he's number sixteen sixty fifty nine more folk county retirement systems at all versus community health systems incorporated at all oral argument not to exceed fifteen minutes per side this heart for the and teachers retirement assets and i am here accompanied by richard simon council from the comptroller's office of the city new of new york council to the funds the funds were pointedly plaintiff in this case after having substantiated that they suffered the largest economic loss of any of the applicants they documented that with their trading history in community health systems stock and substantiated their los related to the disclosures by showing the loss in value of their purchases and sales during the relevant period economic loss was also alleged as to the class as a whole at over eight hundred ninety million dollars due to the corrective disclosures those are specifically set forth in the complaint judge sharp up held this case on every element except last causation and i would zero in not on our allegation of economic loss but rather the issue that he dismissed on visa v last causation which was very narrow and that is the quality of the disclosure he held that the quality of disclosure was not sufficient to allege loss causation and i would suggest that that's inconsistent with dora it's in the supreme court authority dora it's inconsistent with the six circuits recent holding in  inconsistent makes it what is durst say that shows judge sharp was wrong on this point on the corrective disclosure and allegation a complaint duras says that  owner that the pleading of lost causation is not onerous and that you have to substantiate that the plaintiff suffered some economic loss due to the revelation so in that instance there invite you just narrow the case down correctly to this corrective disclosure issue and i didn't think doura had a lot to say on that point in ok what it does doesn't seem very helpful to plaintiffs so i just don't seem like a great great case i mean to me the whole problem is what's a corrective disclosure and what do we do with civil complaints or investigations and you know i guess when i look at all the cases particular the court of appeals cases they seem to all be kind of pointing in the direction that the allen allegation is an allegation it's not an acknowledgment of fact or truth because in my writing thinking the prototypical corrective disclosure is the entity you know c h s or whatever it's called saying in a press release we made a mistake i mean isn't that the prototypical corrective disclosure not in litigation but just that's usually how it happens right the entity says oops we were wrong about that or we fired somebody the we fired the c f o because they made this mistake isn't that the prototypical corrective disclosure well i think that in the six circuits decision  this court cautioned that we don't want to await an admission of an error or a fraud from the defendant that that would allow too many defendants to escape liability and indeed in understand why what the risk is in waiting till the company actually says they screwed up i mean it's so doesn't so you can't bring a five year statute of limitations you can't bring in until it's a crude and if you don't have the proximate cause problem solved with the crux of disclosure the time hasn't run so i'm we're going to figure out why we have to jump this so early well your honor in this instance the company ultimately did settle with the department of justice for ninety eight million the proximate cause that we try to isolate in the securities fraud price it's a lie you said one thing in a statement filed with the securities commission and then it turns out it was a lie and the market responds right so it's not the under i agree with you your honor with respect and what the law here was the crucial omission so he up holds paragraph eight and paragraph ten if i may paragraph eight in paragraph ten the core omission was the failure to disclose the standardized use of the blue book and on april eleventh on the day that the civil complaint is filed right so if we want to say that tenet discloses the blue book and it delineates the ways in which the blue book diverge is from industry standard enter qual and milliman and it delineates the four categories in which it diverge is that same day c h s admits for the first time that it uses the blue book the c h s it doesn't make it untruth the new fact because it was in a civil complaint and had a minimal want see it just adopts it as a truth and discloses it on the same day c h s says yes we dilute use the blue book by the way we're in the process of abandoning the blue book we're transitioning to the industry standard that heightens the credibility of the allegations the tenet complaint one it makes the blue book a fact to tenet said the blue book of fact before the tenet complain it was an undisclosed fact it was the core under the registered summer ok so yes i  agree with your honor indeed today what we should be talking about is whether or not there was truth on the market about the blue book let me just if i can just jump in for a moment aren't there cases that say third parties and then we also have the concession by the company so we do have that which judge sutton is searching for which is the confession by the company on the same day and the thirty six percent stock drop on the largest volume of trading history just in what happened that day i mean i just want to ask you just one target question here i understand so you're