Burroughs
Burroughs v. Northrop Grumman Corp.
Opinion
Lead Opinion
*361 MEMORANDUM **
Appellants, purchasers of Northrop Grumman Corporation common stock, appeal the district court’s Rule 12(b)(6) dismissal of their Section 10(b) securities fraud class action for failure to plead with particularity under the Private Securities Litigation Reform Act of 1995 (PSLRA) and In re Silicon Graphics, Inc. Securities. Litigation, 188 F.3d 970 (9th Cir. 1999). Appellants alleged that Northrop and its officers and directors inflated Northrop’s stock price with statements about a proposed merger with Lockheed Martin even though they knew “with virtual certainty” that the Departments of Defense and Justice would attempt to block the merger on antitrust grounds or demand drastic, unacceptable asset divestitures. We have jurisdiction pursuant to 28 U.S.C. § 1291 and we affirm.
We review the district court’s dismissal of the third amended complaint de novo and examine the securities fraud complaint to determine whether the appellants have complied with the stringent pleading requirements of the PSLRA. Desaigoudar v. Meyercord, 223 F.3d 1020, 1021 (9th Cir.2000), cert. denied, 532 U.S. 1021 , 121 S.Ct. 1962 , 149 L.Ed.2d 757 (2001); Silicon Graphics, 183 F.3d at…