Celgene Corporation
Case Caption: In re Celgene Corporation Securities Litigation
Case Number: 2:18-cv-04772-JMV-JBC
Court: United States District Court for the District of New Jersey
Judge: Honorable Judge Michael E. Farbiarz
Plaintiffs: AMF Pensionsförsäkring AB (“AMF”)
Defendants: Celgene Corporation (“Celgene”), Scott A. Smith, Terrie Curran, and Philippe Martin
This securities fraud case involves Celgene’s misrepresentations and omissions about two billion dollar drugs, Otezla and Ozanimod, that Celgene touted as products that would make up for the anticipated revenue drop following the patent expiration of Celgene’s most profitable drug, Revlimid.
Celgene launched Otezla, a drug treating psoriasis and psoriatic arthritis, in 2014. Celgene primed the market that Otezla sales were poised to sky-rocket, representing that Otezla net product sales would reach $1.5 billion to $2 billion by 2017. Throughout 2015 and 2016, Defendants represented that Celgene was on-track to meet the 2017 sales projection. As early as mid-2016, however, Defendants received explicit internal warnings that the 2017 projection was unattainable, but continued to reaffirm the 2017 target to investors. By October 2017, however, Celgene announced that the Company had slashed the 2017 guidance by more than $250 million and lowered the 2020 Inflammatory & Immunology (“I&I”) guidance by over $1 billion. Celgene’s stock price plummeted on the news.
Ozanimod, a drug treating multiple sclerosis, is another product in Celgene’s I&I pipeline, and was initially developed by a different company, Receptos. In July 2015, Celgene purchased Receptos for $7.2 billion and projected annual Ozanimod sales of up to $6 billion despite the fact that Ozanimod was not yet approved by the U.S. Food and Drug Administration (“FDA”).
Celgene told investors that it would file a New Drug Application (“NDA”) for Ozanimod with the FDA in 2017. Unbeknownst to investors, however, Celgene discovered a metabolite named CC112273 (the “Metabolite”) through Phase I testing that Celgene started in October 2016, which triggered the need for extensive testing that was required before the FDA would approve the drug. Despite the need for this additional Metabolite testing that would extend beyond 2017, Defendants continued to represent that Celgene was on track to submit the NDA before the end of 2017 and concealed all information about the Metabolite. In December 2017, without obtaining the required Metabolite study results, Celgene submitted the Ozanimod NDA to the FDA. Two months later, the FDA rejected the NDA by issuing a rare “refuse to file,” indicating that the FDA “identifie[d] clear and obvious deficiencies” in the NDA. When the relevant truth was revealed concerning Ozanimod, Celgene’s stock price fell precipitously, damaging investors.
On February 27, 2019, AMF filed a 207-page Second Amended Consolidated Class Action Complaint against Celgene and its executives under Section 10(b) of the Securities Exchange Act. On December 19, 2019, U.S. District Judge John Michael Vasquez issued a 49-page opinion sustaining AMF’s claims as to (1) Celgene’s and Curran’s misstatements regarding Otezla being on track to meet Celgene’s 2017 sales projections, and (2) Celgene’s, Martin’s, and Smith’s misstatements about the state of Ozanimod’s testing and prospects for regulatory approval.
On November 29, 2020, Judge Vasquez certified a class of “All persons and entities who purchased the common stock of Celgene Corp. between April 27, 2017 through and April 27, 2018, and were damaged thereby” and appointed Kessler Topaz Meltzer & Check as Class Counsel.
On July 9, 2021, Plaintiff moved to amend the Second Amended Complaint and file the Third Amended Complaint, which alleged a new statement regarding Otezla, and added new allegations based on evidence obtained in discovery regarding Ozanimod. On February 24, 2022, Magistrate Judge James B. Clark granted the motion to amend, which Defendants appealed.
The parties completed fact and expert discovery. On September 8, 2023, Judge Vazquez issued an order denying in large part Defendants’ motion for summary judgment, sending the case to trial. Specifically, following oral argument, Judge Vazquez found that genuine disputes of material fact exist with regard to the Otezla statements, denying Defendants’ motion in its entirety with respect to these statements. The Court also found genuine disputes of material fact with regard to Defendant Philippe Martin’s October 28, 2017 statement related to the Ozanimod NDA, and denied Defendants’ motion with respect claims based on this statement. On October 27, 2023, Defendants moved for summary judgment on one remaining issue – Defendant Celgene Corporation’s scienter for corporate statements related to Ozanimod. Plaintiff opposed this motion on November 17, 2023. In October 2024, the Court denied Defendants’ motion.
On November 15, 2024, Defendants sought leave to file a motion pursuant to Fed. R. Civ. P. 12(c), which was denied in April 2025. On November 21, 2024, Defendants moved to bifurcate the forthcoming trial by issue, and that motion was denied in May 2025. On December 19, 2024, the Court held the final pretrial conference and entered the final pretrial order. In April 2025, the parties filed numerous Daubert motions and motions in limine.
Thereafter, on May 7, 2025, Plaintiff sought leave to file an amended complaint to assert claims on behalf of its subsidiary, AMF Fonder AB, related to AMF Fonder AB’s assignment of its claims in this action to Plaintiff. On August 25, 2025, the Court granted Plaintiff leave to file a “narrow” further amended complaint in order to add an allegation related to AMF Fonder AB’s assignment of its claims in this action to Plaintiff, and on August 29, 2025, Plaintiff filed the Fourth Amended Consolidated Class Action Complaint. On August 25, 2025, the Court granted Plaintiff’s motion to bifurcate trial into two phases for liability and individual damages.
After several mediation sessions held in 2024 and 2025, the parties reached an agreement to settle the action in September 2025. On November 4, 2025, Lead Plaintiffs filed a motion seeking preliminary approval of the parties’ $239 million Settlement. On December 5, 2025, the Court granted preliminary approval of the Settlement and scheduled a Settlement Hearing for May 4, 2026. The Court commended the parties for having come to this agreement after they “litigated this case intensely for more than seven years.”
Following the Settlement Hearing on May 4, 2026, the Court granted final approval of the Settlement on May 8, 2026. The Settlement ranks among the top ten largest securities class action settlements in the Third Circuit since the passage of the Private Securities Litigation Reform Act of 1995.
The deadline to submit a claim to be potentially eligible for a distribution from the Settlement was April 13, 2026. To learn more about the Settlement including instructions for how to submit a claim, please visit the Settlement website www.CelgeneSecuritiesLitigation.com. Questions about submitting a claim form or the status of your claim, should be directed to the claims administrator, JND Legal Administration, at 1-855-648-0893 or [email protected].