say you disagree with the district court you would say that complaints are not categories categorically precluded from being disclosed right correct and you know yeah and so and i understand that argument and i'm just wondering what what would you point to specifically i know there's a lot of stuff in this complaint in the template what would you point to specifically that you think illustrates most strongly that this isn't just maybe you know some conclusion or complaint that in fact wouldn't be a disclosure but this this one has the kind of detail and specificity specificity and credibility for whatever reason that makes it a disclosure what what particular allegations what's types of things briefly would you emphasize to that point ten says that the blue book is a concealed practice and the only disclosure of the blue book that c h s can point to is a filing in a copyright office in two thousand which tenet says that it was filed in the copyright office in two thousand that's a defensive point isn't it i mean what is it that's in here that was the truth that they used the blue book was new truth and we could whether that was truth on the market there are forty two f c c filing cited in this complaint they make they make the point at footnote twenty one they had said we don't use the blue book and as you know they never disclose t use of the blue book and it was the core of mission point ok well that is the core omission the court the court's decision judge sharp's decision for the first three quarters talks about the concealment of the blue book as crucial to their insider selling he talks about the omission of the blue book as the crucial material omission as to paragraphs eight and ten he eliminate and eliminates paragraph nine the quality quality disclosures but he up holds that there are risks disclosures are not sufficient because they didn't disclose the blue book and he up holds also that they're operating efficiencies in the emergency rooms were omissions were false by omission because they don't disclose the blue book and so the disclosure of the blue book but then the company to admit that they knew what it was what do i do with the fact the price drop the insider selling is just as easily explainable by the reality that when you do a hostile takeover your stock usually when you're the acquirer your stock goes down and when the complaints filed there looks like there's a lot of risk about whether this merger is going to happen those are all just econ not saying they're the best or most plausible i'm just saying i don't know what to do with that they're equally possible so so i would say a couple things in response to that judge sharp wrestled with that issue but he made a factual error after april eleventh there are two more increases in the offer price that merger doesn't fail for another month now you might not like that you might say well the market still thinking maybe it's going to fail so it drops right but that that merger doesn't fail for there month what we now want to quickly happens on april eleventh so the company has to concede yes we use the blue book and but we're in the process of abandoning it it comes out later that they're under government investigation they have to disclose that they had not disclosed their under government investigation those government investigations were probably causing it to abandon the blue book which is exactly what was not disclosed that it was on sustainable once it was subject to scrutiny they had been told by their consultant and this is a paragraph one o one don't ever put the blue book in front of a federal judge the defendants themselves argued and this is what the judge says the first half of his decision is on reconcilable with his last position analysis because what he says is defendant's argument is they had no duty to disclose a policy question you would agree that the correct to disclosure in this case is what makes the cause of action accrue right i mean that was the last thing you needed in order for the cause of accruing the limitations of that right i mean the limitations were doesn't start without the crew of a cause of action on the same page there right except that you have to have sufficient information in regard to the totality of the cause of action under m instance absolutely but that was all established that was the only is it right the last shoe to drop was the time and complain as i understand it and so that's why i'm focused on corrective disclosures and accrual of cause of action so my policy point from the federal courts perspective what's troublesome to me about making it easier to get through twelve b six with a corrective disclosure is you incentivize earlier filed complaints rather than later file complaints and that's bothersome to me because i find this incredibly difficult to sort out what's going on but the one thing i'm very confident about is time will be good to me in figuring out whether there was a lie and a correction the lie time is very helpful to me on that front so i don't see anyone getting hurt but being tough on corrective disclosure i don't see anyone being hurt the only people being hurt of the people that want to file the class actions as soon as possible i don't mind hurting them because i know if there really was a fraud it's go it's going to be sued there's someone's going to sue on it i'm simply delaying the accrual of the cause of action and i'm making sure there's a real cause of action what's what's not to like about that what am i missing as a matter