Mays v. Bishop et al

Filing 9

STIPULATION AND ORDER TO EXTEND TIME TO RESPOND TOCOMPLAINT, VACATE DISCOVERY DEADLINES, AND SET BRIEFING SCHEDULE FOR MOTION TO TRANSFER. Defendants shall file their motion to transfer on or before November 17, 2017, Plaintiff shall file his opposit ion to the motion to transfer on or before January 2, 2018, and Defendants shall file their reply on or before February 1, 2018. Defendants' deadline to file a motion to dismiss or other responsive pleading will be postponed until such time as t he Court has ruled on the motion to transfer. After the Court rules on the motion to transfer, Plaintiff and Defendants shall promptly meet and confer regarding a schedule for Defendants' anticipated motion(s) to dismiss the Complaint in either this Court or the transferee court in the District of Delaware. The discovery deadlines set forth in the Order Regarding Initial Disclosures, Joint Status Report, and Early Settlement (Docket # 7 ), including the November 9, 2017 deadline to submit a Joint Status Report and Discovery Plan, are vacated. Signed by Judge Ricardo S Martinez. (TH)

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UNITED STATES DISTRICT COURT
WESTERN DISTRICT OF WASHINGTON
AT SEATTLE

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DAVID E. MAYS, Derivatively on Behalf of
Nominal Defendant JUNO THERAPEUTICS,
INC.,
v.

HANS E. BISHOP, RICHARD D. KLAUSNER,
ROBERT T. NELSEN, HOWARD H. PIEN,
HAL V. BARRON, THOMAS O. DANIEL,
ANTHONY B. EVNIN, MARY AGNES
WILDEROTTER, MARC TESSIER-LAVIGNE,
and STEVEN D. HARR,

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STIPULATION AND ORDER TO
EXTEND TIME TO RESPOND TO
COMPLAINT, VACATE
DISCOVERY DEADLINES, AND SET
BRIEFING SCHEDULE FOR
MOTION TO TRANSFER

Defendants.

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Plaintiff,

CASE NO.: C17-1356 RSM

and
JUNO THERAPEUTICS, INC.,
Nominal Defendant.

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WHEREAS, on September 8, 2017, Plaintiff David E. Mays, Derivatively on Behalf of

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Nominal Defendant Juno Therapeutics, Inc., filed a Verified Shareholder Derivative Complaint

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for Breach of Fiduciary Duty and Violations of § 14 of the Securities Exchange Act of 1934

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(“Complaint”) against Hans E. Bishop, Richard D. Klausner, Robert T. Nelsen, Howard H. Pien,

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Hal V. Barron, Thomas O. Daniel, Anthony B. Evnin, Mary Agnes Wilderotter, Marc Tessier-

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Lavigne, and Steven D. Harr (“Individual Defendants”) and Nominal Defendant Juno

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Therapeutics, Inc. (“Juno Therapeutics”) (collectively, “Defendants”);

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STIPULATION AND ORDER TO EXTEND TIME TO
RESPOND TO COMPLAINT, VACATE DISCOVERY
DEADLINES, AND SET BRIEFING SCHEDULE FOR
MOTION TO TRANSFER
2:17-CV-01356-RSM

WILSON SONSINI GOODRICH & ROSATI, P.C.
701 Fifth Avenue, Suite 5100, Seattle, WA 98104-7036
Tel: [phone] • Fax: [phone]

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WHEREAS, on September 28, 2017, Defendants waived service of the Complaint, and
Defendants’ responses to the Complaint are currently due on November 27, 2017;

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WHEREAS, on September 28, 2017, the Court issued an Order Regarding Initial

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Disclosures, Joint Status Report, and Early Settlement (Docket #7) setting certain deadlines for

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discovery and requiring the parties to submit a Joint Status Report and Discovery Plan by

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November 9, 2017;

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WHEREAS, because the Complaint asserts a private cause of action for violation of

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Section 14 of the Exchange Act of 1934 (the “Exchange Act”) for alleged false or misleading

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statements and omissions (Complaint ¶¶ 105-109), Defendants contend that this action is

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governed by the provisions of the Private Securities Litigation Reform Act of 1995 (“PSLRA”),

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15 U.S.C. §78u-4 et seq. See, e.g., 15 U.S.C. §78u-4(b)(1) (applying to “any private action

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arising under this Act [the Exchange Act] in which the plaintiff alleges that the defendant (A)

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made an untrue statement of a material fact; or (B) omitted to state a material fact necessary in

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order to make the statements made, in light of the circumstances in which they were made, not

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misleading”). Defendants further contend that the PSLRA imposes an automatic stay of

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discovery and all other proceedings “in any private action arising under [the Exchange Act]”

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when, as here, Defendants indicate that they intend to file a motion to dismiss the action,

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meaning that the Rule 26(f) conference, initial disclosures, and other matters are automatically

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stayed (15 U.S.C. § 78u-4(b)(3)(B)). Plaintiff does not concede that the PSLRA applies to this

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action, but does not oppose a stay of discovery until after the resolution of Defendants’

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anticipated motion to dismiss;

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WHEREAS, in addition, Defendants intend to file a motion to transfer this case to the

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United States District Court for the District of Delaware in light of the forum provision in Juno

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Therapeutics’ Amended and Restated Certificate of Incorporation;

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WHEREAS, in light of the foregoing, the parties agree that efficiency for the Court and

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the parties would be best served by deferring Defendants’ motion to dismiss the Complaint until

