Hodges v. Akeena Solar, Inc.

274 F.R.D. 259, 2011 U.S. Dist. LEXIS 25518, 2011 WL 1518903
CourtDistrict Court, N.D. California
DecidedMarch 10, 2011
DocketNo. C 09-02147 JW
StatusPublished
Cited by8 cases

This text of 274 F.R.D. 259 (Hodges v. Akeena Solar, Inc.) is published on Counsel Stack Legal Research, covering District Court, N.D. California primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Hodges v. Akeena Solar, Inc., 274 F.R.D. 259, 2011 U.S. Dist. LEXIS 25518, 2011 WL 1518903 (N.D. Cal. 2011).

Opinion

ORDER GRANTING PLAINTIFFS’ MOTION TO WITHDRAW SHARON HODGES AS A REPRESENTATIVE PLAINTIFF; GRANTING PLAINTIFFS’ MOTION FOR CLASS CERTIFICATION

JAMES WARE, Chief Judge.

I. INTRODUCTION

Joel Gentleman (“Gentleman”), David Gordon (“Gordon”) and Sharon Hodges (“Hodges”) (collectively, “Plaintiffs”) bring this putative class action against Akeena Solar, Inc. (“Akeena”) and Individual Defendants.1 Plaintiffs sue on behalf of all persons who purchased the common stock of Akeena between December 26, 2007 and March 13, 2008, alleging, inter alia, violations of § 10(b) and § 20(a) of the Securities Exchange Act of 1934 (“Exchange Act”). Plaintiffs allege that Defendants issued false and misleading statements and made omissions of material fact that inflated Akeena’s stock price.

Presently before the Court are Plaintiffs’ Motion to Withdraw Sharon Hodges as a Representative Plaintiff2 and Plaintiffs’ Motion for Class Certification.3 The Court conducted a hearing on February 28, 2011. Based on the papers submitted to date and oral argument, the Court GRANTS Plaintiffs’ Motion to Withdraw Sharon Hodges as a Representative Plaintiff and GRANTS Plaintiffs’ Motion for Class Certification.

II. BACKGROUND

A. Factual Allegations

In an Amended Complaint4 filed on December 11, 2009, Plaintiffs allege as follows:

Lead Plaintiffs are individuals who purchased common stock in Akeena between December 26, 2007 and March 13, 2008. (AC ¶ 1.) Defendant Akeena is a company which markets, sells and installs solar power systems for residential and small commercial customers in the United States. {Id. ¶ 2.) It is headquartered in Los Gatos, California. {Id. ¶ 32.) Defendant Cinnamon is the founder of Akeena, as well as Akeena’s Chief Executive Officer and President. {Id. ¶¶ 1, 29.) Defendant Effren was Chief Financial Officer of Akeena during the Class Period. {Id. ¶ 30.)
After Cinnamon was sued for divorce by his wife, he decided that the only way he could fund a divorce settlement with his wife without significantly reducing his control of Akeena was to inflate Akeena’s stock price, so he could buy her out with proceeds from stock sales. (AC ¶¶ 10, 16-17.) However, Cinnamon knew that stock analysts covering Akeena would not increase its stock ratings unless it showed a clear path to profitability. {Id. ¶ 10.) On December 26, 2007, Cinnamon announced that Akeena had received a significant increase in its credit line. {Id. ¶ 18.) Defendants concealed the fact that this was not a true increase, but merely a cash col-lateralization agreement whereby Akeena would be required to deposit every additional dollar “borrowed” back into the bank. {Id. ¶ 18.) To further raise Akeena’s rating, Cinnamon announced that Akeena had entered into a substantial licensing agreement with Suntech, a maker of solar power modules, which caused a 43% [264]*264spike in Akeena’s stock price in a single trading session. (Id. ¶¶ 15,19.) However, Defendants did not reveal that the Suntech licensing agreement was flawed for a number of reasons, including the fact that it was legally unenforceable and that it included a supply contract priced well above market rate, which would significantly decrease demand for the product. (Id. ¶ 75.) These false and misleading statements and omissions artificially inflated Akeena’s stock price, which in turn allowed Cinnamon to fund his divorce settlement by selling only 400,000 shares of Akeena stock, rather than the 700,000 shares he would have been obliged to sell had the stock price not increased. (Id. ¶¶ 20-21.) On March 13, 2008, Akeena released its 2007 audited financial results and its “dismal” financial results for the fourth quarter of 2007. (Id. ¶23.) Effren also disclosed that Akeena’s licensing agreement with Suntech would have no meaningful financial impact on Akeena’s profitability during 2008. (Id.)

On the basis of the allegations outlined above, Plaintiffs allege three causes of action: (1) Making false and misleading statements and failing to disclose material facts to artificially inflate and maintain Akeena’s stock price in violation of § 10(b) of the Exchange Act and SEC Rule 10b-5 against all Defendants; (2) Control person liability under § 20(a) of the Exchange Act for § 10(b) violations against the Individual Defendants; (3) Liability to contemporaneous traders for insider trading under Section 20A of the Exchange Act against Cinnamon.

B. Procedural History

On May 18, 2009, Sharon Hodges filed a Complaint5 on behalf of herself and all those who purchased the common stock of Akeena between December 26, 2007 and March 13, 2008. On December 11, 2009, Sharon Hodges, David Gordon and Joel Gentleman filed an Amended Complaint on behalf of the same group of individuals. (See AC.) On May 20, 2010, the Court denied Defendants’ Motion to Dismiss. (See Docket Item No. 44.)

Presently before the Court are Plaintiffs’ Motion to Withdraw Sharon Hodges as a Representative Plaintiff and Plaintiffs’ Motion for Class Certification.

III. STANDARDS

A. Motion for Voluntary Dismissal

A district court should grant a motion for voluntary dismissal under Fed. R.Civ.P. 41(a)(2), unless a defendant can show that it will suffer some plain legal prejudice as a result. Waller v. Financial Corp. of America, 828 F.2d 579, 583 (9th Cir.1987). Legal prejudice means “prejudice to some legal interest, some legal claim, some legal argument.” Westlands Water Dist. v. United States, 100 F.3d 94, 97 (9th Cir.1996). This threshold is not satisfied merely because the defendant would be inconvenienced or where the plaintiff would gain some tactical advantage as a result of the dismissal. Hamilton v. Firestone Tire & Rubber Co., Inc., 679 F.2d 143,145 (9th Cir.1982).

B. Motion for Class Certification

The decision to certify a class is committed to the discretion of the district court within the guidelines of Federal Rule of Civil Procedure 23. See Fed.R.Civ.P. 23; Doninger v. Pacific Northwest Bell, Inc., 564 F.2d 1304, 1309 (9th Cir.1977). The party seeking class certification bears the burden of establishing that each of the four requirements of Rule 23(a) and at least one requirement of Rule 23(b) have been met. Dukes v. Wal-Mart, Inc., 509 F.3d 1168, 1176 (9th Cir.2007) (citing Zinser v. Accufix Research Institute, Inc., 253 F.3d 1180, 1186 (9th Cir. 2001), amended, 273 F.3d 1266 (9th Cir. 2001)).

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Bluebook (online)
274 F.R.D. 259, 2011 U.S. Dist. LEXIS 25518, 2011 WL 1518903, Counsel Stack Legal Research, https://law.counselstack.com/opinion/hodges-v-akeena-solar-inc-cand-2011.