of the policy of when we deal with what's a corrective disclosure am at a loss your honor because in fact we ended up with a tremendous amount of the information by virtue of being given access to the department of justice record you know and that's how it informs my instant but we would not have gotten that but for the derivative litigation which they settled again without admitting or denying liability they settled with all kinds of corporate oversight and integrity agreements for sixty million dollars they settled with the government for ninety eight million dollars in tw neither admitting or denying and you know the regular understanding that settling with the government over medicaid or medicare violations right yes your honor that yes your honor that's very consistent with what i'm saying but you're not like that element out because that will tell us the truth but in that settlement your honor and you know the judge rake off really created quite a storm about admit nor deny settlements and ultimately the regulatory agencies stuck to their guns that they have to be able to it's no different than the complaint we haven't admitted anything it's basically allegations that we have her own economic reasons why we want this to go away it's sort of a dressed up complaint and they do your honor but but moreover we don't have to establish medicare fraud we didn't we didn't allege that we had to establish medicare fraud we alleged misrepresentation by omission and the core omission was the use of the blue book which once it part of your law it was the statements as you seek as you see filings that you were that the company was complying with state and federal law that was one of the lines and there was city enter that they knew they weren't in my wrong about that they did know they weren't and they had been told internally wasn't that part of the complex and that part of the complaint isn't that one of the lies that the c filings in regard to the disclosures about their risk of regulatory scrutiny were untruths untrue at the time because internally they were told that the blue book by its again who told them don't show it to anyone paragraph one a one he also told them loses if we are tighter on corrective disclosure is in a place that if so long as you link correct a disclosure to a cruel to statue limitations the true cause of action never get lost in my wrong about that but your honor i believe this is very very vehemently my right wrong or right i mean it you could say it's irrelevant but just tell me my wrong or right about that assessment maybe it has nothing to do with how we handled this appeal but i just would like to know am i missing something i don't disagree that the rules need to be smaller stringent on corrective disclosure and i believe that this satisfies the rules currently on corrective disclosures under the sixth circuit i don't think there is a debate as to whether rule eight applies or visa v corrective disclosures we don't have to reach that here because this corrective disclosure additionally this is a sequence of partial disclosures the third quarter results in this instance were alleged in the initial complaint and judge sharp over overlooked that ok and they can see that it was alleged and my question thank  recently morning your honour's and made please the court i'm gary or second i represent the defendants apple ease the district court dismiss this case for lack of adequately pleading last causation based upon a straightforward application of a rule of law that has been endorsed by every court of appeals to have addressed the issue to your point judge sutton what the supreme court said about this issue in dura was that as a function of the official fish and capital markets hypothesis in order to plead loss causation the plaintiff must plead and then prove that the stock price dropped and the pla suffered a loss but when the truth becomes known at the pleading stage it's plead it's pleaded that's not improved no that's right but was a pleading case my point is only that the words the supreme court used is that the plaintiff must plead that the stock price dropped and the loss occurred when the truth became known do you agree that the fraud theory that they are pounding is that community  with or did not disclose its use of the blue book or no i would not it's i would not that that's not the thrust of the complaint in your view what is the thrust of the complaint is that as a matter of corporate policy through a variety of means c h s affiliated hospitals admitted more people than it should have it alleges that the blue book was a tool to do that but it did not allege in the complaint that the fraud was a failure to disclose we use the blue book everybody agrees that under the c m s regulations all the hospital has to have is some criteria for admitting and we're not in  would you read the complaint not to allege that your client you know didn't disclose its usage of the blue book i suppose they say that the thrust of the complaint is that the company withheld that it had policies that don't comply without ever saying you know you guys are using the blue book we kind of know what the blue book is now and you didn't disclose that and you're talking about you know i know it was somewhat a little bit later but synergies and all this sort of business jargon as the reason for your success whereas in fact the reason for your success is you're admitting way more people than anyone else and you're making a lot more money from medicare medicare as a