United States Second Circuit

In a securities fraud suit alleging that the defendants' statements about a company's goodwill and its general financial condition were knowingly or recklessly false, the district court's dismissal for failure to state a claim is affirmed, where: 1) the allegations of the complaint did not plausibly demonstrate that defendants knew or had reason to know, at the relevant time, that it was more likely than not that interim impairment testing would reveal that the goodwill of any specific reporting unit was overvalued; 2) the complaint did not allege that the defendants did not believe in their statements of opinion regarding the company's goodwill at the time they made them; and 3) the complaint did not sufficiently allege reliance upon a fraudulently inflated stock price.

Appellate Information

• Decided 05/10/2012
• Published 05/10/2012

Judges

Court

• United States Second Circuit

Counsel

• For Appellant:
  
• J. Allen Carney, James W. Quinn