b'were inactionable puffery or immaterial. Defendantsbusinesses later claimed their listings on the site, also argued plaintiffs failed to plead facts sufficientindicating their wish to market on Care.com, but as to establish a strong inference that defendants hadthe Wall Street Journal stated, nearly 72% of daycare actual knowledge that the challenged statementscenters listed were removed after Care.com changed were materially false or misleading. The court grantedits listing policy. The court held that, even if this the motion to dismiss on September 25, 2020, findingstatement about daycare centers wishing to market that plaintiffs had failed to allege facts sufficient toon Care.com was materially misleading, it could not support an inference of scienter and that all of thesurvive dismissal as plaintiffs had not alleged facts challenged statements were either not false, wereto support a strong inference of scienter. The court accompanied by appropriate risk disclosures, or werereasoned that it did not find plaintiffs allegations as to inactionable puffery.the individual defendants roles (and thus knowledge of The court rejected plaintiffs argument that defendantsoperations) or statements attributed to three purported statements regarding the companys screening andconfidential witnesses persuasive, particularly in light of vetting processes related to its caregivers werethe opposing, more compelling inferences defendants misleading given the mix of public informationoffered, that Care.com undertook immediate remedial available. The court held that statements like a Mayactions in the wake of the Wall Street Journals 2016 remark at a conference by the CEO that Care. reporting and that there were inherent, but disclosed, com has about 7 million caregivers that we haverisks to Care.coms business model. The court vetted[ ] were not false in light of remarks made thatconcluded that, because plaintiffs failed to plead a same day by the company that families had a sharedSection 10 claim, the Section 20(a) claim also failed. role in the vetting process and encourag[ing] families not to take shortcuts and to make sure that they areWasson v. LogMeIn, Inc., Case No. 18-screening and using the background checks thatcv-12330, 2020 WL 5946813 (D. Mass. make them feel comfortable. The court also pointedOct. 7, 2020); 2021 WL 1080201 (D. Mass. to Care.coms 2016 Form 10-K as making clear that the platform allow[s] families to search for, connectMar. 18, 2021) with, qualify, vet, and ultimately select caregivers in aIssues With Customer Retention After low-cast, reliable and easy way. The court also foundAcquisition Of Competitorthat statements about Cares screening and vetting of daycare centers were not misleading because theLogMeIn, Inc. is a Boston-based software as a service company made representations only about its process(SaaS) provider of cloud-based software services for vetting or screening caregivers, and treated dayused by mobile professionals to work remotely and care centers and other care related businesses, asIT service providers to manage computers and a separate category and made no representationsservers. On July 26, 2016, LogMeIn announced it about screening and vetting those providers. The courtwas acquiring GetGoa subsidiary of its largest further held that Care.coms statements comparing itselfcompetitor, Citrix Inc.and GetGos GoTo products. favorably to its competitors and distinguishing itselfPrior to the merger, LogMeIns customer base was based on scale, trusted brand experience and memberprimarily comprised of annual subscriptions that experience were inactionable generalizations whichrequired customers to pay upfront by credit card and lacked sufficient particularity. The court next concludedsubscriptions automatically renewed unless terminated that defendants risk disclosures regarding the impactin advance. By contrast, GetGo offered its customers of negative publicity related to misconduct by itsmonthly subscriptions which required only thirty days member caregivers on its brand were inactionablenotice for termination, allowed payment by invoice, forward-looking warnings, highlighting that theand provided termination for convenience. When company specifically disclosed it had been the subjectit announced the acquisition, LogMeIn stated its of negative media reports regarding its services andintention to transition GetGo customers to its billing allegations of criminal conduct by member caregivers.model, while acknowledging in a December 13, 2016 The court found that the only allegation whichSEC filing that integration of GetGos customers could approached a material misrepresentation or omissionprove challenging.was plaintiffs allegation that Care.com unilaterallyLogMeIns acquisition of GetGo closed on January 31,listed childcare centers on the site without consent,2017 and in mid-2017 LogMeIn began transitioning noting that the companys Forms 10-Q and 10-K duringGetGo customers to its billing model. On a July 27, the class period indicated that Care.com served2017 earnings call, LogMeIns CFO stated that gross care-related businesses that wished to market theirrenewal rate for all products was approximately 75%, services through the platform. The court held thatconsistent with LogMeIns pre-merger performance. In the statement was partially true, as some number ofOctober 2017, during a conference call with investors 88'