result i mean isn't that a fair summary of their theory and i think as you just articulated it it is there's nothing improper about using the blue book or anything else as it's agreed that twenty five percent of all hospital companies use something other than the commercially available it was depends on what's in the bill that's exactly right that's exactly right and so i mean isn't it fair to say that if the tenant complained i know you don't agree with this but if that were a vehicle for disclosing to the market that community was using the blue book and that the blue book had the effect i described isn't that a disclosure purposes of showing last causation know why certainly not because of incidents it went down thirty six percent the next day after you guys admitted not you guys but community admitted they use the bluebook it's a coincidence that it goes down one third it's not remotely at issue here why the stock price dropped as this court held in the case that's judge sutton's opinion  fact of a stock price drop doesn't demonstrate loss causation the definition is the stock price has to drop after the truth is revealed that here they're saying the tenant complaint discloses communities use  of this document the blue book which itself contains practices that cause community hospitals over a minute i mean isn't that just a pretty straight who are lost causation it's not for are two reasons i mean this isn't subject to a heightened pleading pleading standard it's just plausibility why isn't that a pretty plausible theory the plausibility standard is a separate issue and this is not a rule eight case rule it's about notice we can see that they've provided notice of what their theory of last causation is what the case is that we're relying on hold is that for there to be the revelation of truth that the that the supreme court held as required in dura  there must be a disclosure that is capable of being received by the market as a revelation of the truth and of course that's the prototypical one is an admission by the company there are ways that that can happen through a reporter can effect a disclosure right here let's say that the wall street journal runs a story which has the detail the information in this complaint that says communities using this blue book here's what the blue book the effect of the blue book is here here are the findings of two sort of expert you know consultants that looked into it yes you know we have these charts and  and so basically community has inflated its revenues as a result of practices that are probably unlawful let's say that runs in the wall street journal same stuff just different caption wall street journal rather than a case ca categorical it's not no complaint ever can be a disclosure depends on what's in the complaint oh no i don't agree with that a complaint by its nature is an allegation as the courts have held and the only district court in this  circuit is held but by its nature a complaint puts investors on notice that there is a risk and rock paper article isn't like you know some something that a jury you know finds you know gives us a verdict  they don't why isn't that as much just sort of the reporter's allegation the i think your answer has to be i mean this is a very good question i'm trying to sit here trying to think through it the only way i can think through it is to say the complaint standard is plausibility and there's no meaningful newspaper surely not the wall street journal that says we put out stories about plausible allegations so that's that's what i would think going on in fact i would suspect if they covered this story if they covered this complaint they would write the very because they would talk about what's been alleged as opposed to a story that says we've you know we've got two sources for every fact and these are the facts we found if the newspaper article is sufficiently factual then it can be a disclosure for these purposes but the policy the policy behind investment analysts typically not in the cases that have typically said it was what is that different on the on the on the alternative grounds that we've moved for a and the cases say that an investment analyst is typically putting his spin or his opinion or his view on already public information and as the myer court held in the circuit a mere repackaging or mirror view on already public information can't be a disclosure but the policy point i wanted to get to here is that the courts have repeatedly held that if a mere allegation or rumor or statement in the market followed by the inevitable stock price drop were enough to plead lost causation a plane of could get into court with the into ro discovery in the massive damages available in these cases any time there is some speculation or rumor or allegation in the market that affects the stock price and as this case isn't it true that your client ratify in very short order a lot of what the complaint said namely usage of the blue book and we're going to move away from i mean you know a bunch of disclosures later about sort of lost revenue but but the core thing then just disagree that's that's not what is pled that's what is now being said is that the mis statement is you never told the market you were using this thing called the blue book the allegations are that you falsely you the company falsely told the market that the source of your revenues was your good business practices and synergies etc in fact through policies coming from the top and practices you were under using the observation