La. Mun. Police Employees Ret. Sys. v. Pyott
Allergan, Inc. entered into a settlement with the U.S. Department of Justice pursuant to which Allergan pled guilty to criminal misdemeanor misbranding and paid a total of $600 million in civil and criminal fines. Various specialized plaintiffs' law firms subsequently filed derivative actions in the Court of Chancery and in the California federal court. The California federal court dismissed an amended and consolidated complaint pursuant to Rule 23.1 with prejudice (the "California judgment"). One Stockholder, UFCW Local 1776 & Participating Employers Pension Fund (UFCW) later intervened in the action before the Court of Chancery, and the plaintiffs filed a verified second amended derivative complaint ("the complaint"). The defendants moved to dismiss the complaint. The Court of Chancery denied the defendants' motions, holding (1) the California judgment did not mandate dismissal with prejudice under the doctrine of collateral estoppel; (2) the complaint pled demand futility under Rule 23.1; an (3) the complaint stated a claim under Rule 12(b)(6).