BULSARA, United States Magistrate Judge:

This is a putative consolidated class action brought on behalf of investors who purchased publicly traded securities of Sequans Communications S.A. ("Sequans") from April 29, 2016 through July 31, 2017. Plaintiffs Andrew Renner ("Renner") and Kevin Shillito ("Shillito") have brought claims pursuant to Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 ("the Exchange Act") and Rule 10b-5 against Sequans and Georges Karam ("Karam"), Sequans's Chief Executive Officer, President, and Chairman of its Board of Directors; and Deborah Choate ("Choate"), Sequans's Chief Financial Officer. (Dkt. No. 1, Renner Compl. ¶¶ 1, 7-10).1 The two separate actions brought by Renner and Shillito were consolidated on September 29, 2017. Sequans develops 4G semiconductor solutions for wireless broadband applications and is traded on the New York Stock Exchange under the ticker symbol "SQNS."

Pending before the Court are the competing motions for appointment as Lead Plaintiffs.2 For the reasons stated below, the motion of Kulwant Johal and Matthew McGee (together "Johal and McGee") for appointment as Lead Plaintiffs, and for Pomerantz LLP and The Rosen Law Firm P.A. (together "Pomerantz and Rosen") for appointment as Co-Lead Class Counsel for the class, is granted. The motion of Jerry L. Searing ("Searing") to be appointed Lead Plaintiff, and for Glancy Prongay & Murray LLP ("GPM") to be appointed Lead Class Counsel for the class is denied. The motion of The Boca Raton Police and Firefighters' Retirement System ("Retirement System") to be appointed Lead Plaintiff, and for Berman Tabacco ("Berman") to be appointed Lead Class Counsel, is denied.

Background

Renner filed his Complaint on August 9, 2017. One day later, Shillito filed a virtually identical complaint. (2:17-CV-4707, Dkt. No. 1). The Honorable Frederic Block consolidated *419both actions on September 29, 2017. (Dkt. No. 8).

The Renner Complaint alleges that on April 29, 2016, Sequans filed a Form 20-F for the fiscal year ending December 31, 2015 with the United States Securities and Exchange Commission ("SEC"), containing false financial results for the company. (Renner Compl. ¶ 15). The 20-F was signed by Karam, and contained certifications from both Karam and Choate, as required by the Sarbanes-Oxley Act of 2002 ("SOX") attesting to the accuracy of, among other things, the company's financial reporting, internal controls, and revenue recognition. (Id. ¶¶ 15-16). Another Form 20-F was filed by the company with the SEC on March 31, 2017 for the fiscal year ending December 31, 2016. (Id. ¶ 17). That Form 20-F also contained SOX certifications from Karam and Choate attesting to the accuracy of various statements contained therein, including about the company's revenue recognition. (Id. ¶¶ 17-18). Renner alleges that various statements in the Forms were materially false and misleading because, among other things, they failed to disclose that the company was improperly recognizing revenue. (Id. ¶¶ 19-23).

The Shillito Complaint contains nearly identical allegations. Filed against the same Defendants-Sequans, Karam, and Choate-it also alleges that on April 29, 2016, Sequans filed an annual Form 20-F for the fiscal year ending December 31, 2015, containing false financial results. (Shillito Compl. ¶ 22). Form 20-F was signed by Karam, and included necessary SOX certifications. (Id. ). Sequans filed a second 20-F on March 31, 2017, for the operating results of fiscal year ending December 31, 2016. (Id. ¶ 24). The second 20-F was again signed by Karam, and included SOX certifications attesting to the accuracy of the statements provided. (Id. ). The Shillito Complaint alleges that Sequans's statements in its 20-F submissions were materially false and misleading because "the Company was improperly recognizing revenue." (Id. ¶ 26).

The Renner Complaint contains two causes of action: (1) alleging a violation of Section 10(b) of the Exchange Act and Rule 10b-5, (Renner Compl. ¶¶ 34-43); and (2) alleging a violation of Section 20(a) of the Exchange Act, (id. ¶¶ 44-49). The Shillito Complaint contains the same two causes of action, alleging a violation of Section 10(b) of the Exchange Act and Rule 10b-5, (Shillito Compl. ¶¶ 41-50); and (2) alleging a violation of Section 20(a) of the Exchange Act, (id. ¶¶ 51-56). Both Complaints contain the same class periods of April 29, 2016 to July 31, 2017. (Renner Compl. ¶ 1; Shillito Compl. ¶ 1).

