United States Court of Appeals For the Seventh Circuit ____________________ Nos. 18-2220, 18-2221, 18-2225, 18-3307, 19-2401, and 19-2408 JORGE ALCAREZ, et al., as representatives of a class, Plaintiffs-Appellees,

v. AKORN, INC., et al., Defendants-Appellees. Appeals of THEODORE H. FRANK, SHAUN A. HOUSE, and DEMETRIOS PULLOS ____________________

Appeals from the United States District Court for the Northern District of Illinois, Eastern Division. Nos. 17 C 5016, 5017, 5018, 5021 & 5026 — Thomas M. Durkin, Judge. ____________________

ARGUED NOVEMBER 6, 2018, and APRIL 14, 2020 — DECIDED APRIL 15, 2024 ____________________

Before EASTERBROOK and WOOD, Circuit Judges.*

* Circuit Judge Kanne, a member of the panel, died after the appeals were argued. They are being decided by a quorum. 28 U.S.C. §46(d). 2 Nos. 18-2220 et al.

EASTERBROOK, Circuit Judge. Six suits, filed under the fed- eral securities laws, present questions about “mootness fees” in federal litigation. Akorn, Inc., asked its investors to ap- prove a merger (valued at more than $4 billion) with Frese- nius Kabi AG. Plaintiffs assert that the proxy statement (82 pages long, with 144 pages of exhibits) should have contained additional details, whose absence violated §14(a) of the Secu- rities Exchange Act of 1934, 15 U.S.C. §78n(a). Within weeks Akorn amended its proxy statement to add some disclosures, though it insisted that none of these additions was required by law. All six plaintiffs then moved to dismiss their suits, assert- ing that the additional disclosures mooted their complaints. They did not notify the proposed classes (five of the six suits had been filed as class actions) or seek judicial approval under Fed. R. Civ. P. 23(e). Different district judges entered orders of dismissal between July 17 and July 25, 2017. Akorn’s shareholders overwhelmingly approved the mer- ger, with only 0.1% of all votes cast against. Many of the prox- ies had been voted before Akorn’s supplemental disclosures; plaintiffs did not protest. On September 15 all six plaintiffs told the district court that any claim to aiorneys’ fees and costs had been resolved by a payment of $322,500, which counsel would divide. Those are the mootness fees. The pro- posed merger was abandoned for reasons unrelated to these suits, but that does not affect the dispute about what to do with this money. Theodore Frank, one of Akorn’s shareholders, learned through the press that Akorn had paid mootness fees and on September 18, 2017, filed a motion to intervene. He asked the court to require counsel to disgorge the money as unjust Nos. 18-2220 et al. 3 enrichment (since they had not achieved any benefit for the investors). He also asked the court to enjoin the lawyers who represented the six plaintiffs to stop filing what Frank calls strike suits, whose only goal is to extract money for counsel. Frank contends that the suits amount to abuse of the legal pro- cess. Indeed, this court has remarked that litigation “that yields fees for class counsel and nothing for the class is no bet- ter than a racket. It must end.” In re Walgreen Co. Stockholder Litigation, 832 F.3d 718, 724 (7th Cir. 2016) (cleaned up). But litigation of this kind has not ended since Walgreen. Delaware, where most suits seeking extra disclosure had been filed, decided that they would be subject to “disfavor in the future unless the supplemental disclosures address a plainly material misrepresentation or omission”. In re Trulia, Inc. Stockholder Litigation, 129 A.3d 884, 898 (Del. Ch. 2016). Delaware already had limited the payment of mootness fees unless the su