DECISION AND ORDER DENYING PLAINTIFF’S MOTION FOR CLASS CERTIFICATION and GRANTING IN PART AND DENYING IN PART THE PARTIES’ RESPECTIVE MOTIONS FOR PERMISSION TO FILE UNDER SEAL On April 19, 2019, Lead Plaintiff Boston Retirement System (hereinafter referred to as “BRS” or “Plaintiff”) filed the Consolidated Amended Class Action Complaint (“CAC”) against Defendant Allergan PLC (“Allergan” or the “Company”) and certain of its executives (the “Executive Defendants”), alleging that Defendants had made materially false and misleading statements and omitted to make necessary disclosures about an alleged link between breast implant-associated anaplastic large cell lymphoma (“BIA-ALCL” or “ALCL”) and the variety of silicone-gel breast implants manufactured by the Company. (CAC, Apr. 19, 2019, Dkt. No. 58.) Plaintiff now seeks to certify a class of all individuals and entities that purchased or otherwise acquired Allergan preferred stock between January 30, 2017 and December 19, 2018 — the period during which Defendants’ alleged misstatements and omissions caused the price of Allergan stock to artificially inflate. There is absolutely no question that this action should proceed as a class action. It is a garden-variety securities fraud suit, a type of action particularly well suited to class treatment. What has become clear, however, is that BRS is not the plaintiff who should be controlling the representation of the class. Because BRS is an inadequate representative of the class, its motion for class certification is DENIED. The parties also move to seal certain exhibits to their briefs in support of and in opposition to Plaintiff’s motion for class certification. That motion is GRANTED IN PART and DENIED IN PART, for the reasons stated in Section II, below. This opinion shall be filed without redaction. While this opinion refers to matters that the parties wish to remain sealed, to that extent the court is denying the motion to file under seal, so the information that one or both parties would like to keep confidential is not, in the opinion of this court, confidential or proprietary. Relevant Factual Background The allegations of the CAC are accepted as true for purposes of the instant motion. See Waggoner v. Barclays PLC, 875 F.3d 79, 86 n.5 (2d Cir. 2017), cert. denied, 138 S. Ct. 1702, (2018) (citing Shelter Realty Corp. v. Allied Maintenance Corp., 574 F.2d 656. 661 n.15 (2d Cir. 1978)). The Court presumes the parties’ familiarity with the facts of this case, which this Court recited in detail in its earlier Decision and Order Granting in Part and Denying in Part Defendants’ Motion to Dismiss (Op. Granting in Part and Denying in Part Mot. to Dismiss, Sept. 20, 2019, Dkt. No. 81 (“MTD Order”).) The following provides a summary of facts that the parties have deemed pertinent to class certification. a. Allergan’s Breast Implants & ALCL Allergan is a global pharmaceutical and medical products company that develops, manufactures, and sells, among other things, breast implants. Allergan’s Natrelle BIOCELL line of breast implants is the subject of this lawsuit. (CAC 2, 7.) BIA-ALCL — a rare form of non-Hodgkin’s lymphoma that typically occurs in the scar tissue surrounding the breast implant — was first reported in 1997. (CAC
3, 7, 64, 92, 111.) Since, a parade of medical studies and regulatory alerts have outlined the progression of BIA-ALCL-related knowledge, including several linking ALCL specifically to breast implants with a textured outer shell. (CAC
