In a securities fraud action, dismissal of the complaint is affirmed where plaintiffs failed to adequately plead scienter under the Private Securities Litigation Reform Act. However, the "with prejudice" aspect of the dismissal is reversed where: 1) plaintiffs did not act in bad faith; 2) the filing of an amended complaint would not prejudice defendants; and 3) amendment would not be futile.
Argued: January 29, 2009
Decided: July 31, 2009
Opinion by Judge Michael
Pamela A. Markert, Gold, Bennett, Cera & Sidener, L.L.P., San Francisco, CA
Jennifer L. Spaziano, Skadden, Arps, Slate, Meagher & Flom, L.L.P., Washington, DC