On October 10, 2017, three motions, each of which asked the Court to appoint the movant(s) as Lead Plaintiff, and designate lead counsel, were filed. The three Movants are: (1) Johal and McGee, (see Dkt. Nos. 9-11, 23-24, 32); (2) Searing, (see Dkt. Nos. 12-14); and (3) Retirement System, (see Dkt. Nos. 15-17, 19-21, 25, 34). After the motions were filed, Searing filed a "Notice of Non-Opposition" in which he indicated that he does not oppose the appointment of Johal and McGee as Lead Plaintiffs or to their choice of counsel. (Dkt. No. 18 at 1).

The Honorable Frederic Block asked this Court to decide the motions. (See Nov. 29, 2017 Minute Order).

Discussion

The Private Securities Litigation Reform Act ("PSLRA") requires that a plaintiff who files a complaint publish, in a widely circulated business oriented publication or wire service, a notice advising members of the purported class of "the pendency of the action, the claims asserted therein, and the purported class period"; and permits "not later than 60 days after *420the date on which the notice is published, any member of the purported class may move the court to serve as lead plaintiff[.]" 15 U.S.C. § 78u-4(a)(3)(A).

On August 9, 2017, counsel for Renner, from the Rosen Firm, caused a notice about the pendency of the action to be published in Business Wire . (See Declaration of Jeremy A. Lieberman dated October 17, 2017, Ex. A ("Lieberman Decl.") ). Business Wire "is a suitable vehicle for meeting the statutory requirement that notice be published." Pirelli Armstrong Tire Corp. Retiree Med. Benefits Tr. v. LaBranche & Co. , 229 F.R.D. 395, 403 (S.D.N.Y. 2004). None of the moving parties have challenged the adequacy of the notice.

The 60-day period in which any member of the proposed class may apply for lead plaintiff status elapsed on October 10, 2017,3 and each of the motions were timely. 15 U.S.C. § 78u-4(a)(3)(A)(i)(II).

I. Lead Plaintiff

The PSLRA requires the Court to appoint as "lead plaintiff" the member of the class that the Court determines to be "most adequate plaintiff," i.e. the member the court determines to be "most capable of adequately representing the interests of class members." 15 U.S.C. § 78u-4(a)(3)(B)(i). The Court must "adopt a presumption that the most adequate plaintiff" "is the person or group of persons" that:

(1) "has either filed the complaint or made a [timely] motion" to be appointed as lead plaintiff(s);

(2) "in the determination of the court, has the largest financial interest in the relief sought by the class"; and

(3) "otherwise satisfies the requirements of Rule 23 of the Federal Rules of Civil Procedure."

15 U.S.C. § 78u-4(a)(3)(B)(iii)(I). This presumption may be rebutted "only" by proof that the presumptively adequate plaintiff either "will not fairly and adequately protect the interests of the class" or "is subject to unique defenses that render such plaintiff incapable of adequately representing the class." 15 U.S.C. § 78u-4(a)(3)(B)(iii)(II).

None of the Movants filed either the Renner or the Shillito complaint, but each made a timely motion to be appointed as lead plaintiff. The Court therefore turns to the two remaining elements of the presumption.

A. Largest Financial Interest

In assessing the financial interests of parties competing for lead plaintiff status, the Court will generally consider "(1) the total number of shares purchased during the class period; (2) the net shares purchased during the class period (in other words, the difference between the number of shares purchased and the number of shares sold during the class period); (3) the net funds expended during the class period (in other words, the difference between the amount spent to purchase shares and the amount received for the sale of shares during the class period); and (4) the approximate losses suffered." In re Gentiva Sec. Litig ., 281 F.R.D. 108, 112 (E.D.N.Y. 2012) (referring to factors as the " Olsten Factors," citing In re Olsten Corp. Sec. Litig ., 3 F.Supp.2d 286, 295 (E.D.N.Y. 1998) ). The fourth factor, the approximate losses suffered, is considered to be the most important. See *421Baughman v. Pall Corp. , 250 F.R.D. 121, 125 (E.D.N.Y. 2008) ; see also Khunt v. Alibaba Grp. Holding Ltd. , 102 F.Supp.3d 523, 530 (S.D.N.Y. 2015).

Under these criteria Johal and McGee have the largest financial interest. During the class period, they collectively suffered approximately $144,271 in losses, based on a total purchase of 193,695 shares of Sequans, costing $721,574, and while retaining 190,945 shares. (See Lieberman Decl., Ex. C). The net funds expended during the class period were $712,608.4 (See id. ). The net shares purchased during the class period were 190,945.5 (Id. ). In contrast, Searing suffered $1209 in losses, based upon a purchase of 1000 shares, all of which he retained, costing $4186. (Declaration of Lesley F. Portnoy dated October 10, 2017, Ex. C ("Portnoy Decl.") ). And Retirement System suffered losses of $45,948, based on the purchase of 38,900 shares, all of which it retained, costing $161,734. (See Declaration of Jay Eng dated October 10, 2017, Ex. C). On each measure-losses suffered; total shares purchased; net shares purchased; and net funds expended-Johal and McGee's expenditures or losses is greater than the other two Movants. As a result, the Court concludes they have the largest financial interest.6

