This case is a securities action in which Allstate Insurance and related entities allege federal Securities Act and Exchange Act violations, plus state-law fraud and related claims, arising from their purchases of Countrywide-issued residential mortgage-backed securities; the complaint also asserts successor-liability theories against Bank of America. The court addressed motions to dismiss after the case was transferred from the Southern District of New York. It held that Ninth Circuit precedent governs the federal claims and New York substantive law (including choice-of-law rules) governs the state claims; it further applied prior rulings from related actions to conclude that many claims were time-barred under the Securities Act’s three-year statute of repose because American Pipe tolling extended only to tranches actually purchased by the named plaintiffs in earlier putative class actions. The court additionally dismissed certain claims against Bank of America for failure to plead a de facto merger under Delaware law and resolved other pleading issues concerning scienter, falsity, and reliance.
This case involves institutional investors who purchased unregistered convertible debentures issued by Countrywide Financial Corporation in 2007, alleging that the Offering Memorandum contained materially false statements and omissions about the company's lending practices and financial condition in violation of Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934, as well as control-person liability under Section 20(a) against individual executives. The court had previously dismissed the initial complaint for inadequate pleading of transaction details and reliance but reviewed the second amended complaint after defendants moved to dismiss it for failure to adequately allege material misstatements, scienter, reliance, loss causation, and damages. The court denied the motions to dismiss, holding that plaintiffs had sufficiently pleaded the required elements with particularity under Rule 9(b) and the PSLRA, including specific transaction dates and amounts, and that issues such as loss causation presented factual questions not resolvable on a motion to dismiss.
This case involves a securities action filed by the Federal Home Loan Bank of Chicago in Los Angeles Superior Court, alleging that defendants made untrue or misleading statements in offering documents for over $880 million in private-label mortgage-backed securities, in violation of the Securities Act of 1933 and various state laws. Defendants removed the case to federal court, arguing that the bank's federal charter under 12 U.S.C. § 1432(a) conferred jurisdiction and that the action was related to a pending bankruptcy case involving indemnification claims. The court granted the plaintiff's motion to remand, holding that the charter does not create federal subject-matter jurisdiction and that, although "related to" bankruptcy jurisdiction under 28 U.S.C. § 1334(b) exists, equitable remand to state court is appropriate; it also noted that Securities Act claims are expressly non-removable.
This case involves a securities lawsuit filed by a pension fund plaintiff in California state court against Countrywide and other defendants, alleging misrepresentations in offering documents for residential mortgage-backed securities under federal securities laws and state claims. The defendants removed the case to federal district court, arguing it was related to the bankruptcy of American Home Mortgage due to indemnification obligations under a loan purchase agreement. The court denied the plaintiff's motion to remand, holding that the action is "related to" the bankruptcy case under 28 U.S.C. § 1334 because it could affect the distribution of assets in the bankruptcy estate, and that equitable remand was not warranted given the circumstances.
This case involves a putative class action brought by purchasers of mortgage-backed securities issued by Countrywide entities between 2005 and 2007, alleging that the offering documents contained materially false or misleading statements about the company's loan origination practices in violation of Sections 11, 12, and 15 of the Securities Act of 1933. The action was filed in federal court after a related state court case involving the same offerings was dismissed on jurisdictional grounds. The court dismissed the amended complaint without prejudice, finding that the named plaintiffs lacked standing to assert claims for offerings in which they did not purchase securities and that many claims appeared barred by the statute of limitations without adequate allegations of tolling from the prior state litigation. Plaintiffs were granted leave to amend to address these deficiencies by tracing their specific purchases and detailing the timeline of prior complaints.
Microsoft filed a declaratory judgment action against Phoenix Solutions seeking rulings of non-infringement and invalidity for fifteen patents related to speech recognition systems used in interactive voice response services provided to American Express. Phoenix moved to dismiss under Rules 12(b)(1) and 12(b)(6), arguing lack of subject-matter jurisdiction and insufficient pleading. The court denied the motion, holding that Phoenix's letter threatening action against American Express created an actual controversy conferring jurisdiction and that Microsoft's complaint adequately stated claims under applicable pleading standards. The court also established detailed requirements for the parties to exchange infringement and invalidity contentions.
