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Well it's not that, does not expire till 2031, but seems there was some sort of update today of the DNS or nameserver from what I can tell. Could be a simple DNS nameserver issue, just not sure. Registrant Contact Information is in Toronto, CA. I do not recall if its always been that way.
They have been at that registry in Toronto for a while.
It is squarespace that owns it. What is unknown now is if it is a squarespace glitch with the DNS records or NWBO did not pay the bill. My bet is on the latter.
NWBO's AP indicates issues with paying bills. But who cares?
Nope, not a website issue.
Looks like they "forgot" to pay squarespace for the domain name.
Probably LG was in charge of paying the bill to the hosting site.
Not nearly as embarrassing as when he forgot to submit the OTC profile causing the, to be temporarily unlisted, or when he forget to respond to lawsuit causing a summary judgement against NWBO.
But LG does do well hanging out at the BIg Booze show.. Hope he uber's home.
No autologous treatment with a manufacturing system like this has ever existed.
Update: Project Orbis
Someone correct me if I'm wrong, but I believe, Aug 2024 for completion of Phase III. Preliminary phase II (outstanding) results were published in Nature.com pre-print -- awaiting full publication.
Agreed that in the hypothetical case of -L approval commercial sales GM (which is basically Advents cut) will be disclosed.
But what would it be? Advent has the MFG, that has been asserted as being so critical. NWBO can not kick them out of the space, the lease is as long as NWBO has the building. NWBO does not have the tech to manufacturer. Advent controls that.
So why can Advent not demand whatever cut they want?
It is stunning shareholders do not see this issue.
I was under the assumption that the phase 2 review period would only occur if there was an RFI. Wouldn't the 70-day process be skipped if no RFI is needed?
Although discussed ad nauseam- as posted for those who can read and comprehend ...
Applications can be fast tracked if there is compelling evidence of benefit in a public health emergency or if there is a shortage of supply of an essential medicine that has been verified by the Department of Health and Social Care (DHSC).
Thanks, but the "swift" in that is an adjective.
So far the MHRA has only announced the IRP, which certainly does allow drugs that other RA have approved to be approved by MHRA swiftly.
Whatever else they are proposing, we will have to see. But that does ot assert any such thing as a SWIFT approval program.
This seems to be a stronger argument as time goes by. Could Linda have gotten $10/sh back in the day?
Does this MHRA SWIFT program even exist?
I can find no hint of of it. I do see how MHRA is hyping changes to insure swift approvals. But that is lowercase, and not a program. Just like saying they will be faster.
Maybe I am missing something, but I suspect you are chasing nothing more than NWBO message board hype.
By mid-March... give or take two weeks... NWBO will have DCVAX-L approval. You heard it here, folks.
Well, if investors won't sell, then the crooks have to run the stop-loss orders to get shares. They have a ton to cover before approval!
NWBO is selling about 100M shares a year. That is plenty enough to cover.
Nobody is in hurry, all clocks run relative to LPs.
Any guesses on how long it will take NWBO to get back to MHRA on issues with the submission? I see it has been over a year for NWBO to get back to NICE on the -L opinion.
And UCLA owns the license, NOT NWBO
“MAX” has worldwide negative connotations.
I doubt AMRN's EPAMAX suffers from loose bolts or out of control automatic trim systems if that is your point.
So why did none start a trial on their own of an ATL-DC in any other indication?
No IP blocks that. No market exclusivity would block it, And the idea they could not figure out how to manufacture it is funny.
If BP really was interested, they would not sit still.
I see you now admit that NWBO's business is selling stock.
That is a good first step.
Thanks for buying more!
The only way for shorts to make money is for retail fools to buy the crap they are selling!
And why have they not actually started on the NICE process?
Still at step 0 while liasing with NWBO as to when they will be ready to go forward.
Wondering when DcVax + PD-1 combo patent receives the final decision?
Agree with your thoughts. The judge giving nwbo lawyers a chance to refile wasn't because he thought there was a legitimate issue to be decided but to give the appearance of fairness. I expect the MTD to be granted. I sincerely hope I'm wrong but I've become very cynical lately.
It is the R&R, not me, that says the case should be dismissed and NWBO should refile with the details of how the sale prices of the NWBO was contractually tied to closing prices on the alleged spoofing dates.
You can argue with the Court logic on this, as team NWBO has done, We will see what the Court decides.
I did use a poor word when I said "establish". NWBO does not need to prove the assertion. They just need to assert with further details into how the sale prices were based on the closes.
No link, but I posted the full text of it in post 663778
The full doc is on Pacer (but not PacerMonitor as of last check). Pacer is a pay site (though free for casual use)
The reason you do not see it in courtlistener is that there were 2 documents submitted under 142. One was the objection and one was just an addendum. For whatever reason PacerMonitor only had the latter. Courtlistner's PDF button goes to PacerMonitor (free).
BTW, you can sign up for Pacer. You need an account with a credit card, but unless you go insane the monthly free pages will keep your cost to $0.
Yes, and he claimed, falsely, that she was not going because he had terrified her with his supposed knowledge that she was involved in a fraud. What a psychopath and freak that guys is!
For those interested in $NWBO, Dr. Linda Liau is no longer speaking at tomorrow’s NYAS cancer immunotherapy symposium. Her talk is being given by someone else.
Nice chart.
NWBO does not assert they were spoofed that day. Even though we know they sold 10's of millions shares around that date, they do not claim any were based on the spoofed price. See exhibit 2 of the amended complaint.
NWBO does assert there were asks that date that signaled spoofing. What is odd is the numbers and time they post.
On 5/10 they assert the MMs placed baiting orders of about 100k shares that morning at prices around $1.5. No baiting at all below $1.2. And the MMs used that to cover/buy a whopping 4,5K shares are about $1.45 (by eyeball). See exhibit 1 of the amended complaint
The above numbers on a day when 77M shares traded and in a time frame where NWBO printed over 20M shares (see CaptionObvious's numbers)
I'm still not clear when NWBO thought they were being spoofed, has that been explained?
From a layman's perspective, I found Posner's amended brief to be as thorough as one could hope, and more than sufficient under an honest court to move to discovery.
Old news.
LMAO.
GGB's post was from Dec when the R&R was new news the objections were not yet seen.
But I guess you and DD don't care about reality. Just keep throwing crap on the wall and you know most of the LP SMA will repeat and believe it.
What follows is that actual object raised by team NWBO. The pdf available on court listener (or pacermonitor) is incomplete. The full submission is in pacer proper.
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 1 of 24
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
NORTHWEST BIOTHERAPEUTICS, INC.,
Plaintiff,
Case No: 1:22-cv-10185-GHW-GS
- against-
CANACCORD GENUITY LLC, CITADEL
SECURITIES LLC, G1 EXECUTION
SERVICES LLC, GTS SECURITIES LLC,
INSTINET LLC, LIME TRADING CORP.,
and VIRTU AMERICAS LLC,
Defendants.