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after the Court has ruled on the anticipated motion to transfer, and that the discovery deadlines,
STIPULATION AND ORDER TO EXTEND TIME TO
RESPOND TO COMPLAINT, VACATE DISCOVERY
DEADLINES, AND SET BRIEFING SCHEDULE FOR
MOTION TO TRANSFER
2:17-CV-01356-RSM

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including the deadline set for submission of the Joint Status Report and Discovery Plan, should

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be vacated;

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WHEREAS, the parties have also met and conferred and agreed on a proposed briefing

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schedule for the forthcoming motion to transfer, such that the motion to transfer will be filed on

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or before November 17, 2017, Plaintiff’s opposition will be filed on or before January 2, 2018,

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and Defendants’ reply will be filed on or before February 1, 2018;

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THEREFORE, IT IS HEREBY STIPULATED AND AGREED, by and among the
respective parties hereto, that:
1.

Defendants shall file their motion to transfer on or before November 17, 2017,

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Plaintiff shall file his opposition to the motion to transfer on or before January 2, 2018, and

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Defendants shall file their reply on or before February 1, 2018.

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2.

Defendants’ deadline to file a motion to dismiss or other responsive pleading will

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be postponed until such time as the Court has ruled on the motion to transfer, and Defendants

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shall not be required to, and shall not waive any rights, arguments, or defenses by waiting to,

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answer, move, or otherwise respond to the Complaint.

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3.

After the Court rules on the motion to transfer, Plaintiff and Defendants shall

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promptly meet and confer regarding a schedule for Defendants’ anticipated motion(s) to dismiss

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the Complaint in either this Court or the transferee court in the District of Delaware.

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4.

The discovery deadlines set forth in the Order Regarding Initial Disclosures, Joint

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Status Report, and Early Settlement (Docket #7), including the November 9, 2017 deadline to

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submit a Joint Status Report and Discovery Plan, are vacated.

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5.

Nothing in this Stipulation shall be construed as a waiver of any of the parties’

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rights or positions in law or in equity, or as a waiver of any claims or defenses that the parties

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would otherwise have.

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IT IS SO STIPULATED.
Dated: November 2, 2017

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STIPULATION AND ORDER TO EXTEND TIME TO
RESPOND TO COMPLAINT, VACATE DISCOVERY
DEADLINES, AND SET BRIEFING SCHEDULE FOR
MOTION TO TRANSFER
2:17-CV-01356-RSM

s/ Gregory L. Watts
Gregory L. Watts, WSBA #43995
WILSON SONSINI GOODRICH & ROSATI, PC
701 Fifth Avenue, Suite 5100
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Seattle, Washington 98104
Telephone: [phone]
Facsimile: [phone]
Email:
[e-mail]

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Attorney for Defendants

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Dated: November 2, 2017

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s/ Dan Drachler
Dan Drachler, WSBA #27728
ZWERLING, SCHACHTER &
ZWERLING, LLP
1904 Third Avenue, Suite 1030
Seattle, Washington 98101
Telephone: [phone]
Facsimile: [phone]
Email:
[e-mail]
Attorney for Plaintiff David E. Mays

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STIPULATION AND ORDER TO EXTEND TIME TO
RESPOND TO COMPLAINT, VACATE DISCOVERY
DEADLINES, AND SET BRIEFING SCHEDULE FOR
MOTION TO TRANSFER
2:17-CV-01356-RSM

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ORDER

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GOOD CAUSE HAVING BEEN SHOWN, it is hereby ordered that:

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1.

Defendants shall file their motion to transfer on or before November 17, 2017,

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Plaintiff shall file his opposition to the motion to transfer on or before January 2, 2018, and

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Defendants shall file their reply on or before February 1, 2018.

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2.

Defendants’ deadline to file a motion to dismiss or other responsive pleading will

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be postponed until such time as the Court has ruled on the motion to transfer, and Defendants

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shall not be required to, and shall not waive any rights, arguments, or defenses by waiting to,

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answer, move, or otherwise respond to the Complaint.

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3.

After the Court rules on the motion to transfer, Plaintiff and Defendants shall

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promptly meet and confer regarding a schedule for Defendants’ anticipated motion(s) to dismiss

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the Complaint in either this Court or the transferee court in the District of Delaware.

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4.

The discovery deadlines set forth in the Order Regarding Initial Disclosures, Joint

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Status Report, and Early Settlement (Docket #7), including the November 9, 2017 deadline to

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submit a Joint Status Report and Discovery Plan, are vacated.

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5.

Nothing in this Stipulation shall be construed as a waiver of any of the parties’

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rights or positions in law or in equity, or as a waiver of any claims or defenses that the parties

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would otherwise have.

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DATED this 7th day of November 2017.

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A

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RICARDO S. MARTINEZ
CHIEF UNITED STATES DISTRICT JUDGE

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Submitted by:
Gregory L. Watts, WSBA #43995
WILSON SONSINI GOODRICH & ROSATI, P.C.
701 Fifth Avenue, Suite 5100
Seattle, WA 98104-7036
Telephone: [phone]
Facsimile: [phone]
Email: [e-mail]
Attorneys for Defendants
STIPULATION AND ORDER TO EXTEND TIME TO
RESPOND TO COMPLAINT, VACATE DISCOVERY
DEADLINES, AND SET BRIEFING SCHEDULE FOR
MOTION TO TRANSFER
2:17-CV-01356-RSM

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