OPINION
LUCERO, Circuit Judge:
David Hildes appeals from a district court order denying leave to amend his complaint. Hildes sought to add a claim under Section 11 of the Securities Act of 1933, 15 U.S.C. § 77k, against former outside directors of Peregrine Systems, Inc. ("Peregrine"). The district court concluded that amendment would be futile because the "negative causation" defense barred Hildes' proposed claim. It noted that Hildes entered into...
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