Angley v. UTI Worldwide Inc.

311 F. Supp. 3d 1117
CourtDistrict Court, C.D. California
DecidedApril 19, 2018
DocketCASE NO. 2:14–cv–02066–CBM–E
StatusPublished
Cited by8 cases

This text of 311 F. Supp. 3d 1117 (Angley v. UTI Worldwide Inc.) is published on Counsel Stack Legal Research, covering District Court, C.D. California primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Angley v. UTI Worldwide Inc., 311 F. Supp. 3d 1117 (C.D. Cal. 2018).

Opinion

Honorable Consuelo B. Marshall, United States District Judge

The matter before the Court is Plaintiff's Motion For Class Certification (the *1119"Motion"). (Dkt. No. 95.) The Motion is fully briefed.

I. BACKGROUND

The operative complaint, filed by Lead Plaintiff Stratesis, LLC, asserts two causes of action: (1) violation of Sections 10(b) of the Securities Exchange Act (the "Act"), 15 U.S.C. § 78j(b) and Rule 10b-5, 17 C.F.R. § 240.10b-5 ; and (2) violation of Section 20(a) of the Act, 15 U.S.C. § 78t(a). (Dkt. No. 94.) This case is based on two alleged theories of securities fraud: (1) "UTi told investors that UTi's 1 View rollout [a new freight forwarding system] was going well, while its invoicing delays were in fact putting the company in mortal danger" (the "slow invoice theory"); and (2) "UTi told investors the company's internal controls over financial reporting [through its Oracle system] were functioning effectively, while they were actually suffering from a material weakness" (the "accounting problems theory"). (Dkt. No. 72.)

II. LEGAL STANDARD

Federal Rule of Civil Procedure 23(a) requires that a proposed class satisfy the following four requirements for class certification: (1) numerosity; (2) commonality; (3) typicality; and (4) adequacy of representation. Fed. R. Civ. P. 23(a). In addition, the proposed class must satisfy one of the three options under Rule 23(b)(1), (2) or (3). Here, Plaintiff relies on Rule 23(b)(3), which allows the Court to certify the class if following elements are satisfied: (1) questions of law or fact common to class members predominate over questions affecting only individual class members (i.e., predominance); and (2) the class action is superior to other available methods of adjudicating the controversy (i.e., superiority). Fed. R. Civ. P. 23(b)(3).

III. DISCUSSION

A. Class Definition

Plaintiff's Motion seeks an order certifying a class of "all persons and entities who purchased shares of UTi Worldwide, Inc., ("UTi" or the "Company") common stock during the period from March 28, 2013 through February 25, 2014, inclusive, (the "Class Period") and were damaged thereby." Excluded from the class are Defendants, officers and directors of UTi, members of the immediate families of the Individual Defendants, and affiliates of the corporate Defendant UTi.

At the hearing on the Motion, the parties stated they had no objection to revising the class definition as "all persons and entities who purchased shares of UTi Worldwide, Inc., ("UTi" or the "Company") common stock during the period from March 28, 2013 through February 25, 2014, inclusive, (the "Class Period") and were damaged by the alleged false and misleading statements." Accordingly, the proposed class definition is so modified.

B. Rule 23(a)

Plaintiff submits evidence demonstrating Rule 23(a)'s numerosity, commonality, typicality, and adequacy of representation requirements are satisfied. Defendants do not dispute these requirements are met. Accordingly, the Court finds Rule 23(a)'s numerosity, commonality, typicality, and adequacy of representation requirements are satisfied.

C. Rule 23(b)(3)

1. Superiority

Plaintiff submits evidence demonstrating Rule 23(b)(3)'s superiority requirement is satisfied. Defendants do not dispute this requirement is met. Accordingly, the Court finds Rule 23(b)(3)'s superiority requirement is satisfied.

*11202. Predominance

The predominance requirement is meant to "tes[t] whether proposed classes are sufficiently cohesive to warrant adjudication by representation, but it scarcely demands commonality as to all questions." Comcast Corp. v. Behrend , 569 U.S. 27, 41, 133 S.Ct. 1426, 185 L.Ed.2d 515 (2013) (internal quotations and citation omitted). For the predominance requirement, "a significant aspect of the case [must be present that] can be resolved for all members of the class in a single adjudication" so as to justify "handling the dispute on a representative rather than an individual basis." Hanlon v. Chrysler Corp. , 150 F.3d 1011, 1022 (9th Cir. 1998).

Defendants argue Rule 23(b)(3)'s predominance requirement is not satisfied because: (1) Plaintiff's evidence is insufficient to support a presumption of reliance; and (2) Plaintiff's "proof of a 'common damages methodology' " fails to propose a damages methodology that is consistent with Plaintiff's theory of liability as required under Comcast Corp. v. Behrend , 569 U.S. 27, 133 S.Ct. 1426, 185 L.Ed.2d 515 (2013).

a. Reliance

To recover damages for violations of section 10(b) and Rule 10b-5, a plaintiff must prove "(1) a material misrepresentation or omission by the defendant; (2) scienter; (3) a connection between the misrepresentation or omission and the purchase or sale of a security; (4) reliance upon the misrepresentation or omission; (5) economic loss; and (6) loss causation." Halliburton Co. v. Erica P. John Fund, Inc. , --- U.S. ----, 134 S.Ct. 2398, 2407, 189 L.Ed.2d 339 (2014) (internal quotations and citation omitted). The reliance requirement "ensures that there is a proper connection between a defendant's misrepresentation and a plaintiff's injury." Id.

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Bluebook (online)
311 F. Supp. 3d 1117, Counsel Stack Legal Research, https://law.counselstack.com/opinion/angley-v-uti-worldwide-inc-cacd-2018.