Retirement System argues that its losses are comparable to those of Johal (whose claimed loss standing alone is $108,303) and greater than McGee's individually ($35,968), and given the PLSRA's alleged preference for institutional investors serving as lead plaintiffs, the financial interest element of the presumption test favors Retirement System, not Johal and McGee. Even disaggregating Johal and McGee's losses, Johal's losses are more than double those of Retirement System. This is a far larger discrepancy than in those cases cited by Retirement System, (see Dkt. No. 19, Retirement System's Response in Opposition ("Ret. Sys. Br.") at 6-8). E.g. , Randall v. Fifth St. Fin. Corp. , No. 15-CV-7759, 2016 WL 462479, at *2 (S.D.N.Y. Feb. 1, 2016) (competing putative lead plaintiffs' losses were as close as $20,000 under one calculation, and depending on methodology, different plaintiffs had largest calculated loss); Juliar v. Sunopta Inc. , No. 08-CV-1070, 2009 WL 1955237, at *2 (S.D.N.Y. Jan. 30, 2009) ($30,000 differential).

The raw differential can be misleading; a difference of $5000 in losses may be significant where two competing movants suffered losses of say, $500 and $5500. It is less significant where there two movants have suffered losses of say, $350,000 and $355,000. The difference in magnitude does to some degree help put the losses in a larger context.7 None of the cases cited by *422Retirement System involve a court ignoring the result compelled by the PLSRA, in the face of losses that are twice that of the next potential lead plaintiff. Even if that were not the case, there are three other Olsten factors in evaluating financial interest, and each of those factors also favor Johal and McGee, see supra , and Johal individually as well. For example, Johal spent $602,956 acquiring his Sequans shares, of which he retained 165,900 shares, which is more than four times the shares held by Retirement Systems. (See Lieberman Decl., Ex. C). Consequently, the Court concludes that Retirement System's losses are not comparable to those of Johal, and axiomatically not to those of Johal and McGee combined.

Retirement System also argues that the PLSRA prefers institutional investors as lead plaintiffs, and then cites to cases where courts have chosen institutional investors over individuals when their losses are comparable. (See Ret. Sys. Br. at 6-8). It is true that several courts have found that the PSLRA's legislative history embodies a preference for institutional investors serving as lead plaintiffs. E.g. , In re Gentiva Sec. Litig ., 281 F.R.D. at 113 (collecting cases). Whatever the merits of that position may be-the preference is not embodied in the statutory text in any respect-that preference has been "determinative" when an "institutional investor has a slightly lower loss than another potential lead plaintiff." Id. But as discussed above, Retirement System does not have a "slightly lower" loss than Johal and McGee, and the Court rejects the contention (based on an analysis of all four Olsten factors) that the financial interests are comparable.

The Court therefore concludes that Johal and McGee have the largest financial interest in relief sought by the class.

B. Rule 23

The next step in identifying which plaintiff is entitled to the presumption is to "ensure that the person (or persons) with the largest financial interest 'otherwise satisfies the requirements of Rule 23.' " Maliarov v. Eros Int'l PLC , No. 15-CV-8956, 2016 WL 1367246, at *5 (S.D.N.Y. Apr. 5, 2016) (quoting 15 U.S.C. § 78u-4(a)(3)(B)(iii)(I)(cc) ). In a PSLRA motion to appoint lead plaintiff, the Court considers only whether the proposed plaintiff has made a "preliminary showing" that two of Rule 23's requirements-typicality and adequacy-are satisfied. See Ford v. Voxx Int'l Corp. , 14-CV-4183, 2015 WL 4393798, at *3 (E.D.N.Y. July 16, 2015) (collecting cases); see also Martingano v. Am. Int'l Grp., Inc. , 06-CV-1625, 2006 WL 1912724, at *4 (E.D.N.Y. July 11, 2006) (quotations and citations omitted) ("[A]t this stage in the litigation, one need only make a preliminary showing that the Rule's typicality and adequacy requirements have been satisfied.").

Typicality is satisfied "where the claims arise from the same course of events and each class member makes similar legal arguments to prove defendant's liability." In re Symbol Techs., Inc. Secs. Litig. , 05-CV-3923, 2006 WL 1120619, at *3 (E.D.N.Y. Apr. 26, 2006) (citing Robinson v. Metro-North Commuter R.R. Co. , 267 F.3d 147, 155 (2d Cir. 2001) ). There is no dispute among the Movants that each of their claims arise out of the same course of *423events-the two Form 20-F filings and the allegedly false and misleading statements contained therein-and that each will make similar legal arguments (under the various provisions of the Exchange Act and Rule 10b-5 thereunder). Consequently, the Court concludes that Johal and McGee, the class members with the largest financial information, have satisfied their burden to make a preliminary showing of typicality.