PLAINTIFF’S LIMITED OBJECTION TO MAGISTRATE JUDGE STEIN’S
REPORT AND RECOMMENDATION REGARDING
THE ELEMENT OF LOSS CAUSATION
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 2 of 24
TABLE OF CONTENTS
I. INTRODUCTION ................................................................................................................ 1
II. STANDARD OF REVIEW.................................................................................................. 4
III. PLAINTIFF ADEQUATELY ALLEGES LOSS CAUSATION ........................................ 5
A. Plaintiff Adequately Alleges Temporal Proximity With Respect To Its Sales Of At
Least 49 Million Shares .................................................................................................. 6
1. The Complaint Adequately Alleges A Formulaic Link Between Its Sale Prices
And Defendants’ Spoofing ..................................................................................... 6
2. The Complaint Adequately Alleges Temporal Proximity For NWBO’s Sales That
Occurred Less Than 6.5 Hours After Spoofing Episodes ....................................... 9
B. The Complaint Also Adequately Alleges Long-Term Price Impact ............................ 11
1. The Milgrom Report Quoted In The Complaint Supports A Long-Term Price
Impact From Spoofing .......................................................................................... 12
2. The Complaint’s Allegations Regarding Partial Reversion Of Spoofing Impacts
Do Not Undermine Its Loss Causation Allegations .............................................. 15
3. The Complaint Contains More Compelling Allegations On Long-Term Price
Impact Than Those Held Sufficient In Other Spoofing Cases ............................. 17
IV. CONCLUSION .................................................................................................................. 19
i
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 3 of 24
TABLE OF AUTHORITIES
Page(s)
Cases
Alaska Electrical Pension Fund v. Bank of America,
No. 14-CV-7126 (JMF), ECF No. 503-4 .................................................................................15
Artista Recs., LLC v. Doe 3,
604 F.3d 110 (2d Cir. 2010).......................................................................................................5
Bell Atlantics Corp. v. Twombly
550 U.S. 544 (2007) ..................................................................................................................5
In re Barclays Liquidity Cross & High Frequency Trading Litig.,
390 F. Supp. 3d 432 (S.D.N.Y. May 28, 2019) .......................................................................18
Chabra v. Maplewood Partners, L.P.,
No. 12-CV-1113(JS)(ARL), 2016 WL 868207 (E.D.N.Y. Mar. 7, 2016) .................................5
Chill v. Gen. Elect. Co.,
101 F. 3d 236 (2d Cir. 1996)....................................................................................................19
CP Stone Fort Holdings, LLC v. Doe(s),
No. 1:16-cv-04991, ECF 67 (N.D. Ill. Oct. 3, 2017) ...............................................................18
DoubleLine Capital LP v. Construtora Norberto Odebrecht, S.A.,
413 F. Supp. 3d 187 (S.D.N.Y. Sept. 23, 2019) (Woods, J.) .................................................2, 6
Gamma Traders – I LLC v. Merrill Lynch Commodities, Inc.,
41 F. 4th 71 (2d Cir. 2022) .............................................................................................. passim
LJM Partners, Ltd. v. Barclays Capital Inc.,
No. 19-CV-368, 2023 WL 6311471 (N.D. Ill Sept. 28, 2023) ..........................................11, 14
Lopa v. Fireman’s Fund Ins. Co.,
No. 11-CV-2973(SJ)(VMS), 2014 WL 1311531 (E.D.N.Y. Mar. 31, 2014) ............................5
Loreley Fin. (Jersey) No. 3 Ltd. v. Wells Fargo Sec., LLC,
797 F.3d 160 (2d Cir. 2015) .....................................................................................................5
Mugabo v. Wagner, Joan Fam.,
No. 20-CV-1390-A, 2022 WL 954403 (W.D.N.Y. Mar. 30, 2022) ..........................................5
Set Capital LLC v. Credit Suisse Group AG,
996 F.3d 64 (2d Cir. 2021).........................................................................................................5
ii
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 4 of 24
Sharette, v. Credit Suisse Int’l.,
127 F. Supp. 3d 60 (S.D.N.Y. Aug. 20, 2015). ....................................................................5, 17
In re Tufin Software Technologies Ltd. Sec. Litig.,
No. 20-cv-5646, 2022 WL 596861 (S.D.N.Y. Feb. 25, 2022) (Woods, J.) .............................19
In re Wells Fargo & Co. Sec. Litig.,
No. 20-cv-4494, 2021 WL 4482102 (S.D.N.Y. Sept. 30, 2021) (Woods, J.) ............................5
Xu v. Gridsum Holding, Inc.,
2020 WL 1508748 (S.D.N.Y. Mar. 30, 2020) .........................................................................19
iii
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 5 of 24
Plaintiff Northwest Biotherapeutics, Inc. (“NWBO” or “Plaintiff”) respectfully submits
this limited objection to Magistrate Judge Stein’s Report & Recommendation (“R&R”) regarding
the element of loss causation on Defendants’ motion to dismiss Plaintiff’s Amended Complaint
(ECF 137).1
I. INTRODUCTION
This case arises from Defendants’ illegal manipulation of NWBO’s share price between
December 5, 2017 and August 1, 2022 (the “Relevant Period”). As Magistrate Judge Stein held
in a detailed 85-page R&R, the Complaint adequately alleges that throughout the Relevant Period,
Defendants deliberately engaged in repeated manipulative spoofing of NWBO shares that
interfered with the natural forces of supply and demand, driving NWBO’s share price downward
and causing NWBO to sell shares at depressed prices. (¶ 1.) By manipulating the market through
their spoofing, Defendants caused Plaintiff to suffer significant losses: due to Defendants’
spoofing, NWBO sold over 283 million shares at artificially depressed prices, including 49 million
shares sold at the closing price on dates when Spoofing Episodes occurred. (¶11.)
Defendants moved to dismiss the Complaint and the R&R properly rejected all of
Defendants’ arguments that the Complaint failed to adequately plead manipulative acts, scienter,
and reliance. The R&R correctly concluded that the Complaint “contains particularized factual
allegations evincing all” of the indicia of spoofing that courts consider when distinguishing
spoofing from legitimate market activity, and “amply support[s] the inference that Defendants’
conduct affected the market price for NWBO stock.” (R&R p. 33, 46.) It also properly concluded
1
Citations to the Report & Recommendation are set forth as “R&R p. __.” References to “¶ __”
are to paragraphs of the Amended Complaint (ECF 95) (the “Complaint”). Unless otherwise
indicated, emphasis is added, quotation marks and citations are omitted, and alterations are
adopted.
1
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 6 of 24
that the Complaint adequately pled scienter in two independent ways – by sufficiently alleging
“motive and opportunity” (R&R p. 54-59) and “conscious misbehavior or recklessness.” (R&R p.
