United States District Court, S.D. Texas, Houston Division
CAMBRIA COUNTY EMPLOYEES RETIREMENT SYSTEM, et al., Plaintiffs,
VENATOR MATERIALS PLC, et al., Defendants.
ORDER FOR APPOINTMENT OF LEAD PLAINTIFF AND APPROVAL
OF SELECTION OF LEAD COUNSEL
ROSENTHAL CHIEF UNITED STATES DISTRICT JUDGE
putative class members in this federal securities action
bought stock in a global chemical company, Venator Materials
PLC. On January 30, 2017, one of Venator's manufacturing
facilities caught on fire. On August 3, 2017, Venator
completed its initial public offering. The plaintiffs allege
that as part of that offering, and at other times in the
proposed class period, Venator made public misrepresentations
about the damage the fire caused, the repair cost, and the
insurance funds covering the cost. When the full extent of
the damage, cost, and effect on Venator's production
capacity were revealed, the stock price declined. The
plaintiff shareholders seek damages for that decline. (Docket
Entry No. 1).
plaintiffs-the City of Miami General Employees' &
Sanitation Employees' Retirement Trust; the Fresno County
Employees' Retirement Association; and the City of
Pontiac General Employees' Retirement System, together
referred to as the “Public Pension Funds, ” move
to be appointed as lead plaintiffs and to have Bernstein
Litowitz Berger & Grossmann LLP appointed lead counsel,
and Ajamie LLP appointed as liaison counsel. (Docket Entry
No. 4). Although the motion is unopposed, this court has an
independent duty to ensure that the statutory and rule
requirements are met. See Fed. R. Civ. P. 23(g).
on the pleadings, the motions, and the applicable law, the
court now grants the motion for appointment of lead
plaintiffs and lead and liaison counsel. The reasons are
The Standard for Determining “the Most Adequate
Plaintiff” Under the PSLRA
the Private Securities Litigation Reform Act of 1995
(“PSLRA”), Pub. L. No. 104-67, 109 Stat. 737, the
district court must appoint the lead plaintiff “not
later than 90 days after” notice of the litigation is
published. 15 U.S.C. § 77z-1(a)(3)(B)(i). The PSLRA
requires notice within 20 days after the plaintiff files a
complaint that informs class members of their right to move
for lead-plaintiff status within 60 days after the notice is
published. 15 U.S.C. § 77z-1(a)(3)(A)(i). If more than
one suit is filed with nearly the same claims, only the
plaintiff in the first-filed action is required to publish
notice. 15 U.S.C. § 77z-1(a)(3)(A)(ii).
31, 2019, the Miami Retirement Trust filed a substantially
identical class action in the Southern District of New York.
See City of Miami Gen. Emps.' & Sanitation
Emps.' Ret. Tr. v. Venator Materials PLC, No.
19-cv-7182 (S.D.N.Y. July 31, 2019). On the same day, counsel
for the Miami Retirement Trust published a notice on
PRNewswire informing investors about the suit and
setting a deadline for seeking appointment as lead plaintiff
on September 30, 2019. (Docket Entry No. 4-C).
September 13, 2019, the Cambria County Employees'
Retirement System filed this action and published a notice on
Business Wire informing investors of the case and
reiterating the September 30, 2019 deadline for seeking
appointment as lead plaintiff. (Docket Entry No. 1; Docket
Entry No. 4-D). The court finds the notice requirement
satisfied. See Makhlouf v. Tailored Brands,
Inc., No. CV H-16-0838, 2017 WL 1092311, at *3 (S.D.
Tex. Mar. 23, 2017) (“Thus a plaintiff need not be the
first to file a complaint to be appointed Lead Plaintiff. If
more than one suit is filed with nearly the same claims, only
the plaintiff in the first-filed action is required to
appointing the lead plaintiff,
the court shall consider any motion made by a purported class
member . . ., including any motion by a class member who is
not individually named as a plaintiff in the complaint or
complaints, and shall appoint as lead plaintiff the member or
members of the purported plaintiff class that the court
determines to be most capable of adequately representing the
interests of class members (hereafter in this paragraph
referred to as the “most adequate plaintiff”) in
accordance with this subparagraph.
Id. at § 77z-1(a)(3)(B)(i). “[T]he court
shall adopt a presumption that the most adequate plaintiff in
any private action arising under this chapter is the person
or group of persons that”:
(aa) has either filed the complaint or made a motion in
response to a notice under subparagraph (A)(i);
(bb) in the determination of the court, has the largest
financial interest in the relief sought by the class; and
(cc) otherwise satisfies the requirements of Rule 23 of ...