The adequacy requirement is satisfied where "(1) class counsel is qualified, experienced, and generally able to conduct the litigation; (2) the class members' interests are not antagonistic to one another; and (3) the class has a sufficient interest in the outcome of the case to ensure vigorous advocacy." In re Symbol Techs., Inc. Secs. Litig. , 2006 WL 1120619, at *3 (citing In re eSpeed, Inc. Sec. Litig. , 232 F.R.D. 95, 102 (S.D.N.Y. 2005) ; see also In re Initial Public Offering Sec. Litig. , 214 F.R.D. 117, 121 (S.D.N.Y. 2002) ).

Johal and McGee are represented by two firms, Pomerantz and Rosen, and each appears to be qualified and experienced counsel who have litigated numerous class actions and the Court concludes they would generally be able to conduct this litigation. (See Lieberman Decl., Ex. D (Resume of Pomerantz firm) & Ex. E (Resume of Rosen firm) ). E.g. , In re Symbol Techs., Inc. Sec. Litig. , 2006 WL 1120619, at *3. Nothing about their interests appears to be antagonistic to the interests of the other class members; this appears to be a fairly common class action based on alleged violations of the Exchange Act where class members are relying on the same statements or omissions as the factual basis of their claims, and where the financial losses are tied to the drop in value that occurred after a specific statement or omission took place. E.g. , In re Gentiva Sec. Litig ., 281 F.R.D. at 121 ("In this case, LACERs' claims, similar to the other members of the proposed class, arise from their reliance on allegedly false and misleading statements in purchasing Gentiva shares during the class period. Moreover, ... there is nothing to suggest that LACERs' claims are markedly different from other class members."). Finally, as noted earlier Johal and McGee have suffered alleged losses greater than $140,000 and thus have a sufficient financial interest in the case's outcome to suggest they will pursue the case with vigor.

Neither of the two other Movants makes any argument to suggest otherwise. However, Retirement System makes a separate adequacy argument: that Johal and McGee are inadequate Lead Plaintiffs because they have "been cobbled-together for the sole purpose of aggregating losses in an attempt to obtain lead plaintiff appointment." (Ret. Sys. Br. at 2).

The PLSRA permits a "person or group of persons" to be appointed Lead Plaintiff. See 15 U.S.C. § 78u-4(a)(3)(B)(iii)(I). The majority of courts permit unrelated investors to join together as a group, and evaluate a motion to do so on a case-by-case basis, evaluating whether the grouping best serves the interest of the class. Accord Varghese v. China Shenghuo Pharm. Holdings, Inc ., 589 F.Supp.2d 388, 392 (S.D.N.Y. 2008). In making such a determination Courts have examined: "(i) the size of the [group]; (ii) any evidence that the group was formed in bad faith; and (iii) the relationship between the parties." Barnet v. Elan Corp. , 236 F.R.D. 158, 162 (S.D.N.Y. 2005) (internal citations omitted).

Retirement System does not question whether the size of a group of two individuals is too large to permit both Johal and McGee being named Lead Plaintiffs. With respect to the other two factors, Retirement System argues that the group was formed not as a result from any pre-existing relationship between Johal and McGee, *424but is simply the result of law firms attempting to have the Court name two firms as lead counsel. They point out that McGee's certification only authorizes one firm (Rosen) to file a complaint; Johal's certification does not reference any law firm; and neither certification references the other investor. (See Ret. Sys. Br. at 2-3).

The objection is without merit. It is not the case that where there are co-lead plaintiffs there must be some pre-existing, pre-litigation relationship between them. Howard Gunty Profit Sharing Plan v. CareMatrix Corp. , 354 F.Supp.2d 18, 24 (D. Mass. 2000) ("It is not necessary that proposed lead plaintiffs have a pre-litigation relationship[.]"). Nothing in the PSLRA requires such a relationship for groups or class members jointly appointed. And as Johal and McGee both point out, courts routinely appoint unrelated class members as co-lead plaintiffs. See In re eSpeed, Inc. Sec. Litig. , 232 F.R.D. at 99 n.18 (collecting cases and noting that majority view is that unrelated investors could join forces if other requirements of adequacy were satisfied). Johal and McGee have submitted a Joint Declaration that evidences that they are "like-minded investors"; have participated in joint conference calls to discuss litigation strategy; and elect to have both Pomerantz and Rosen serve as their counsel. (See Joint Declaration in Support of Motion for Appointment dated October 30, 2017 ("Joint Decl.") at ¶¶ 4-6, attached as Ex. A to Reply Declaration of Jeremy A. Lieberman). The absences that Retirement System identifies in Johal and McGee's prior declarations are cured by the Joint Declaration, which also provides sufficient assurances that the two investors are capable of working together if chosen as Lead Plaintiffs.8

