Beltran v. Terraform Global, Inc. et al

Filing 51

Order Extending Time for Defendants to Respond to the Complaints by Hon. William H. Orrick granting 47 Stipulation. (jmdS, COURT STAFF) (Filed on 1/11/2016)

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Sara B. Brody, SBN 130222
[e-mail]
Jaime A. Bartlett, SBN 251825
[e-mail]
Sarah A. Hemmendinger, SBN 298659
[e-mail]
SIDLEY AUSTIN LLP
555 California Street, Suite 2000
San Francisco, California 94104
Telephone: [phone]
Facsimile: [phone]
Norman J. Blears, SBN 95600
[e-mail]
SIDLEY AUSTIN LLP
1001 Page Mill Road, Building 1
Palo Alto, California 94304
Telephone: [phone]
Facsimile: [phone]
Attorneys for Defendants
TerraForm Global, Inc., SunEdison, Inc., Ahmad Chatila, Carlos
Domenech Zornoza, Jeremy Avenier, Martin Truong, Brian Wuebbels
[Additional counsel appear on signature page.]
UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF CALIFORNIA
JUAN M. RODRIGUEZ BELTRAN,
)
Individually and on Behalf of All Others
)Case No. 3:15-cv-04981-WHO
Similarly Situated,
)
)
Plaintiff,
)
)
v.
) STIPULATION AND ORDER
) EXTENDING TIME FOR DEFENDANTS
TERRAFORM GLOBAL, INC., et al.,
) TO RESPOND TO THE COMPLAINTS
)
Defendants.
)
)
PYRAMID HOLDINGS, INC., Individually and ) Case No. 3:15-cv-05068-RS
)
on Behalf of All Others Similarly Situated,
)
)
Plaintiff,
)
)
v.
)
)
TERRAFORM GLOBAL, INC., et al.,
)
)
Defendants.
)

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STIPULATION AND ORDER EXTENDING TIME TO RESPOND TO COMPLAINTS
3:15CV4981-WHO

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Plaintiff Juan M. Rodriguez Beltran, individually and on behalf of all others similarly
situated, and Plaintiff Pyramid Holdings, Inc., individually and on behalf of all others similarly
situated, by through their undersigned counsel, (“Plaintiffs”), and Defendants TerraForm Global,
Inc., SunEdison, Inc., Ahmad Chatila, Carlos Domenech Zornoza, Jeremy Avenier, Martin
Truong, Brian Wuebbels, J.P. Morgan Securities LLC., Barclays Capital Inc., Citigroup Global
Markets Inc Morgan Stanley & Co. LLC, Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Deutsche Bank Securities Inc., BTG Pactual US Capital LLC, Itaú BBA
Securities, Inc., SMBC Nikko Securities America, Inc., SG Americas Securities, LLC, and Kotak
Mahindra, Inc. (“Defendants”), by and through their undersigned counsel, hereby stipulate and
agree as follows:
WHEREAS, on October 29, 2015, Juan M. Rodriguez Beltran, individually and on behalf
of all others similarly situated, filed a class action complaint captioned Beltran v. TerraForm
Global et al., Case No. 3:15-cv-04981-WHO (the “Beltran Action”) against the Defendants
alleging violations of the federal securities laws;
WHEREAS, on October 29, 2015, pursuant to 15 U.S.C. § 77z-1(a)(3)(A)(i), Plaintiff

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Beltran caused a notice to be published on Businesswire, a “widely circulated national business-

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oriented wire service,” advising members of the purported class of, inter alia: (1) the pendency of

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the action; (2) the claims asserted therein; (3) the purported class period; and (4) that, not later than
60 days after the date on which the notice was published, any member of the purported class had
the right to move the Court to serve as Lead Plaintiff of the class;
WHEREAS, on November 5, 2015, Pyramid Holdings, Inc., individually and on behalf of
all others similarly situated, filed a class action complaint captioned Pyramid Holdings v.
TerraForm Global, Inc. et al., 3:15-cv-05068-RS (the “Pyramid Holdings Action”) against the
Defendants alleging violations of the federal securities laws;
WHEREAS, the Beltran Action and the Pyramid Holdings Action are class actions brought
against the same defendants, alleging the same violations of federal securities law in connection
with TerraForm Global’s IPO, and proceeding before different judges would likely lead to an

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STIPULATION AND ORDER EXTENDING TIME TO RESPOND TO COMPLAINTS
3:15CV4981-WHO

