Iqbal/Twombly Plausibility Pleading Spreads
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Wisconsin has adopted the plausibility pleading standard articulated by the U.S. Supreme Court in Bell Atlantic Corporation v. Twombly. In a 4–3 decision, the Wisconsin Supreme Court held that a complaint must plead facts sufficient to plausibly show that the defendants are potentially liable. Data Key Partners v. Permira Advisers LLC. The court so held even though the parties did not reference Twombly in their briefs or arguments.
Insufficient Facts Pled Against Corporate Directors
The plaintiff was Data Key Partners, a minority shareholder of Renaissance Learning, Inc., a publicly traded Wisconsin corporation. Data Key Partners claimed that the defendants, directors and majority shareholders of Renaissance Learning, violated their fiduciary duties by selling Renaissance to Permira Advisers LLC. Permira had offered to pay $15 per share to Renaissance’s majority shareholders and $16.60 per share to the minority shareholders. Renaissance’s board of directors approved Permira’s offer and Renaissance’s shareholders accepted it. After the companies reached agreement, however, Plato Learning, Inc., began a bidding war, offering to pay more than the amounts that Renaissance had agreed to accept from Permira.
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