59-64.) And the R&R correctly concluded that the Complaint sufficiently alleged reliance through
the fraud on the market doctrine. (R&R p. 79-84.)
The R&R recommends that the Complaint be dismissed solely due to its conclusion that
NWBO failed to adequately plead loss causation, but also that NWBO be granted leave to replead
its loss causation allegations because doing so would not be futile. (R&R at 84.) If the District
Court affirms the R&R, NWBO will amend its complaint in accordance with Judge Stein’s
recommendation. However, Plaintiff respectfully asserts that the Complaint already adequately
meets Rule 8’s “not [] heavy” burden necessary to plead loss causation. DoubleLine Cap. LP v.
Construtora Norberto Odebrecht, S.A., 413 F. Supp. 3d 187, 212 (S.D.N.Y. Sept. 23, 2019)
(Woods, J.) (citing Loreley Fin. (Jersey) No. 3 Ltd. v. Wells Fargo Sec., LLC, 797 F.3d 160, 187
(2d Cir. 2015)). The R&R’s loss causation conclusion was based on the Court’s inability to locate
an expert report cited to and quoted in the Complaint regarding the long-term economic impact of
market manipulation (attached hereto as Exhibit A), and its mistaken conclusion that the
Complaint did not “complete the circle of causation” by pleading “how the various stock sale
prices were ‘formulaically derived’ from the closing prices on the days when Spoofing Episodes
took place.” Compare R&R at 71 with Cmplt. at 289. It also applies a legal standard at odds with
Gamma Traders – I LLC v. Merrill Lynch Commodities, Inc., 41 F. 4th 71 (2d Cir. 2022) (“Gamma
Traders”).
The Complaint alleges in detail how Defendants’ spoofing scheme forced the Plaintiff to
sell its stock at artificially depressed prices by directly linking Defendants’ spoofing to the
Plaintiff’s sales of NWBO stock immediately thereafter. These allegations satisfy the two
2
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 7 of 24
independently sufficient ways to plead loss causation set forth in Gamma Traders: (1) that a
plaintiff traded “so close in time to Defendants’ spoofing” as to permit the court to “infer as a
matter of common sense that the market prices were artificial” when plaintiff traded (the “temporal
proximity” theory), or (2) a factual basis indicating that the effects of the spoof lasted for a
protracted period so as to “justify an inference that the market price was still artificial” when
plaintiff traded (the “long-term price impact” theory). Id. at 80-81.
The Complaint pleads in detail that NWBO sold over 283 million shares of its stock in
hundreds of distinct transactions during the Relevant Period. (¶¶ 11, 288-89.) The Complaint
included as Exhibit 2 an 11-page chart detailing the date, number of shares, price per share, and
dollar volume for each of these sales transactions. (ECF 95-2.) It explains that more than 49
million shares were sold at prices “formulaically derived from the closing price on dates where
Spoofing Episodes occurred” – i.e. in temporal proximity to Defendants’ spoofing (¶ 289). And,
that the remainder of the 283 million shares were also sold at “artificially depressed” prices (¶ 288)
because Defendants’ spoofing had “both a temporary and long-term adverse effect” on the price
of NWBO’s stock. (¶ 292; see also ¶ 60). Plaintiff’s allegations thus make it “plausible-rather than
merely speculative – that [NWBO’s] own trades interacted with Defendant’s transactions to
[NWBO’s] detriment.” Gamma Traders, 41 F.4th at 79.
The R&R makes three errors in its analysis of the law and the factual allegations in the
Complaint.
First, while the R&R correctly found that the Complaint adequately pled that NWBO’s
sales in transactions for which the sale price was derived from a closing price on days in which
Defendants spoofed within one hour of market close satisfied the temporal proximity theory under
Gamma Traders (R&R at 70), it incorrectly concluded that the Complaint did not sufficiently
3
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 8 of 24
explain the formula for how those sales prices were determined by closing prices. This conclusion
is incorrect in two ways – Rule 8 does not require this level of detail, and in any event, the
Complaint provides just that. (See ¶¶ 288-296.)
Second, the R&R concluded that the Complaint failed to adequately allege temporal
proximity under Gamma Traders for sales that occurred at prices derived from the closing price
on the same day, but more than one hour after, Defendants spoofed. This conclusion is also
incorrect in two ways – Gamma Traders does not restrict temporal proximity to one hour, and the
Complaint contains factual allegations sufficient to support price impact for sales that occurred
after, but on the same day as, Defendants’ spoofing.
Third, the R&R incorrectly concluded that the Complaint failed to adequately allege a long-
term price impact under the second theory identified in Gamma Traders. To the contrary; the
Complaint alleges in detail that the impact of Defendants’ spoofing activity “extended beyond the
specific spoofing cycle … because the market neither immediately nor fully rebounded from the
manipulated prices once each of the Spoofing Episodes was completed.” (¶ 293). The R&R
appears to base its conclusion on an incomplete understanding of the Complaint’s allegations and
inability to locate certain academic literature cited and quoted in the Complaint, which provides
ample support for the plausible inference that Defendants’ spoofing negatively impacted the
market price of NWBO over the Relevant Period – all that is required under Rule 8 at the motion
to dismiss stage.
The R&R should be adopted as to its conclusions regarding manipulative acts, scienter,
and reliance, and this Court should hold that the Complaint also adequately alleges loss causation.
Accordingly, Defendants’ motion to dismiss should be denied in its entirety.
II. STANDARD OF REVIEW
When reviewing an R&R, the District Court has full discretion to “accept, reject, or modify,
4
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 9 of 24
in whole or in part, the findings or recommendations made by the magistrate judge.” 28 U.S.C. §
636(b)(1). For any dispositive matter, “any part of the magistrate judge’s recommendation that
has been properly objected to must be reviewed by the district judge de novo.” Artista Recs., LLC
v. Doe 3, 604 F.3d 110, 116 (2d Cir. 2010) (citing Fed. R. Civ. P. 72(b)).
In considering a motion to dismiss under Rule 12(b)(6), the Court must “accept[] all factual
allegations in the complaint as true” and “draw[] all reasonable inferences in the plaintiff’s favor.”
Set Capital LLC v. Credit Suisse Group AG, 996 F.3d 64, 75 a (2d Cir. 2021) (citation omitted).
See also In re Wells Fargo & Co. Sec. Litig., No. 20-cv-4494, 2021 WL 4482102, at *8 (S.D.N.Y.
Sept. 30, 2021) (Woods, J.) (same). “Rule 12(b)(6) does not countenance . . . dismissals based on
a judge’s disbelief of a complaint’s factual allegations.” Bell Atlantic Corp. v. Twombly, 550 U.S.
544 at 556 (2007).