The cases cited by Retirement System do not counsel a different result. In Buettgen v. Harless , 263 F.R.D. 378 (N.D. Tex. 2009), the Court had no evidence that either of the proposed groups of individuals had communicated internally in any meaningful way, and the submitted declarations were nothing more than statements about the losses suffered and the securities purchased. Id. at 381-82. The present case is different, because of the Joint Declaration, which is detailed, focused on the issues of cooperation and demonstrated an understanding of the need for cooperation on an ongoing basis.9 In *425In re Petrobras Securities Litigation , 104 F.Supp.3d 618 (S.D.N.Y. 2015), the proposed groupings involved members located in different countries, or entire pension systems located in different states, the members of some of the groups had unique defenses unavailable to other group members, and there were material factual distinctions between the claims members could assert. Id. at 622-23. Such complexities are absent from the present case.

It is certainly possible to identify cases in which unrelated investors were deemed not to be adequate representatives and lead plaintiff designation was provided to another class member. That is the inexorable conclusion of a case-by-case approach.10 But the predominant feature of such cases is that the aggregation of class members is done solely to create an artificially large financial interest. E.g. , Buettgen , 263 F.R.D. at 382 ("Like the Buettgen Group, the Lyman Group has provided no rationale for this grouping other than to manufacture the greatest financial interest in order to be appointed lead plaintiff.") (citations and quotations omitted); In re Petrobras Sec. Litig ., 104 F.Supp.3d at 622 ("A plaintiff group will generally be rejected if the court determines that it is simply an artifice cobbled together by cooperating counsel for the obvious purpose of creating a large enough grouping of investors to qualify as lead plaintiff.") (citations and quotations omitted); Lifestyle Investments, LLC v. Amicus Therapeutics, Inc. , No. 15-CV-07448, 2016 WL 3032684, at *6 (D.N.J. May 26, 2016) ("I will not permit the Public Pension Funds to aggregate their losses to achieve the largest financial loss."). In the present case, however, Johal standing alone would still have the largest financial interest in the case, one larger than Retirement System. As such, potential lead plaintiffs are not being deprived of the PSLRA presumption by the aggregation of parties. At that point, the adequacy concern should be focused on whether the aggregation is otherwise problematic-if for example, the joinder is of members with competing or diverting interests. And as explained earlier, the traditional inquiry on those issues suggests no such problem with the joinder of Johal and McGee.

Consequently, the Court concludes that Johal and McGee have satisfied the Rule 23 typicality and adequacy requirements, and with the largest financial loss, are entitled to a presumption that they are the most adequate plaintiffs.

C. Rebuttal of the Presumption

The presumption "may be rebutted only upon proof" that Johal and McGee "will not will not fairly and adequately protect the interests of the class" or are "subject to unique defenses that render [them] incapable of adequately representing the class." 15 U.S.C. § 78u-4(a)(3)(B)(iii)(II). Retirement System's arguments about the improper relationship between Johal and McGee are, as explained above, without merit; in any event, they do not rise to the level, even if true, of suggesting that they could not fairly and adequately protect class members' interests. Nor has there been any suggestion that Johal and McGee are subject to unique defenses.

*426On January 29, 2018, Retirement System provided the Court with supplemental authority, Abouzied v. Applied Optoelectronics, Inc. , No. 17-CV-2399, 2018 WL 539362 (S.D. Tex. Jan. 22, 2018), it believes supports its position. In Abouzied , the court relied on, among other things, cases in the Fifth Circuit that rejected co-lead plaintiff groups composed of more than five members, id. at *4, to reject a proposed group of 12 movants. The Court did find that the proposed group had no pre-existing relationship and was a lawyer-led coalition, whose joint declaration was deemed to be insufficient in areas which the Court found problematic. Id. at *6. That there are courts that reject certain proposed groupings is to be expected. But, ultimately, the question is whether there is reason to believe that the proposed co-lead plaintiffs could not adequately represent the interests of the case such that the Court should override the PSLRA's presumption and preference to appoint the investor(s) with the largest financial loss as lead plaintiff. In this case, where Johal's financial loss alone is still larger than Retirement System's loss, adding one individual investor to serve as co-Lead Plaintiff does not render the group inadequate, simply because there is some theoretical possibility that they could not resolve potential disputes between them, and in the absence of any PSLRA requirement that co-lead plaintiffs have some pre-litigation relationship. See Freudenberg v. E*Trade Fin. Corp. , No. 07-CV-10400, 2008 WL 2876373, at *4 (S.D.N.Y. July 16, 2008) ("A group consisting of persons that have no pre-litigation relationship may be acceptable as a lead plaintiff candidate so long as the group is relatively small and therefore presumptively cohesive.") (collecting cases).

