Employers Teamsters Local Nos. 175 & 505 Pension Trust Fund v. Clorox Co.

Investors who purchased stock of The Clorox Company between October 19, 1998 and August 11, 1999 appeal the district court’s summary judgment and judgment on the pleadings in their action against Clorox, First Brands Corporation, and several officers of the two companies 1 (collectively Clorox), for violations of Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934, 15 U.S.C. § 78j, as amended by the Private Securities Litigation Reform Act (PSLRA), 15 U.S.C. § 78u-4. In its published order, In re Clorox Company Securities Litigation, 238 F.Supp.2d 1139 (N.D.Cal.2002), the court limited discovery to two viable claims having to do with statements allegedly made by Clorox officers about its merger with First Brands and as to them, held that the statements were either not made as alleged or were forward-looking statements accompanied by meaningful disclaimers of uncertainty or caution that were protected by the safe harbor provision of the PSLRA, 15 U.S.C. § 78u-5(c), and the “bespeaks caution” doctrine, and granted judgment on the pleadings for the remainder of Investors’ claims. We have jurisdiction pursuant to 28 U.S.C. § 1291 , and affirm.

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