III. PLAINTIFF ADEQUATELY ALLEGES LOSS CAUSATION
Loss causation “is the causal connection” between the alleged misconduct and plaintiff’s
economic harm. Erica P. John Fund, Inc. v. Halliburton Co., 563 U.S. 804, 808 (2011). Under
the “prevailing practice” in this District, loss causation need not be plead with particularity.
Sharette v. Credit Suisse Int’l., 127 F. Supp. 3d 60, at 80, 102-03 & n.12 (S.D.N.Y. Aug. 20, 2015).
“A short and plain statement in accordance with Rule 8 of the Federal Rules of Civil Procedure is
sufficient.” Id. at 103. See also Harrington Global Opportunity Fund, Ltd v. CIBC World Markets
Corp., 585 F. Supp. 3d 405 at 419 (S.D.N.Y. 2022) (“A plaintiff’s burden in alleging loss causation
‘is not a heavy one.’”) (“Harrington I”) (quoting Loreley Fin. (Jersey) No. 3 Ltd. v. Wells Fargo
Sec., LLC, 797 F.3d 160, 187 (2d Cir. 2015)); DoubleLine Capital LP, 413 F. Supp. 3d at 212
(same). The allegations in the Complaint more than meet this standard.
In Gamma Traders, the Second Circuit set forth two independently sufficient ways in
5
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 10 of 24
which loss causation may be pled in a spoofing case.2 Under the “temporal proximity” theory, a
plaintiff may allege that it traded “so close in time to Defendants’ spoofing” as to permit the court
to “infer as a matter of common sense that the market prices were artificial” when plaintiff traded.
Under the “long-term price impact” theory, a plaintiff may allege a factual basis indicating that the
effects of the spoof lasted for a protracted period so as to “justify an inference that the market price
was still artificial” when plaintiff traded. 41 F. 4th at 80-81. The Complaint satisfies both of these
theories, as it alleges exactly how Defendants’ manipulative spoofing allowed Defendants to
manipulate and depress the price of NWBO stock and how, as a result of Defendants’ spoofing, it
was forced to sell stock at artificially depressed prices.
A. Plaintiff Adequately Alleges Temporal Proximity With Respect To Its Sales Of
At Least 49 Million Shares
1. The Complaint Adequately Alleges A Formulaic Link Between Its Sale
Prices And Defendants’ Spoofing
Plaintiff alleges numerous instances in which it sold shares at prices that were artificially
depressed by Defendants’ spoofing: NWBO sold “more than 49 million shares . . . where the sale
price was formulaically derived from the closing price on dates where Spoofing Episodes occurred,
such that a decline in the price on that day caused a decline in the price at which Plaintiff sold
shares of NWBO stock.” (¶ 289.) It lays out in painstaking detail the (1) transaction date; (2)
number of shares sold; (3) sale price; (4) pricing date; (5) number of spoofing episodes during that
day; and (6) the average return to Spoofing Episodes for each of those 49 million shares. (Id.)
And, it even details 30 instances in which Defendants spoofed within an hour, and in some
2
Gamma Traders involved alleged violations of the Commodity Exchange Act (“CEA”) and
analyzed the timing of the alleged violative conduct relative to the plaintiff’s trades in the context
of the need to plead “actual damages” under the CEA, rather than the element of loss causation in
securities fraud cases. Gamma Traders, 41 F.4th at 78.
6
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 11 of 24
instances, just seconds before a NWBO sale.3 (Id. (as denoted by the asterisk)). The 30 instances
comprise a total of approximately 10.9 million of the more than 49 million in shares encompassed
by the loss causation chart in Paragraph 289.
The R&R correctly found that “Plaintiff’s allegations regarding the 30 instances in its chart
in which Spoofing Episodes occurred within an hour of the market’s close are sufficient to plead
loss causation under the temporal proximity theory outlined in Gamma Traders,” and that “[t]hese
allegations are far more specific than those in Gamma Traders, where plaintiff failed to plead when
it traded its stock, leaving it unclear how much time elapsed between the spoofing and the
plaintiff’s trades.” (R&R p.70). However, the R&R wrongly concluded that, “in order to proceed
on a temporal proximity theory as to these 30 instances, Plaintiff must complete the circle of
causation by pleading in an amended complaint a sufficient explanation as to how the various stock
sale prices were ‘formulaically derived’ from the closing prices on the days when Spoofing
Episodes took place.” (R&R pp. 70-71.) Specifically, the R&R mistakenly stated that “[n]either
in the FAC nor its opposition brief does Plaintiff explain what it means when it says that the ‘sale
price was formulaically derived from the closing price.’” (R&R p. 67.) It observed that “t is
possible that a formulaic connection exists between NWBO’s stock sales and the closing price(s)
on these temporally distant ‘Pricing Date(s)’ because (for example) the sale price was based on an
average of NWBO’s closing stock price on various dates. But in the absence of an explanation in
the FAC, it is impossible to tell.” Id.
The R&R’s recommendation in this respect is incorrect in two ways – this level of
3
See R&R p. 68 (“To be sure, NWBO’s statement that, in these instances, Defendants spoofed
“within an hour” of a NWBO sale cannot be taken literally; the chart shows that most of the 30
instances involve sales that took place days or weeks after (or, in some cases, before) the Spoofing
Episodes in question. But to the extent NWBO represents that the sale price was determined based
on the closing price on a day when there were Spoofing Episodes within an hour of the market’s
close at 4:00 p.m., the effect would be the same.”)
7
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 12 of 24
specificity is not required by Rule 8, and in any event, the Complaint provides it.
Paragraph 289 of the Complaint alleges that “of Plaintiff’s 283 million shares of stock sold
during the Relevant Period, more than 49 million shares were sold by Plaintiff where the sale price
was formulaically derived from the closing price on dates where Spoofing Episodes occurred, such
that a decline in the price on that day caused a decline in the price at which Plaintiff sold shares
of NWBO stock.” (¶ 289.) This is a factual allegation, ignored in the R&R, that must be accepted
as true at the motion to dismiss stage, and that more than satisfies the liberal Rule 8 pleading
standard.4 Thus, the Complaint in fact provides exactly the type of explanation that the R&R found
lacking.
While the Complaint does not reproduce the complete mathematical formula for each sale
(which varies from sale to sale, so would require dozens of additional pages of allegations), it does
specifically allege that this formula was monotonic5 in the closing price for each date. That is, the
sale price generated by each of these formulas always decreased if the closing price of NWBO
stock decreased on the indicated pricing date. (¶ 289.) The R&R suggests that it would be
sufficient to replead that the closing price was, for instance, the “average of closing prices on
various dates,” (R&R p. 67), but that is no different a level of specificity than the Complaint’s
current allegation that a decline in the price on that day mathematically caused a decline in the
price at which Plaintiff sold shares of NWBO stock.
Furthermore, the Complaint goes even further, providing a specific example of exactly how
the closing price on a given date impacted NWBO’s sale price in a particular transaction.
