IN RE SAFETY-KLEEN CORP. BONDHOLDERS LITIGATION, 2004 U.S. Dist. LEXIS 30096

Summary

The purchaser claimed that the bondholders failed to show that it made a false statement, much less that it did so with scienter. The court held that the bondholders failed to show that the purchaser violated 15 U.S.C.S. § 78j(b) and 17 C.F.R. § 240.10b-5 in connection with the corporation's bond sales. The court found that the offering memoranda for the corporation's bond sales clearly purported, on its face, to be a statement of the corporation and contained no statements attributable to the purchaser, and that the purchaser could not be held liable under 15 U.S.C.S. § 78j(b) for aiding and abetting the creation and distribution of the corporation's offering memorandum. The court further found that the purchaser's other alleged statements made during bond marketing road shows, in its analyst reports, and in telephone conversations with potential buyers, whether true or false, were not made with the requisite scienter because there was no evidence that the purchaser had actual ...