Levine

MEMORANDUM **

Safeguard Health Enterprises, Inc. (“Safeguard”), a dental benefits marketing company, sold off some of its dental and orthodontic practices in exchange for long-term promissory notes. The buyer subsequently defaulted on the notes and shareholder Levine sued, alleging securities fraud. The district court dismissed the case with prejudice for failure to plead scienter with sufficient particularity. We have jurisdiction pursuant to 28 U.S.C. § 1291 , and we reverse and remand. Because the parties are familiar with the facts and procedural history of the case, we need not recite them here in full.

Levine argues that the district court erred in dismissing the First Amended Complaint with prejudice and not allowing leave to amend. We agree. A trial court’s denial of a request to amend a complaint is reviewed for abuse of discretion. Simon v. Value Behavioral Health, Inc., 208 F.3d 1073, 1084 (9th Cir.2000). Dismissal without leave to amend is improper “unless it is clear, upon de novo review, that the complaint could not be saved by any amendment.” Steckman v. Hart Brewing, Inc., 143 F.3d 1293, 1296 (9th Cir.1998) (quoting Chang v. Chen, 80 F.3d 1293,1296 (9th…