4
The factual nature of this allegation is precisely of the type that must be accepted as true at the
pleading stage, and can be clearly contrasted with conclusory allegations that do not deserve that
presumption, such as “Plaintiff sold shares at prices impacted by Defendants’ conduct.”
5
“Having the property either of never increasing or of never decreasing as the values of the
independent variable of the subscripts of the terms increase.” Monotonic, MERRIAM-WEBSTER
(2022).
8
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 13 of 24
Specifically, in paragraph 290 (not cited in the R&R), the Complaint alleges that “on Sunday,
December 12, 2021, Plaintiff sold 1.9 million shares at a price equal to the closing price of NWBO
stock on Friday, December 10, 2021.” That paragraph then provides further detail about the
opening and closing prices of NWBO stock that day, as well as a comparison to the S&P 500 and
the OTCQB indices, and pleads that there was no negative news about NWBO issued that day.
The subsequent paragraph details the impact of Defendants’ spoofing on that day, including that
“[a]ll five Spoofing Episodes in NWBO’s shares that day occurred in the final hour of trading”
and continued until minutes prior to the market close. (¶ 291.)
It is difficult to envision any greater specificity regarding the relationship between the
closing price on December 10, 2021, and the price at which NWBO sold shares on December 12,
2021, since the two prices are defined as mathematically equal to each other and have a one-to-
one direct relationship. The sale on Sunday (a non-trading day) occurred at the closing price on
Friday (the most recent trading day). This necessarily “complete(s) the circle of causation” (R&R
p. 71) under any analysis and satisfies the pleading standard for loss causation.
2. The Complaint Adequately Alleges Temporal Proximity For NWBO’s
Sales That Occurred Less Than 6.5 Hours After Spoofing Episodes
In Gamma Traders, the Second Circuit held that “same-day, post-spoof trades” could
justify “an inference of injury” if the complaint provides “factual allegations justifying an
inference that the effects of the spoof linger” for that long. 41 F.4th at 80. While the Gamma
Traders plaintiff did not do so, Plaintiff does so here.
In Gamma Traders, the plaintiff “never pleaded that it traded after Defendants spoofed on
a particular day” or even that it traded “in close proximity to Defendants’ spoofing.” 41 F.4th at
77, 81. Rather, it alleged “conclusorily” via “rote probabilities” that “there must have been at least
one trade – though it has no idea which one or when it may have occurred – in which it came out
9
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 14 of 24
on the net losing end of Defendants’ market manipulation” and that it was “implausible as a matter
of sheer probabilities that Defendants’ spoofing activities never once affected the price at which
Gamma traded.” Id. at 78.
By contrast, Plaintiff here cites numerous specific examples in which it traded after, and in
close proximity to, Defendants’ spoofing, as well as “facts to support its theory about the length
of time that spoofing affect[ed] the market or the timing of any of its trades in relation to the
spoofs.” Id. at 81-82. Indeed, exactly as prescribed by the Second Circuit in Gamma Traders,
Plaintiff alleges how “its trades occurred so close in time to Defendants’ spoofing as to permit [the
Court] to infer as a matter of common sense that the market prices were artificial when [NWBO]
traded.” Id. at 80.
The R&R found that “[w]ith the exception of those 30 instances (which relate to 27 separate
stock sales), the other NWBO sales [the 70 other stock sales in Plaintiff’s loss causation chart (see
¶ 289)] are too remote in time from alleged Spoofing Episodes to plead “close proximity” under
Gamma Traders,” and that “[f]or most of these stock sales, the Spoofing Episodes took place in
the morning, from four to more than six hours before the end of the trading day. This is too far
removed from the corresponding sale to be considered ‘close.’” (R&R p.71.)
However, the R&R also found that Plaintiff has alleged enough facts to support a common-
sense inference that, with respect to the 10.9 million shares sold in the 30 asterisked instances,
NWBO’s stock price remained artificially depressed at the close of trading on the Pricing Dates
in question. (R&R p.70-71.) The R&R offers no analysis or explanation of why this same
“common-sense inference” disappeared at a bright-line cutoff of one hour (and would not last at
least 6.5 hours, the length of a single trading day), a threshold not found in Gamma Traders or any
10
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 15 of 24
other loss causation decision of which Plaintiff is aware.6 To the contrary; the Second Circuit in
Gamma Traders assumed that such “same-day, post-spoof” sales could be sufficiently close
enough in time to have been negatively impacted by Defendants’ spoofing, and recognized, “the
effects of spoofing pose questions of fact.” 41 F.4th at 80. Determining the length of time
Defendants’ spoofing impacted the market price for NWBO will necessarily be the subject of hotly
contested expert testimony and, as such, is inappropriate for determination at the motion to dismiss
stage.
Furthermore, there is no economic justification, and certainly not before expert testimony,
for a bright-line threshold of 60 minutes. There is no discontinuity that would justify different
treatment for sales priced 59 minutes after a Spoofing Episode and those sales priced 61 minutes
after a Spoofing Episode. Here, in addition to the 30 sales priced within one hour after Defendants’
spoofing, the Complaint and Exhibit 1 describe 36 sale-spoof pairs in which the Defendants
spoofed just 60 and 120 minutes before NWBO’s sale(s) were priced, and another 41 sale-spoof
pairs in which the Defendants spoofed just 120 and 180 minutes before NWBO’s sales were priced.
Plaintiff has thus adequately alleged loss causation for each of Plaintiff’s sales that were priced at
the closing prices for which Defendants spoofed within the same trading day (6.5 hours).
B. The Complaint Also Adequately Alleges Long-Term Price Impact
The Complaint also adequately alleges sufficient “facts to support its theory about the
length of time that spoofing affect[ed] the market” for NWBO stock, sufficient to plead loss
causation for those sales that occurred (or were priced) more than one day after Defendants’
spoofing. Gamma Traders, 41 F.4th at 81-82.
6
In LJM Partners, Ltd. v. Barclays Capital Inc., No. 19-CV-368, 2023 WL 6311471, at *16 (N.D.
Ill Sept. 28, 2023), the court held that allegations that Defendants’ conduct affected the price of a
security “for the entire afternoon of February 5 and morning of February 6,” during which time
the plaintiff transacted, was sufficient under Gamma Traders to plead loss causation.
11
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1. The Milgrom Report Quoted In The Complaint Supports A Long-
Term Price Impact From Spoofing
The Complaint provides direct quotations and relevant conclusions from the expert report
of Nobel Prize-winning economist Dr. Milgrom in Alaska Electrical Pension Fund, et al. v. Bank
of America, N.A., et al., No. 1:14-CV-7126 (S.D.N.Y.) to support its allegation that Defendants’
spoofing affected the market for NWBO throughout the Relevant Period:
The persistence of the price impact of manipulation is well-established in the
market microstructure literature. As Nobel prize-winning economist Professor Paul
Milgrom has explained: “Because manipulative trades are viewed by market
participants as potentially informed, and potentially informed trades can result in
permanent price impact, manipulative trades can lead to permanent price impact.”
