Scripsamerica, Inc. v. Ironridge Global LLC
Opinion
Lead Opinion
Morrow, J.
ORDER GRANTING IN PART AND DENYING IN PART DEFENDANTS’ MOTION TO DISMISS AND GRANTING DEFENDANTS’ MOTION TO STAY
On May 22, 2014, ScripsAmerica, Inc. (“Scrips”) filed this action against Iron-ridge Global LLC d/b/a Ironridge Global IV, Ltd., John Kirkland, and Brendan O’Neil (collectively “Ironridge”), as well as certain fictitious defendants. 1 The complaint alleges claims for securities fraud, breach of contract, tortious bad faith, and declaratory relief. The claims arise from an allegedly fraudulent scheme to manipulate Scrips’ stock price in order to obtain additional shares of the stock under an *1131 agreement between the parties pursuant to which Ironridge would pay off certain of Scrips’ accounts payable in exchange for issuance of stock set by an agreed upon formula.
On June 25, 2014, defendants filed a motion to dismiss, or alternatively to stay. 3 Scrips opposes the motion.
I. FACTUAL BACKGROUND
This action arises out of an allegedly fraudulent scheme devised by -‘Ironridge. Scrips is a pharmaceuticals distributor whose stock is publicly traded on the over-the-counter (“OTC”) market. Ironridge’s purported scheme involved the issuance of Scrips’ common stock to…