United States District Court, E.D. Kentucky, Northern Division, Covington
SATISH DOSHI, Individually And on behalf of all other Persons similarly situated and CITY OF LIVONIA EMPLOYEES' RETIREMENT SYSTEM, Individually And on behalf of all others Similarly situated, Plaintiffs,
GENERAL CABLE CORPORATION; GREGORY B. KENNY; and BRIAN J. ROBINSON, Defendants.
MEMORANDUM OPINION AND ORDER
WILLIAM O. BERTELSMAN, District Judge.
This securities fraud action is before the Court on Lead Plaintiff City of Livonia Employees' Retirement System's motion to alter or amend the judgment and for leave to file an amended complaint (Doc. 123). The Court dismissed this action with prejudice on January 27, 2015, pursuant to Federal Rule of Civil Procedure 12(b)(6) and the Private Securities Litigation Reform Act (PSLRA), 15 U.S.C. § 78u-4(b)(3)(a), because Plaintiff's complaint failed to adequately plead scienter. See Doc. 121, Opinion and Order; Doc. 122, Judgment. Defendant General Cable Corporation and Individual Defendants Gregory B. Kenny and Brian J. Robinson, General Cable executives, oppose this motion (Doc. 125) and move the Court for oral argument on the matter (Doc. 126).
Having reviewed the parties' filings and concluded that oral argument on this motion is unnecessary, the Court now issues the following Memorandum Opinion and Order.
I. Factual and Procedural Background
Because the facts underlying this action are set forth in detail in the Court's January 27, 2015 Opinion and Order (Doc. 121), the Court need not restate them here. The Court, however, notes the timeline of events relevant to this motion.
Plaintiff filed the Corrected Consolidated Complaint (Doc. 97) on June 24, 2014. Defendants filed their motion to dismiss (Doc. 98) on July 18, 2014. The parties completed briefing of that motion on September 11, 2014. On October 16, 2014, Plaintiff filed a notice of recent authority (Doc. 107) regarding the Sixth Circuit's October 10, 2014 decision in In re Omnicare, Inc. Securities Litigation, 769 F.3d 455 (6th Cir. 2014), which discussed standards relevant to corporate scienter. Defendants responded to this notice on October 20, 2014 (Doc. 108). The Court heard oral argument nearly three months later on January 7, 2015. The Court issued its Opinion and entered Judgment on January 27, 2015. Plaintiff timely filed the motion sub judice - its first request for leave to amend the complaint - on February 24, 2015.
A. Legal Standards
Plaintiff moves this Court under Federal Rules of Civil Procedure 15(a) and 59(e) to amend the judgment to dismiss the case without prejudice so that Plaintiff may file the proposed amended complaint tendered with its motion.
After the time for amending a complaint as a matter of course has lapsed, a party may amend a pleading "only with the opposing party's written consent or the court's leave." Fed.R.Civ.P. 15(a)(2). Courts "should freely give leave when justice so requires." Id. But, a court may properly deny leave to amend where there is "undue delay, bad faith or dilatory motive on the part of the movant, repeated failure to cure deficiencies by amendments previously allowed, undue prejudice to the opposing party by virtue of allowance of the amendment, futility of the amendment, etc.'" Foman v. Davis, 371 U.S. 178, 182 (1962).
Because Plaintiff seeks leave to amend after the entry of judgment, however, "[i]nstead of meeting only the modest requirements of Rule 15, " Plaintiff first "must meet the requirements for reopening a case established by Rule 59[.]" Leisure Caviar, LLC v. U.S. Fish & Wildlife Serv., 616 F.3d 612, 616 (6th Cir. 2010). A court may grant a Rule 59(e) motion if there is "(1) a clear error of law; (2) newly discovered evidence; (3) an intervening change in controlling law; or (4) a need to prevent manifest injustice." Intera Corp. v. Henderson, 428 F.3d 605, 620 (6th Cir. 2005).
The Court has "considerable discretion" in deciding whether to grant such a motion, Leisure Caviar, 616 F.3d at 615, and to do so is an "extraordinary" remedy. See 12 James Wm. Moore et al., Moore's Federal Practice ¶ 59.30 (3d ed. 2014).
Plaintiff asserts that three of the four circumstances warranting alteration of the judgment are implicated here: a clear error of law, newly discovered evidence, and a need to prevent ...