.S. securities laws.

The lawsuit arose from a dispute between TCI/US West ("TCI"), a cable television company headquartered in the U.S., and Alan Robinson, the minority owner of TCI's U.K. cable television venture. In an effort to settle the dispute, TCI agreed to purchase Robinson's interest, with part of the price to be based on a valuation conducted by an independent auditor. According to Robinson, his interest was valued at $9 million. But TCI's U.S. office allegedly ordered a second, non-public valuation strictly to determine the amount owed to Robinson. After this valuation concluded that Robinson's interest was worthless, TCI paid him considerably less.