Based on an extensive review of the literature, Dr. Milgrom gives two reasons for
why market participants cannot readily identify manipulative trades: First, it is
highly improbable that manipulative trades can immediately be identified as
manipulative and uninformed by market participants. For any agent in the market,
the incentive to gather private information – and thus to become an informed trader
– is directly related to the volume of its trades and the size of its positions. The
Defendants here are among the largest market participants and have powerful
incentives to be well-informed. Other participants would likely expect this, and
therefore have good reason to treat their trades as potentially informed. This
tendency of large traders to be well informed is also observed by others in the
market microstructure literature. Second, it is also improbable that the public will
eventually come to know which trades were manipulative and uninformed. For all
these reasons and others, Professor Milgrom concluded, “The market
microstructure literature demonstrates clearly how potentially informed trades can
result in permanent price impact.” (¶ 60.)
The R&R did not consider the content of the Milgrom report because it could not locate it.
See R&R p. 73 n.31 (stating that the report is not available on the docket and “the Court is unable
to review it for itself”). For the Court’s reference, attached as Exhibit A is the ECF-stamped full
Milgrom report, which is available on PACER as ECF No. 557-7, Exhibit 7 to Declaration of Marc
L. Greenwald in Support of Motion to Certify Class and Appointment of Class Counsel (filed Jan.
26, 2018).7
7
Notably, the Milgrom report was submitted in Alaska Electrical Pension Fund by counsel for the
12
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 17 of 24
Addressing only the Complaint’s paragraph discussing the Milgrom report, the R&R
concludes that “nothing in the FAC suggests that the Milgrom report concerned spoofing,” and
from that reasoned that its conclusions are not applicable to the present case. (R&R p. 73-74.)
Specifically, the R&R reasons that spoofing differs from other forms of market manipulation
because spoofing schemes rely on “the execution of trades [i.e., Executing Purchases] that push
the price in the other direction.” (R&R p. 74.) The R&R distinguishes the Milgrom report because
in the ISDAfix matter in which that report was submitted, “the profitability of the scheme did not
depend on subsequent trading or a subsequent movement of the manipulated price in the opposite
direction.” (Id.) By contrast, the R&R concludes, it would be unreasonable to infer that “spoofed
Baiting Orders continue to emit a false pricing signal to the market after they have been cancelled
and the spoofer has purchased and resold the stock.” (R&R p. 75.)
As the R&R acknowledges, because it did not review the Milgrom report, it was unable to
evaluate the extensive economic evidence presented therein, which establishes the persistent price
impact of manipulative spoofing. (R&R at p. 73 n. 31.) The Milgrom report does not mention
price fixing or other factual allegations in or unique to the ISDAfix matter, but rather discusses the
extensive economic literature establishing that the price impact of any form of trade-based
manipulation (like spoofing) is not likely to fully reverse.
The Milgrom report also specifically addressed the concern in the R&R that unwinding a
manipulative spoof through subsequent trading to realize profits would eliminate the permanent
plaintiffs, which included Quinn Emanuel, counsel for Defendant Citadel here. As such, even
Defendants’ counsel recognize that there is often a long-term price impact from market
manipulation like that at issue here.
13
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 18 of 24
price impact of that manipulation:8
There is, however, no symmetry in the manipulative trade and its unwinding. A
manipulative trader who wants, for example, to raise a price will buy in a way that
maximizes the price impact. However, when unwinding the trade, that same trader
will seek to minimize the price impact to avoid losses. Therefore, the upward effect
can be expected to exceed the downward effect from unwinding—and that
difference may represent a permanent effect.9
The Complaint contains detailed factual allegations that show that Defendants engaged in
asymmetric behavior that yielded an asymmetric price impact between manipulative Spoofing
Episodes and the unwinding of that manipulation, just as described in the Milgrom Report. The
8
Milgrom Rpt. at 17 (“[A]fter a manipulative trade, the manipulative trader would be left with
inventory to rebalance by “unwinding” the manipulation.”). Spoofing episodes are a kind of
“manipulative trade” notwithstanding the cancellation of Baiting Orders because Baiting Orders
induce other market participants to sell shares at artificially depressed transaction prices. ¶¶ 74,
76, 87, 90, 101, 104, 115.
9
Id. (emphasis added). A large economic literature shows that the price impact of order flow
depends on the relative imbalance of supply and demand in the order book. See, e.g., Rama Cont
et al., The Price Impact of Order Book Events, 12 J. FIN. ECONOMETRICS 47 (2014) (future price
changes are driven by the imbalance between supply and demand at the best bid and ask prices);
Martin D. Gould & Julius Bonart, Queue Imbalance as a One-Tick-Ahead Price Predictor in a
Limit Order Book, 2 MARKET MICROSTRUCTURE & LIQUIDITY 1650006 (2016) (buy-side
imbalances predicts future price increases); Justin A. Sirignano, Deep Learning for Limit Order
Books, 19 QUANT. FIN. 549 (2017) (neural networks trained on order flow deep in the limit order
book predict future changes in the best bid and best ask price). Moreover, the academic literature
on spoofing, including a paper cited in the R&R at p. 62, also suggests that spoofing undermines
long-run price accuracy. See Basil Williams & Andrzej Skrzypacz, Spoofing in Equilibrium
(2021), https://papers.ssrn.com/sol3/papers.cfm?abstract_id=3742327. In this simplified
theoretical model, there are three dates: date 1, which is the date where trades place and cancel
Baiting Orders, date 2, where those traders place the opposite order, and date 3, where the terminal
value of the asset is revealed. Id. at *4. Three-period models are often used as a simplified
representation of continuously repeating trading that occurs in actual markets. See, generally
STOCHASTIC CALCULUS FOR FINANCE I: THE BINOMIAL ASSET PRICING MODEL (2004). When
comparing spoofing to a “benchmark equilibrium” with no spoofing, the authors conclude that
“the average executed price at date 2 [i.e., the long-run price] in the spoofing equilibrium is further
from the true asset value v than in the benchmark equilibrium.” Williams & Skrzypacz, at *14.
For this reason, “trading histories involving canceled orders are less informative of the asset’s
value than under the benchmark.” (emphasis added).
