In plaintiff-investors' lawsuit against the defendant, nation's largest provider of pharmaceutical care for the elderly, district court's dismissal is affirmed for the most part where: 1) dismissal of the section 10(b), section 20(a), and Rule 19b-5 claims is affirmed as the complaint fails to allege a material misstatement or omission, fails to plead loss causation, and the complaint does not sufficiently establish that defendants actually knew that the legal compliance statements were false when made, 2) district court's denial of Alaska Electrical's motion to intervene is affirmed; and 3) district court's dismissal of the section 11 of the Securities Act of 1933 is reversed and remanded as loss of causation is not an element of a section 11 claim, but an affirmative defense to it.
Argued: September 18, 2009
Decided and Filed: October 21, 2009
Opinion by District Judge Mills
For Appellant: Eric Alan Issacson, Coughlin Stoia Geller Rudman & Robbins LLP, San Francisco, California
For Appellee: Harvey Kurzweil, Dewey & LeBoeuf LLP, New York, New York