category and over using inpatient admissions and you did it through a whole variety of methodology that that's what they that's what they say and these subsequent points that they now raise are raised for that when i say subsequent points i mean what i think you refer to judge kept as a follow on concessions or disclosures none of that or the one i was just talking about is the one that is almost the same day as the tenet complaint yes yes that that that says that we do use the blue book and then there are subsequent disclosures that say there is a d o j investigation etc none of those was pled as a partial disclosure for the obvious reason that they were not followed by stock price drop they weren't argued in opposition to our motion to dismiss and they're there waived under six circuit precedent thinking that the lighter we are in figuring out what a corrective disclosure is the more hurtful that is to future plaintiffs because the corrective disclosure will start the accrual clock for the statue of limitations so in other words not with these plaintiffs of course because they filed but the later we make it the earlier the accrual date is in the earlier the cruel date the sooner the limitations period runs i think that's i think that's true as a as a simple matter of math so i mean ok so next question what how do we define this i mean with the way i look at the cases i see two schools of thought in the court of appeals i see some saying allegations an investigation or complaint just they're not part of the equation they're not part of the equation that's one and i know that's what you're doing but then i see others saying that by itself doesn't do the trick but if you add it with some other things that might be enough to get you to discovery so i don't know what to do with that in the rule of law that we advocate and that i think all the courts of appeals are actually consistent on so by that i mean the eleventh circuit in the saps in myer case the ninth circuit in loose and lloyd and the fifth circuit in a medicine and that's a bit of an investigation or the filing of a complaint on their own are never enough and i've not found any court of appeals to say or even any district court on their own everything nothing's on its own anymore i understand let me let me get to the qualifier what those courts have said is that if there is a later finding of fraud if there is a later finding of fraud then we will treat the mere allegation or the mere announcement of an investigation as a partial disclosure and the court in lloyd in the ninth circuit explained the policy rationale for that which i think is consistent with the concerns judge cite you expressed earlier if we have a defendant who we know made a misstatement because the truth was revealed and it conflicts with the earlier misstatement it would not be right as a matter of public policy to let that defendant off simply because the initial filing of the complaint or investigation which resulted in the stock price drop does not on its own qualify so the rule of law and i don't think there's a split among the courts of appeals on this all of them hold that a mere investigation or a complaint which is all we have here and all that was pled here is not enough they all say that without more and the more as the meyer court held must be a later finding of fraud there are some courts a medicine is one where they look to see whether there are independently cognize of bull corrective disclosures and there are legion of cases all the ones ms hart cites for her argument that the saps of meyer rule is incorrect all of those cases are ones in which there is a subsequent partial disclosure that independently qualifies come back in one here our perspective and your perspective on the relation back point sure because that's  complaint filed in twenty fifteen the new allegations described an entirely separate securities fraud and that was i think affectively conceded in the motion to dismiss but if he's wrong about that does that become the fraud that works in connection with your statement of the law and corrective disclosures that's i just want to make sure i'm not in it no no it doesn't if he's if he's wrong about that that there was no relation back the plaintiff case is that in october two thousand and eleven when the company released its third quarter earnings that was a corrective disclosure as to the post tenet meaning the post april two thousand and eleven new fraud they allege that new fraud to be the company saying the tenet complaint is meritless and the switch to enter qual will not harm us i understand why why aren't these all  guess missions or disclosures later in october why aren't those all surrounding one fraud namely the practices that community was using two reasons one is it was very specifically not pled that way and it was argued to the opposite in their briefing on the motion to dismiss page thirty one and on the merits on the on the merits as well they they are indeed separate alleged frauds and there's case law that because the initial the initial alleged fraud the pretend it fraud is the company failing to disclose that it it mits people who don't meet the medicare medicaid qualifications the post tenet fraud the one that they alleged out of time sad said that the company wrongly announced to the market were switching from the blue book to a different  quality and that's not likely to have an effect on the bottom line and they say we knew that was wrong when we say that that has nothing to do except in