In Re Caere Corporate Securities Litigation

ORDER DISMISSING AMENDED COMPLAINT

Plaintiffs in this action are a class of individuals who purchased the common stock of Caere Corporation (hereafter “Caere”), a publicly-traded manufacturer of information recognition software and systems, between December 8,1992, and April 5,1993, (hereafter “the class period”). ¶¶ 3(c), 6-7, 23-24. Defendants are officers and directors of Caere who sold shares of Caere’s common stock during the class period, as well as Caere itself. ¶¶7-13.

On July 2, 1993, Plaintiffs filed an Amended Class Action Complaint, alleging that Defendants violated Section 10(b) of the Securities and Exchange Act of 1934 (hereafter “the Exchange Act”), Securities and Exchange Rule 10b-5 (hereafter “Rule 10b-5”), and California law. ¶ 3(a). Plaintiffs’ central allegations are that (1) Defendants made misleading statements to the public designed to inflate Caere’s share price, ¶¶ 1-2, 17, 33-36, 43-46, 49; (2) Defendants adopted certain overly optimistic statements made by independent stock analysts, and hence the analysts’ misleading forecasts should be treated as if they had been made by Defendants themselves, ¶¶ 2,18-19, 38-42, 48; (3) Defendants failed to disclose…