The Court therefore concludes that the presumption has not been rebutted, and Johal and McGee are hereby appointed as Lead Plaintiffs.

II. Lead Counsel

Under the PSLRA, "the most adequate plaintiff shall, subject to the approval of the court, select and retain counsel to represent the class." 15 U.S.C. § 78u-4(a)(3)(B)(v). Johal and McGee are represented by Pomerantz and Rosen. As discussed earlier, both are experienced in securities class action litigation, supra at 422, and have been appointed by District Judges in this Court to serve as Lead Counsel. See, e.g. , In re Blue Apron Holdings, Inc. Sec. Litig. , No. 17-CV-4846, 2017 WL 6403513, at *4 (E.D.N.Y. Dec. 15, 2017). The Court sees no reason to not adhere to Johal and McGee's choice: Pomerantz and Rosen are appointed Co-Lead Class Counsel.

Conclusion

For the reasons stated, the Court appoints Kulwant Johal and Matthew McGee as Lead Plaintiffs and Pomerantz LLP and the Rosen Law Firm P.A. as Co-Lead Class Counsel. The other motions for appointment as Lead Plaintiff are denied.

SO ORDERED.

DENNIS JACOBS, Chief Judge:

Appellants, a pair of retirement funds representing a proposed class of individuals who purchased stock in MBIA, Inc., *172 appeal a decision by the United States District Court for the Southern District of New York (Stanton, /.) dismissing their proposed class action as barred by the statute of limitations for security fraud claims. The district court concluded that the proposed class was on inquiry notice of the alleged fraud by December 2002, more than two years before suit was filed in April 2005. We vacate the district court’s dismissal and remand for reconsideration of the statute of limitations analysis in light of the Supreme Court’s decision in Merck & Co. v. Reynolds, — U.S. -, 130 S.Ct. 1784, 176 L.Ed.2d 582 (2010). We also instruct the district court to rule on Defendants-Appellees’ arguments under the statute of repose and Rule 9(b).

BACKGROUND

The facts of this case have been set out in all relevant detail by the district court in its first decision in this case. See In re MBIA Inc. Sec. Litig., 05 Civ. 03514, 2007 WL 473708, 2007 U.S. Dist. LEXIS 10416 (S.D.N.Y. Feb. 13, 2007). We recount only the brief summary needed to understand our decision.

MBIA sells insurance policies guaranteeing the principal and interest on bonds, thereby allowing its bond-issuing clients to pay lower interest rates. In 1998, one of MBIA’s major policyholders defaulted on a bond-issue insured by MBIA, leaving MBIA with a $170 million debt that threatened its liquidity and credit rating. To avoid this impairment of its credit rating, MBIA made a deal with three European reinsurance companies whereby they reinsured MBIA on the defaulted bonds nunc pro tunc, which resulted in their paying the $170 million loss incurred by the bond default. In exchange, MBIA paid $3.85 million “upfront” as a premium and committed to purchasing additional reinsurance from the European companies over a six-year period at a premium of $297 million. The bonds that would be reinsured over the following six years were among MBIA’s highest rated bonds. MBIA initially booked this odd transaction (“1998 transaction”) as income, and it continued to do so in its SEC Form 10-Ks from 1998 through 2003.

Several times in later years, the 1998 transaction became the subject of comment in the financial trade press, most of it either positive or ambivalent; but some of it suggested that the transaction was more a loan than a reinsurance contract. In early 2005, after the SEC and the New York Attorney General both launched investigations into its accounting practices, MBIA publicly restated its financials for 1998-2003 to treat the 1998 transaction as a loan rather than as income.

The original class action complaint in this case, filed in April 2005, proposed a class of all individuals who purchased stock in MBIA between August 5, 2003 and March 30, 2005. The complaint alleged that MBIA committed securities fraud in violation of section 10b of the Securities and Exchange Act of 1934, 15 U.S.C. § 78j(b), and SEC Rule 10b-5, 17 C.F.R. § 240.10b-5, when it accounted for the 1998 transaction as income rather than as a loan in its 10-Ks from 1998 through 2003. The City of Pontiac General Employees’ Retirement System and the Southwest Carpenters Pension Trust (“Pension Funds”) were appointed to represent the proposed class.