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unduly burdensome duplication of labor and expense, and cause the potential for conflicting
results;
WHEREAS, the parties recognize that pursuant to Civil Local Rule 3-12, these actions are
related and should be so marked, and agree that Defendants will prepare the appropriate Joint
Administrative Motion to Consider Whether Cases Should be Related;
WHEREAS, the Court in the Beltran Action and the Pyramid Holdings Action has issued
Scheduling Orders which set certain different deadlines, including for ADR filings, Initial Case
Management Conferences, and Initial Disclosures in each case;
WHEREAS, pursuant to 15 U.S.C. § 77z-1(a)(3)(B) the Court must appoint a Lead
Plaintiff;
WHEREAS, on December 28, 2015 certain class members moved for appointment as Lead
Plaintiff and lead counsel;
WHEREAS, the parties agree that, in light of the pending motions for appointment as Lead
Plaintiff and lead counsel, and in the interests of judicial economy and the preservation of the
Court’s and the parties’ resources, Defendants need not respond to the pending Complaints;
WHEREAS, the parties agree that, in light of the pending motions for appointment as Lead
Plaintiff and lead counsel and the anticipated Administrative Motion to Consider Whether Cases

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Should be Related, and in the interests of judicial economy and the preservation of the Court’s and

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the parties’ resources, the deadlines set in the Scheduling Orders should be vacated and new dates

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set after the cases are related and consolidated;
NOW, THEREFORE, it is hereby stipulated as follows:

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1. These related actions shall be consolidated pursuant to the Court’s process;

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2. Deadlines set in the Court’s Scheduling Orders shall be vacated and re-set

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following consolidation;
3. Defendants shall not be required to move or otherwise respond to the Complaints
filed in the Beltran Action or the Pyramid Holdings Action until after the
appointment of a Lead Plaintiff pursuant to 15 U.S.C. § 77z-1(a)(3) and after the

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STIPULATION AND ORDER EXTENDING TIME TO RESPOND TO COMPLAINTS
3:15CV4981-WHO

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filing by such Lead Plaintiff of a Consolidated complaint. Pursuant to L.R. 6-1(a),
this paragraph shall be effective upon the filing of this Stipulation with the Court;
4. Following the appointment of a Lead Plaintiff, the parties shall submit to the Court
a proposed schedule for the filing of a Consolidated complaint and the filing and
briefing of any motion to dismiss; and
5. This Stipulation is entered into without prejudice to any party seeking any interim
relief.

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Dated: January 8, 2016

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SIDLEY AUSTIN LLP
By: /s/ Sara B. Brody
Sara B. Brody

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Attorneys for Defendants
TerraForm Global, Inc., SunEdison, Inc.,
Ahmad Chatila, Carlos Domenech Zornoza,
Jeremy Avenier, Martin Truong, Brian
Wuebbels

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Dated: January 8, 2016

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SHEARMAN & STERLING LLP
By: /s/ Stephen D. Hibbard
Stephen D. Hibbard

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Attorneys for Defendants J.P. Morgan
Securities LLC., Barclays Capital Inc.,
Citigroup Global Markets Inc., Morgan
Stanley & Co. LLC, Goldman, Sachs & Co.,
Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Deutsche Bank Securities Inc.,
BTG Pactual US Capital LLC, Itaú BBA
USA Securities, Inc., SMBC Nikko Securities
America, Inc., SG Americas Securities, LLC,
and Kotak Mahindra, Inc.

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Dated: January 8, 2016

SCOTT + SCOTT, LLP
By: /s/ Thomas L. Laughlin

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STIPULATION AND ORDER EXTENDING TIME TO RESPOND TO COMPLAINTS
3:15CV4981-WHO

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Thomas L. Laughlin

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Attorneys for Plaintiff Juan M. Rodriguez
Beltran

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Dated: January 8, 2016

ABRAHAM, FRUCHTER & TWERSKY, LLP

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By: /s/ Ian D. Berg
Ian D. Berg

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Attorneys for Plaintiff Pyramid Holdings, Inc.

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SIGNATURE ATTESTATION

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I am the ECF User whose identification and password are being used to file the foregoing

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Stipulation and [Proposed] Order Extending Time for Defendants to Respond to the Complaints. In

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compliance with Local Rule 5-1(i)(3), I hereby attest that the other signatories have concurred in this

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filing.

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Dated: January 8, 2016

SIDLEY AUSTIN LLP
By: /s/ Sara B. Brody
Sara B. Brody

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Attorneys for Defendants
TerraForm Global, Inc., SunEdison, Inc.,
Ahmad Chatila, Carlos Domenech Zornoza,
Jeremy Avenier, Martin Truong, Brian
Wuebbels

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PURSUANT TO STIPULATION, IT IS SO ORDERED.
Dated: _January 11, 2016_____________
Honorable William H. Orrick
United States District Judge

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STIPULATION AND ORDER EXTENDING TIME TO RESPOND TO COMPLAINTS
3:15CV4981-WHO