Meridian OHC Partners, LP v. Cyanotech Corporation et al

Filing 105

ORDER approving ECF No. 104 Stipulation to Stay Proceedings Pending Resolution of the Pending Motions to Dismiss. Signed by Magistrate Judge Carl W. Hoffman on 11/21/2017. (Copies have been distributed pursuant to the NEF - KR)

Case 2:16-cv-01161-JAD-CWH Document 104 Filed 11/20/17 Page 1 of 5

1 JAMES D. BOYLE, ESQ.
Nevada Bar No. 8384
2 E-mail:[e-mail]
SEAN E. STORY, ESQ.
3 Nevada Bar No. 13968
E-mail:[e-mail]
4 HOLLEY DRIGGS, WALCH
FINE WRAY PUZEY & THOMPSON
5 400 South Fourth Street, Third Floor
Las Vegas, Nevada 89101
6 Telephone:
702/791-0308
Facsimile:
702/791-1912
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BRIAN C. BUESCHER, ESQ.
8 Admitted Pro Hac Vice
PATRICK B. GRIFFIN, ESQ.
9 Admitted Pro Hac Vice
KUTAK ROCK LLP
10 1650 Farnam Street
Omaha, Nebraska 68102
11 Telephone:
402/346-6000
Facsimile:
402/346-1148
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Attorneys for Plaintiff Meridian OHC Partners, LP
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UNITED STATES DISTRICT COURT

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DISTRICT OF NEVADA

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MERIDIAN OHC PARTNERS, LP,
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Plaintiff,

CASE NO.: 2:16-cv-01161-JAD-CWH

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v.
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MICHAEL A. DAVIS, an individual; and
20 RUDOLF STEINER FOUNDATION, INC.,
d/b/a RSF SOCIAL FINANCE, a New York
21 corporation,
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Defendants.

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STIPULATION, JOINT MOTION AND [PROPOSED] ORDER STAYING
PROCEEDINGS PENDING RESOLUTION OF THE PENDING MOTIONS TO DISMISS

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Pursuant to Local Rules IA 6-2 and 7-1, Plaintiff Meridian OHC Partners, LP (“Meridian”)

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and Defendants Michael A. Davis (“Davis”) and Rudolf Steiner Foundation, Inc., d/b/a RSF Social

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Finance (“RSF”) (collectively, the “Parties”) hereby stipulate to and respectfully move the Court

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for a stay of all proceedings and deadlines in this matter, including discovery, in light of the

K UTAK R OCK LLP
ATTO RNEY S AT LAW
OMA HA

STIPULATION, JOINT MOTION AND [PROPOSED] ORDER STAYING PROCEEDINGS PENDING RESOLUTION OF THE PENDING MOTIONS TO DISMISS
4851-8346-0181.1

Case 2:16-cv-01161-JAD-CWH Document 104 Filed 11/20/17 Page 2 of 5

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applicability of the statutory stay of discovery under the Private Securities Litigation Reform Act

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(15 U.S.C. § 78u-4) to the claims asserted in this action. In support of this Stipulation, the Parties

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state the following:

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1.

On or about April 14, 2017, Plaintiff filed its Third Amended Complaint and Jury

Demand in the above-captioned matter (Doc. 75).
2.

On or about May 18, 2017, Davis filed a Motion to Dismiss Plaintiff’s Third

Amended Complaint (Doc. 78).
3.

On or about May 18, 2017, RSF filed a Motion to Dismiss Plaintiff’s Third

Amended Complaint (Doc. 79).
4.

On or about June 15, 2017, Meridian filed its briefs in opposition to the Motions to

Dismiss filed by both Davis and RSF (Docs. 81 and 82, respectively).
5.

On or about June 29, 2017, Davis and RSF filed their reply briefs in support of their

Motions to Dismiss (Docs. 94 and 93, respectively).
6.

On or about September 8, 2017, the Parties filed a Stipulation and Order to Extend

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Expert Deadlines (Doc. 95), for the reason that the Parties were hoping to avoid unnecessary costs

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and expenses associated with engaging in discovery, in particular the extensive costs involved in

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retaining expert witnesses, before the pleadings are settled in this matter and would therefore inform

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the scope of discovery. The Stipulation was granted by the Court on September 11, 2017 (Doc. 98).

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7.

On or about October 6, 2017, the Parties filed a Stipulation and Order to Extend

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Scheduling Order Deadlines [ECF No. 980] (Doc. 100), for the reason that the Parties continued to

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hope to avoid unnecessary costs and expenses associated with engaging in discovery and retaining

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expert witnesses pending the Court’s decision on the two fully briefed motions to dismiss. The

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Stipulation was granted by the Court on October 11, 2017 (Doc. 101).

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8.

The Parties agree that the mandatory statutory stay of discovery of the Private

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Securities Litigation Reform Act, 15 U.S.C.A. § 78u-4, applies to the claims asserted in this case

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because this action is a private action arising under the Securities Exchange Act of 1934.