MBIA moved to dismiss the complaint for failure to adequately plead causation, material misrepresentation, and scienter under Federal Rule of Civil Procedure 9(b). MBIA also moved to dismiss the complaint as time-barred by the applicable two-year statute of limitations and five-year statute of repose under The Sarbanes-Oxley Act of 2002 (“Sarbanes-Ox *173 ley”). Pub.L. No. 107-204, § 804, 116 Stat. 745, 802 (2002) (codified at 28 U.S.C. § 1658(b)). The district court ruled that the trade press discussions of the 1998 transaction put the proposed class on inquiry notice by December 2002. It accordingly granted MBIA’s motion and dismissed the complaint on the statute of limitations ground, expressly declining to reach MBIA’s alternative defenses involving Rule 9(b) and the statute of repose.

On a prior appeal, we concluded that the district court’s dismissal had been without prejudice, and we granted leave for the Pension Funds to amend the record with additional trade press reports and refile the complaint. The Pension Funds refiled after amending the record with four additional trade press reports. After considering the four new documents, the district court again found that the class had been on inquiry notice by December 2002 and again dismissed the complaint as barred by the statute of limitations without reaching MBIA’s statute of repose and Rule 9(b) defenses. The Pension Funds again appeal this dismissal.

DISCUSSION

We review de novo a district court’s grant of a defendant’s motion to dismiss, “accepting all factual allegations in the complaint as true, and drawing all reasonable inferences in the plaintiffs favor.” Shomo v. City of New York, 579 F.3d 176, 183 (2d Cir.2009) (internal quotation marks omitted). A district court’s legal conclusions, including its interpretation and application of a statute of limitations, are likewise reviewed die novo. Somoza v. N.Y.C. Dep’t of Educ., 538 F.3d 106, 112 (2d Cir.2008).

I

When a case has already been heard by this Court, our previous disposition ordinarily becomes “law of the case,” foreclosing relitigation of issues expressly or impliedly decided previously by this Court. United States v. Frias, 521 F.3d 229, 234 (2d Cir.2008). When we last heard this case, we affirmed the district court’s ruling that the original unamended record put the class on inquiry notice by December 2002, thereby rendering the fraud claim time-barred under the applicable two-year statute of limitations. City of Pontiac Gen. Emps.’ Ret. Sys. v. MBIA Inc., 300 Fed.Appx. 33 (2008). This prior determination would ordinarily be binding as the “law of the case,” so that the district court could not revisit whether the unamended record sufficed to put the class on inquiry notice.

However, the law of the case does not withstand “an intervening change of controlling law.” Frias, 521 F.3d at 235 n. 6. After the district court’s latest decision in this case and prior to oral argument in this appeal, the Supreme Court decided Merck & Co. v. Reynolds, — U.S.-, 130 S.Ct. 1784, 176 L.Ed.2d 582 (2010), which changed the securities fraud law of this Circuit with respect to the onset of the applicable two-year statute of limitations. The law of the case is thus inapplicable here to the extent Merck changed the controlling law on securities fraud. As a result, when reconsidering whether the statute of limitations bars the class’s securities fraud claim in light of Merck, the district court should consider the full record, not just the four documents added by the parties after our previous remand.

II

Prior to Merck, the law of our Circuit had provided that a plaintiff was on “inquiry notice” when public information would lead a reasonable investor to investigate the possibility of fraud. Shah v. Meeker, *174 435 F.3d 244, 249 (2d Cir.2006); Levitt v. Bear Stearns & Co., 340 F.3d 94, 101 (2d Cir.2003). If at that point, the plaintiff fails to initiate such an investigation, our Circuit deemed the statute of limitations to start running on the day the plaintiff should have begun investigating. Shah, 435 F.3d at 249; Levitt, 340 F.3d at 101.

Merck overruled this analysis: “[T]he discovery of facts that put a plaintiff on inquiry notice does not automatically begin the running of the limitations period.” 130 S.Ct. at 1798 (internal quotation marks omitted). Instead, Merck held that the limitations period begins to run only after “a reasonably diligent plaintiff would have discovered the facts constituting the violation, including scienter — irrespective of whether the actual plaintiff undertook a reasonably diligent investigation.” Id. (internal quotation marks omitted). In other words, the limitations period commences not when a reasonable investor would have begun investigating, but when such a reasonable investor conducting such a timely investigation would have uncovered the facts constituting a violation.

In light of Merck, two questions remain unresolved.

A. What are the facts that together constitute a securities fraud violation for purposes of commencing the statute of limitations?

B. With regard to any particular one of these facts, how much information does the reasonable investor need to have about it before it is deemed “discovered” for purposes of commencing the statute of limitations?

A.