14
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 19 of 24
Complaint alleges that the total share volume of sell-side Baiting Orders exceeded the share
volume of buy-side Executing Purchases by over 57%. ¶¶ 65, 67 (30.4 million shares of Baiting
Orders to 19.3 million shares of Executing Purchases during Spoofing Episodes). And it alleges
that the median share volume of new sell-side orders exceeded the median share volume of new
buy-side orders placed during Spoofing Episodes. ¶ 82 (106% more); ¶ 96 (67% more); ¶ 138
(314% more); ¶ 199 (180% more) ¶ 226 (infinitely more, i.e., there were no new buy-side orders
on median). These factual allegations, which were not addressed in the R&R, explain why the
price impact of spoofed Baiting Orders was not fully unwound: the downward pressure applied by
sell-side orders exceeded the upward pressure applied by buy-side orders. As Dr. Milgrom
explains, this difference between the sell-side and buy-side pressure will yield a persistent and
permanent price impact.10
2. The Complaint’s Allegations Regarding Partial Reversion Of Spoofing
Impacts Do Not Undermine Its Loss Causation Allegations
The R&R also concluded that the Complaint alleges a “reversion of the stock price in a
brief period of time,” which “undermines Plaintiff’s speculative hypothesis that the spoofing had
10
The R&R further states that the term “permanent price impact in the relevant finance literature
appears to mean something very different from what Plaintiff suggests,” and refers to certain
studies which measured quote changes five minutes after a manipulative trade. But Dr. Milgrom
was not using the term “permanent” to refer to five-minute price impacts. Rather, the Milgrom
report used that term to discuss an expert report previously submitted by Dr. Craig Pirong, which
described peer-reviewed literature that found the price impact of market manipulation lasted for
more than one day. Expert Report of Dr. Craig Pirong, Alaska Electrical Pension Fund v. Bank
of America, No. 14 Civ. 7126 (JMF), ECF No. 503-4, Aug. 2, 2017, at *22 n. 14 (“Carole
Comerton-Forde and Talis J. Putnins, Measuring Closing Price Manipulation, 20 J. of Financial
Intermediation (2011) 135, present empirical evidence on the price effects of 184 manipulations
of the closing prices on US and Canadian stock exchanges. During these manipulations, traders
bought large quantities of stock shortly before the close. Comerton-Forde and Putnins find that (a)
stock prices rose significantly at the close, and (b) the increases were only partially reversed the
next day. The fact that the reversals were only partial indicates that the manipulations had a
permanent effect on prices.”) (emphasis added).
15
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 20 of 24
a long-term or persistent price impact.” (R&R p. 76.) However, the Complaint does not allege a
complete reversion of the negative price impact of Defendants’ spoofing, but instead alleges that
any reversion was only partial and, therefore, that the long-term impact of Defendants’ spoofing
was to depress the price of NWBO shares.
Plaintiff alleges how Defendants’ spoofing negatively impacted NWBO’s share price long
term. (¶¶ 293-295.) It is not contradictory to allege that Defendants profited from their spoofing
conduct, and also that the spoofing caused persistent and long-lasting declines in NWBO share
price. Just as decreases in a stock price following disclosure of a material misstatement in a Rule
10b-5(b) claim do not necessarily reflect the complete dissipation of price inflation, so also an
increase in the price of NWBO shares that would have occurred even absent Defendants’ spoofing
does not unwind the deflationary effect of a Spoofing Episode which is “the difference between
the fair value of all that the [plaintiff] received and the fair value of what he would have received
had there been no fraudulent conduct.” Acticon AG v. China North East Petroleum Holdings Ltd.,
692 F.3d 34 at 38. Defendants profited from short sales opened at a higher price prior to a Spoofing
Episode, as well as from ordinary sales thereafter if the price partially reverts.
For example, the Complaint alleges that at 9:30:51am on February 1, 2021, Defendant GTS
engaged in spoofing activity which drove down the price of NWBO shares from $1.59 to $1.56,
allowing Defendant GTS to purchase shares of NWBO at a price of $1.56 per share. (¶¶ 179-184.)
Shortly thereafter, at 11:04:58, Defendant GTS sold NWBO shares at a price of $1.57 per share,
yielding a return of 1.282%. (¶ 185.) This purchase reflected only a partial reversion because the
share price remained below the pre-spoof level of $1.59. Publicly available stock price data11
confirm that NWBO’s share price never exceeded $1.57, much less reached its pre-spoof level of
11
In the R&R, the Court took judicial notice of NWBO stock prices contained in Exhibit 6 to
Defendants’ motion to dismiss. (R&R p. 27.)
16
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 21 of 24
$1.59 per share, at any point in time on February 1, 2021 after this Spoofing Episode.
As this example illustrates, the Complaint does not allege a complete price reversion within
a short period of time. The Complaint alleges that Defendants sometimes sold shares of NWBO
at a higher price after a Spoofing Episode than the prevailing price before the Spoofing Episode,
realizing a profit. It does not follow that the price fully reverted and Plaintiff suffered no loss.
Moreover, absent spoofing, the price of NWBO shares after a Spoofing Episode may have been
even higher. For example, if the price of NWBO would have increased $0.10 after a Spoofing
Episode but only increased $0.05, the reversion was only partial, notwithstanding the price
increase.12
3. The Complaint Contains More Compelling Allegations On Long-Term
Price Impact Than Those Held Sufficient In Other Spoofing Cases
The Complaint’s allegations of long-term price impact are considerably more detailed and
persuasive than those that were held to sufficiently allege loss causation in other spoofing cases,
including most recently in Harrington.
The Harrington court credited on a motion to dismiss the plaintiff’s allegation that “[when]
spoofing events occur continuously throughout the day and continue without interruption for a
protracted period of time, the price of a spoofed security will generally not fully recover to the
price that existed prior to the spoofing events.” Harrington Global Opportunity Fund, Limited, v.
CIBC World Markets Corp., No. 21-CV-761, 2023 WL 6316252, (S.D.N.Y. Sept. 28, 2023) at *8
(“Harrington II”); see also Harrington I, 585 F. Supp. 3d at 419-20.
The R&R distinguishes Harrington because “the Harrington court did not analyze loss
causation under the Gamma Traders framework, as Gamma Traders had not been decided at the
12
An event study or similar expert analysis would be required to determine exactly how much of
a price increase following a Spoofing Episode would have occurred even if there had been no
fraudulent conduct.
17
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 22 of 24
time of Harrington I and was not cited in the parties’ briefs in Harrington II on the loss causation
issue…The issue of spoofing’s long-term effects warranted little attention, because plaintiff
alleged it sold the vast majority of its shares on days that spoofing episodes took
place….Moreover, in Harrington, the price of the supposedly spoofed stock plummeted from
$28.03 to $3.13 over the ten-month relevant period (id. ¶ 103), whereas here, as noted, NWBO’s
share price more than doubled over the Relevant Period.” (R&R p.78.)