the highest level of generality in which everything has to do with everything and why isn't it why isn't it that the community was using certain practices that it knew would cause over admission it failed to disclose those practices when the practices were out to in the tenet complained the company then roll says well those same practices were stopping them and they didn't make any difference anyway and then eventually they sort of come clean on the effect of the practices why isn't it just a series of misrepresentations or or omissions about the same practices in the effect of those practices that's what i'm struggling and i and i understand the question as i say at a at a sufficiently high level of generality you can say that they are the level of generality well with respect i think it is there now there are now alleging that post tenet statements about the effect of making a switch from one criteria set to another is or is not going to have and a fact has very little to do with the original allegation but but i don't want this to point to get lost either with respect to the alleged correct or the second corrective disclosure which they say qualifies because it's an earnings release had utterly fails in its own right for the reason that everything they say that was disclosed at that point was previously disclosed in the second quarter filing the company said hey look the overhang of the tenant lawsuit is having more effect than we expected what about the seven percent drop admissions was already disclosed in the second quarter there was a five point six percent drop in admission nobody debates that statistically significant but they ignore it actually where was disclosed i mean how that was in the ten q for the second for the second quarter  publicly disclosed there was an earnings release and what they've said they're only response to that is judges shouldn't look outside the pleadings but these are public filings those filings are referenced in the complaint and the six circuit law as i think every other circuit i'm aware of says that in securities litigation at the twelve the six stage it's fair game to look at other public filings not just the ones that the plaintiff points to i see my time is up i just want to say that we also dispute and i'll just refer you to our brief on the notion that judge sharp's dismissal with prejudice was an abus discretion it certainly was not for the simple reason that the plaintiffs never moved under rule fifteen to amend the complaint and never moved under rule fifty nine after the judgment to amend or lift the judgment and file a new complain this court has said that it's not the district court's job to do that in the first instance let alone the court of appeals job ok thank you as mr or sic has pointed out everything within the f c c filings is fair game and indeed forty two s c c filings are referenced in this complaint and never does he lift from any of them a disclosure about the blue book so he's bringing in other references to the second quarter disclosure he could have said the blue book was disclosed it's here it's here it's here forty two filings he never says that the best he's got is the two thousand filing in the copyright office the copyright office gets about a half a million copyright filings a year there's a question whether that presents truth on the market that would be a question of fact that i'm i'm looking for where the complaint affirmatively says is that community with help from the market the fact of its use of the blue book it just i mean i see the complaint saying the blue book is responsible for x y and z and it's aggressive and so on but but where does it say we didn't know about the blue book and so once the tenet complaint came out and they admitted they used it now that's a disclosure so the tenant complaint says my questions about the complaint so this complaint ok first amendment complaint amended i mean where does it where does it say the market didn't know they were using the book i get your point about the copyright office some dusty file somewhere i get that precisely so judge sharp says at three the allegation reciting the allegations these improper and concealed practices and it's viewing his work here and i just i'm just trying to go to the primary document here primers source and nail down ok they allege that the market didn't know they were using this blue book thing kind of just the elementary part of the theory and i see that your honor  eight says that tenet revealed the use of the blue book and on that same day well it says it revealed their improper improper admissions practices that is the if if we were taken in depth here you know this would not be like a great answer you keep asking a question at paragraph four twenty two on april eleventh two thousand and eleven tenet filed an anti takeover lawsuit revealing c h s his blue book based admissions practices so we are saying that it was an revealed because it's revealed there on the same day wells fargo said cash told wells fargo that c discontinued the blue book the reason that that's being discussed on the same day as it's ever been disclosed before and at that point c h s had discontinued in twenty five to thirty of the hospitals and that they would convert the entire system by the end of two thousand and eleven and they alleged at that point quote with no material negative impact why would such a foundational part of the theory just be alleged expressly rather than sort of some implication that paragraph four hundred twenty two