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K UTAK R OCK LLP
ATTO RNEY S AT LAW

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The Parties stipulate and agree that all discovery in this matter should be stayed

during the pendency of the motions to dismiss in accordance with 15 U.S.C. § 78u-4(b)(3)(B)
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STIPULATION, JOINT MOTION AND [PROPOSED] ORDER STAYING PROCEEDINGS PENDING RESOLUTION OF THE PENDING MOTIONS TO DISMISS

Case 2:16-cv-01161-JAD-CWH Document 104 Filed 11/20/17 Page 3 of 5

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which provides:

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(B)

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In any private action arising under this chapter, all discovery and other proceedings
shall be stayed during the pendency of any motion to dismiss, unless the court finds
upon the motion of any party that particularized discovery is necessary to preserve
evidence or to prevent undue prejudice to that party.

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10.

Stay of discovery

The Parties agree that other U.S. District Courts have applied the Private Securities

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Litigation Reform Act’s statutory stay of discovery in actions asserting claims under § 13(d) of the

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Exchange Act, like the claims asserted by Plaintiff in this action. See, e.g., Ashford Hospitality

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Prime Inc. v. Sessa Capital (Master) LP, No. 3:16-CV-00527-N, 2016 WL 9280323, at *2 (N.D.

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Tex Oct. 27, 2016), Medical Imaging Centers of Am., Inc. v. Lichtenstein, 917 F. Supp. 717, 718-19

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(S.D. Cal 1996).

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11.

The Parties further stipulate and agree that, in addition to the mandatory statutory

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stay of discovery during the pendency of a motion to dismiss, all proceedings and deadlines in this

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matter should be stayed until the Court rules on Defendants’ motions to dismiss for purposes of

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efficiency.

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12.

The Parties stipulate and agree that, in the event that any portion of Meridian’s Third

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Amended Complaint survives after the Court’s ruling on the motions to dismiss, the Parties will

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submit, within thirty (30) days of the Court’s ruling on the motions to dismiss, a joint proposed

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Scheduling Order.

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K UTAK R OCK LLP
ATTO RNEY S AT LAW

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STIPULATION, JOINT MOTION AND [PROPOSED] ORDER STAYING PROCEEDINGS PENDING RESOLUTION OF THE PENDING MOTIONS TO DISMISS

Case 2:16-cv-01161-JAD-CWH Document 104 Filed 11/20/17 Page 4 of 5

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WHEREFORE the Parties respectfully request that the Court enter an Order (i) granting

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this Stipulation and Motion, (ii) staying all proceedings, discovery, and deadlines pending the

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determination of the outstanding motions to dismiss, and (iii) requiring the Parties to submit a joint

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proposed Scheduling Order within thirty (30) days of the Court’s ruling on the motions to dismiss

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in the event any portion of Meridian’s Third Amended Complaint survives such ruling.

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IT IS SO ORDERED

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UNITED STATES MAGISTRATE JUDGE

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November 21, 2017
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DATED:

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Dated: November 20, 2017.

Dated: November 20, 2017

s/Patrick B. Griffin, Esq.
Patrick B. Griffin, Esq.
Admitted Pro Hac Vice
Brian C. Buescher, Esq.
Admitted Pro Hac Vice
KUTAK ROCK LLP
1650 Farnam Street
Omaha, Nebraska 68102

s/I-Chi Lai, Esq.
I-Chi Lai, Esq.
Nevada Bar No. 12247
WILSON ELSER MOSKOWITZ
EDELMAN & DICKER LLP
300 South Fourth Street, 11th Floor
Las Vegas, Nevada 89101

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Admitted Pro Hac Vice
James D. Boyle, Esq.
Nevada Bar No. 08384
Hannah S. Goodwin, Esq.
Nevada Bar No. 13878
HOLLEY DRIGGS WALCH
FINE WRAY PUZEY & THOMPSON
400 South Fourth Street, Third Floor
Las Vegas, Nevada 89101

Michael P. McCloskey, Esq.
Admitted Pro Hac Vice
WILSON ELSER MOSKOWITZ
EDELMAN & DICKER LLP
655 West Broadway, Suite 900
San Diego, California 92101
Attorneys for Defendant Rudolf Steiner
Foundation, Inc., d/b/a RSF Social Finance

Attorneys for Plaintiff Meridian OHC
Partners, LP

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K UTAK R OCK LLP
ATTO RNEY S AT LAW

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STIPULATION, JOINT MOTION AND [PROPOSED] ORDER STAYING PROCEEDINGS PENDING RESOLUTION OF THE PENDING MOTIONS TO DISMISS

Case 2:16-cv-01161-JAD-CWH Document 104 Filed 11/20/17 Page 5 of 5

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Dated: November 20, 2017.

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s/Robert W. May, Esq.
Alex Fugazzi, Esq.
Nevada Bar No. 9022
V.R. Bohman, Esq.
Nevada Bar No. 13075
SNELL & WILMER, LLP
3883 Howard Hughes Parkway, Suite 1100
Las Vegas, Nevada 89169
Anna Erickson White, Esq.
Admitted Pro Hac Vice
Robert W. May, Esq.
Admitted Pro Hac Vice
MORRISON & FOERSTER, LLP
425 Market Street
San Francisco, California 94105

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Attorneys for Defendant Michael A. Davis

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K UTAK R OCK LLP
ATTO RNEY S AT LAW

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STIPULATION, JOINT MOTION AND [PROPOSED] ORDER STAYING PROCEEDINGS PENDING RESOLUTION OF THE PENDING MOTIONS TO DISMISS