However, Harrington’s analysis, in decisions issued both before and after Gamma Traders
was decided, is consistent with current law and supports the sufficiency of Plaintiff’s allegations
here. Gamma Traders held that “the effects of spoofing pose questions of fact” that cannot be
resolved on a motion to dismiss but also that federal pleading standards require a plaintiff “to
allege some facts that support an inference of actual injury” (emphasis in original). This low bar
was not satisfied by the Gamma Traders plaintiff’s single conclusory allegation that “Defendants’
manipulation of the markets … caused prices to be artificial throughout the Class Period,” 41 F.4th
at 80, but was met by the Harrington plaintiff’s factual allegation that when “spoofing events occur
continuously throughout the day and continue without interruption over a protracted period of
time, the price of a spoofed security will generally not fully recover to the price that existed prior
to” the spoofing events. Harrington II, at *8. Plaintiff does this and significantly more in the
Complaint here. See, e.g., ¶ 60 (Milgrom Report), ¶ 288 (NWBO sold over 283 million shares at
prices artificially depressed by Defendants’ manipulative spoofing over the Relevant Period);
¶ 289 (Spoofing Episodes occurred on nearly 400 days during the Relevant Period).
Harrington II is consistent with other spoofing decisions that found complaints presenting
similar allegations to have satisfied Rule 8’s liberal pleading standard for loss causation. See
Sharette, 127 F. Supp. 3d at 103 (holding that the plaintiffs “pleaded enough facts evidencing a
18
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 23 of 24
link between the alleged manipulative scheme and their damages” because they “have shown in
some detail exactly how the structure of the Offerings allowed investors to manipulate and depress
the price of ECD stock” and “that following the Offerings, short sales of ECD stock skyrocketed
while the price of ECD stock plummeted.”); In re Barclays Liquidity Cross & High Frequency
Trading Litig., 390 F. Supp. 3d 432, 450 (S.D.N.Y. May 28, 2019) (holding that the plaintiffs
plausibly alleged “that the Exchanges’ alleged misconduct was a proximate cause of the economic
loss they suffered by trading in the manipulated securities market”); CP Stone Fort Holdings, LLC
v. Doe(s), No. 1:16-cv-04991, at ECF 67 (N.D. Ill. Oct. 3, 2017) (holding that plaintiff adequately
pled loss causation in a spoofing case where it provided defendant with “some indication of the
loss.”).
IV. CONCLUSION
For the foregoing limited reasons, Plaintiff respectfully objects to the R&R and submits
that the Court should deny Defendants’ Motion to Dismiss in its entirety.13
13
Should the Court dismiss the Complaint, Plaintiff respectfully requests leave to amend and is
fully prepared to, inter alia, add the factual allegations Magistrate Judge Stein requested. See Chill
v. Gen. Elect. Co., 101 F. 3d 236, 271 (2d Cir. 1996) (“In the securities litigation context, leave to
amend is particularly appropriate[.]”); In re Tufin Software Technologies Ltd. Sec. Litig., No. 20-
cv-5646, 2022 WL 596861, at *11 (S.D.N.Y. Feb. 25, 2022) (Woods, J.) (granting leave to amend
for a second time); Xu v. Gridsum Holding, Inc., 2020 WL 1508748, at *9 (S.D.N.Y. Mar. 30,
2020) (same). In the Second Circuit, “t is the usual practice upon granting a motion to dismiss
to allow leave to replead.” In re Tufin, at *11.
19
Case 1:22-cv-10185-GHW-GS Document 142 Filed 01/12/24 Page 24 of 24
Dated: January 12, 2024 Respectfully submitted,
New York, New York
By: Laura H. Posner
Laura H. Posner
Michael B. Eisenkraft
COHEN MILSTEIN SELLERS & TOLL PLLC
88 Pine Street, 14th Floor
New York, New York 10005
Tel: (212) 838-7797
Fax: (212) 838-7745
lposner@cohenmilstein.com
meisenkraft@cohenmilstein.com
Raymond M. Sarola
COHEN MILSTEIN SELLERS & TOLL PLLC
100-120 N. 18th Street, Suite 1820
Philadelphia, PA 19103
Tel: (267) 479-5700
Fax: (267) 479-5701
rsarola@cohenmilstein.com
Counsel for Plaintiff
20
No that is incorrect. The objection is docket 141. Then the amended complaint is 142. I just read on X that Hoffman will give an opinion later today.
When stock prices are too high, I can't short (risk status hard to borrow)
When stock prices are too low, I can't short (risk status hard to borrow)
Both of those from my execution only broker . ...
...are full of sh!t because the mandate is to stand ready to buy or sell continuously at all times
I'm getting so good lately that now IM BLOCKED FROM BUYING
I know some posters here are not Americans, but for the rest is embarrassing they do not recall 1/24
The day Germany bombed Pearl Harbor.
to cover a short position, one has to buy the stock. How can there be a short covering going on if the sp is negative?
Larry Smith tends to hype things a tad more than I personally would, but if you look at the content of his posts his predictions have 10x the accuracy when compared to ic, lc, ex, slippy-grip, and others.
I am starting my coverage of Northwest Biotherapeutics (NWBO.OB) with a Buy
Northwest has been remiss in its investor relations efforts over the years and has done a poor job in informing investors about company developments. I believe that Linda Powers, who became CEO in 2011, will come to be regarded as a knowledgeable and credible spokeswoman as well as company leader as she explains her strategy. I can see investors becoming engaged and interested as has been the case with me.
The approach I have used to gage potential upside for Northwest is to compare it to two other cancer targeted biotechnology companies that have drugs in similar stages of development. If the phase I results for DCVax-L are repeated in the phase III trial, it will be a great breakthrough for treating glioblastoma multiforme. In addition, it will validate the dendritic cell approach for the treatment of most solid tumors. I believe that the market would respond to this event in the same way that it has reacted to Pharmacyclics results with ibrutinib in hematological cancers which has resulted in an increase in market capitalization from $500 million to $4 billion over the last year. With the 430 million fully diluted shares for Northwest that I project for 2014, this would result in a price of about $9.00.
This is an obvious best case. In the event that the results are positive, but show more modest improvements, I think that the example of Threshold Pharmaceutical with TH-302 might be a good model, When results showed modest objective responses and modest improvement in progression free survival in
pancreatic cancer, the market capitalization jumped from $77 million to $450 million. At $450 million, Northwest would sell for about $1.00 per share.
LP likes being part of new programs.
Nice chart.
So under ORBIS NWBO has approved 4 drugs and take about an additional 4 months after getting the FDA review results.
The MHRA also is reasonably fast on drugs the EU approve where they work of the CHMP recommendation. This was the "Reliance" pathway but is now part of the new IRP.
For the drugs where they still have to do the hard work it is a year or more. The latest changes are all about making it easier and quicker to use other RA reviews.
I do think it is good that the MHRA is streamlining applications that are being (or have been) approved by other trusted RAs. I expect almost all the second tier RAs to go this way.
Interesting how both LS and Senti are making a point of the MHRA having confirmed the submission.
Who ever had that on any sort of a timeline chart? It is one of those things that nobody could possibly care about. And both act like validation either does not matter or does not exist.
I guess DI is busy.
Well, that clock has it's plusses.
I was thinking more like this one.
4) 80 day acclerated review puts MAA issuance at 3/10/24.