honor i think that the fact of the matter is we ended up understanding the true cornerstone that the blue book presented only after we understood how it was tied to the insider trading for instance they never wanted to discuss the blue book because then if they were doing modifications to the blue book they would have to discuss that the defendant argued they had no duty to disclose the whole first part of judge sharp's decision is about how how the defendants argument is they had no duty to disclose the blue book practices it's not a contested issue that they didn't disclose the bluebook practices they made two arguments our risk disclosure sufficient because we talked about the fact that we might be susceptible to medicare risk they talked about the fact that they had no duty to disclose judge sharp rejected that and what that what the issue was no duty to disclose the bluebook judge sharp rejected that saying no you began to speak once you were not silent you had a duty to fully disclose they were told by zebra wittes and we say this is a paragraph one one never to put it in front of a federal judge so they were not disclosing it and we say why because they wanted to sell before the modifications would have the effect that they knew that it would have so we come to appreciate how pivotal the blue book is once we have all this d o j discovery they disclosed pro med they'll tell you they disclosed pro med problem that is disclosed bluebook is not disclosed bluebook was put in the pocket of every doctor in every hospital it was by the side of every  emergency room patient it was an edict it was a company wide edict that's what makes it distinct i think you've answered my question thank you shall i explain relation back or shall i call it a bit about the the seconds thank you honor elation back on the third quarter results so there's this without more issue that the judges in meyer and in saps in the eleventh circuit say without more a complaint cannot be sufficient because it's just allegations we always pled more we put it in the initial complaint it was that paragraph thirty three and one hundred to one hundred three that we pled the third quarter disclosures as the partial additional corrective disclosure all we didn't plead was the stock drop now they're saying what they're essentially saying is because judge sharpe made an error he they've conceded that it was an error we did pleaded in the initial complaint now they're saying because you didn't expand the class period because we don't have two claims here it's all one fraud it's a it's a disclosure that they misrepresented their their risk and their practices and when it comes out they concede that they use the blue book and then they deny that it's material but ultimately in the third quarter they disclose yes our abandonment of the blue book has had this impact the analysts are surprised and what they say is because you originally pled those facts we weren't on notice you were going to expand the class period i mean i'm not totally following this point but i just are you saying that when you and it goes the way out without more his response was well yes there's those statements but there's no stock price drops so that's why they can't count as a disclosure and you making the point that a complaint by itself may be can't suffice but if a complaint with the stock drop is followed by later disclosures that's ok even though the later scotius are accompanied by a price drop is that the point you're making making couple points one i think are you making that up are you making that point later disclosures yet slide into a legit because we were alleging it as a corroborative disclosure and when you come into court to apply for a lead plaintiff you are dealt a certain class period and so we allege the losses for our client and for the class based on that originally framed class period with the benefit of the department of justice so we pled that this was a corroborative disclosure we did not know that the denials or that they were making those denials and that the migration away from the blue book would cause a drop we did not have allegations on say enter that they always knew that any change to the blue book any change in their admissions protocol was going to cause a drop we don't know that till we get the department of justice documents that show they talked about it for years they sold stock timed and sharp embraces this ditched twice right before they modified it because they knew it would cause this drop we don't know that till we get the department of justice documents and that's why we end up making the merck argument that that claim is timely any of that it's not two claims it's an expansion of the class period we could have expanded the class period class certification we didn't want to wait that long because it took us five years to get before a judge and so we didn't want to wait till class certification of our apologies for how long you'd wait oh to answer in the district court you're on i certainly don't mean that in the district court is grossly understaffed and i think judge sharp really tried to do a super conscientious job about him i mean this obviously cycled through four different judges or so it did and it left us with a dilemma as to we wanted to get past the motion to dismiss so when do we replayed and we we ended up getting this discovery that allowed us to really examine the october disclosure in its full meaning and there's an eleven well we appreciate your arguments today in the case of