The Merck Court expressly declined to prescribe a full list of the facts needed to constitute a securities law violation for purposes of the statute of limitations. Merck, 130 S.Ct. at 1796 (“We consequently hold that facts showing scienter are among those that ‘constitute the violation.’ In so holding, we say nothing about other facts necessary to support a private § 10(b) action.”). We need not attempt to prescribe such a list here. It is sufficient for our purposes to note only that the facts establishing “scienter” are among those “that constitute the violation” and may require inquiry. Id. It follows that a securities fraud statute of limitations cannot begin to run until the plaintiff discovers — or a reasonably diligent plaintiff would have discovered — the facts constituting scienter, defined as “a mental state embracing intent to deceive, manipulate, or defraud.” Id.

B.

To apply Merck with consistency, a standard is needed to assess how much information a reasonably diligent investor must have about the facts constituting a securities fraud violation before those facts are deemed “discovered” and the statute of limitations begins to run. Are the facts “discovered” when a reasonable investor would suspect a violation? When the reasonable investor would become absolutely convinced that the violation occurred? When the reasonable investor could prove in a courtroom that the violation occurred?

The Merck decision provides some guidance. In discussing the limitations trigger, Merck specifically considered scienter, casting discovery of scienter in terms of what information and evidence a plaintiff would need to survive a motion to dismiss. Merck, 130 S.Ct. at 1796 (“As a result, unless a § 10(b) plaintiff can set forth facts in the complaint showing that it is ‘at least as likely as’ not that the defendant acted with the relevant knowledge or intent, the *175 claim will fail.”). The fact that Merck specifically referenced pleading requirements when discussing the limitations trigger indicates to us that the Merck Court thought about the requirements for “discovering” a fact in terms of what was required to adequately plead that fact and survive a motion to dismiss. Id.

Further guidance on this question can be inferred from the basic purpose of a statute of limitations. In contrast to a statute of repose, a statute of limitations is intended to prevent plaintiffs from unfairly surprising defendants by resurrecting stale claims. In re WorldCom Sec. Litig., 496 F.3d 245, 253 (2d Cir.2007). A statute of limitations prevents such surprises by extinguishing a plaintiffs remedy after he has slept on his claim for a prolonged period of time, failing “to bring suit within a specified period of time after his cause of action accrued.” Ma v. Merrill Lynch, Pierce, Fenner & Smith, Inc., 597 F.3d 84, 88 n. 4 (2d Cir.2010). Since the purpose is to prevent stale claims, it would make no sense for a statute of limitations to begin to run before the plaintiff even has a claim: A claim that has not yet accrued could never be considered stale. Thus, in the limitations context, it makes sense to link the standard for “discovering” the facts of a violation to the plaintiffs ability to make out or plead that violation. Only after a plaintiff can adequately plead his claim can that claim be said to have accrued, and only after a claim has accrued can the statute of limitations on that claim begin to run.

Based on this analysis, we hold that a fact is not deemed “discovered” until a reasonably diligent plaintiff would have sufficient information about that fact to adequately plead it in a complaint. In other words, the reasonably diligent plaintiff has not “discovered” one of the facts constituting a securities fraud violation until he can plead that fact with sufficient detail and particularity to survive a 12(b)(6) motion to dismiss.

Under this standard, the amount of particularity and detail a plaintiff must know before having “discovered” the fact will depend on the nature of the fact. For example, a sufficient allegation of scienter requires the pleader to “state with particularity facts giving rise to a strong inference that the defendant acted with the required state of mind” such that “it is at least as likely as not that the defendant acted with the relevant knowledge or intent.” Merck, 130 S.Ct. at 1796 (internal quotation marks omitted). Until the plaintiff has uncovered — or a reasonably diligent plaintiff would have uncovered— enough information about the defendant’s knowledge or intent to satisfy this pleading standard, he has not “discovered” the fact of scienter, and the statute of limitations cannot begin to run.

For this reason, we remand to the district court to reconsider, based on the entire record and in light of Merck and this opinion, when the Pension Funds had enough information about MBIA’s scienter to plead it with sufficient particularity to survive a motion to dismiss under the heightened pleading requirements for scienter under 15 U.S.C. § 78u-4(b)(2). The two-year statute of limitations cannot commence before that point.

Ill

The district court’s initial decision and its decision on remand both concluded that the statute of limitations for the proposed class commenced in December 2002. See In re MBIA Inc. Sec. Litig., 05 Civ. 03514, 2007 WL 473708, at *1, *9, 2007 U.S. Dist. LEXIS 10416, at *3, *27 (S.D.N.Y. Feb. 13, 2007). However, the class period for the proposed class does *176 not begin until August 2003, the date on which the first class members purchased their shares of MBIA stock. This means (under the district court’s analysis) that the statute of limitations period began to run more than six months before the first stock purchase giving rise to the class’s claims. That cannot be.

As we have already pointed out, the statute of limitations for securities fraud cannot begin to run before a reasonably diligent plaintiff would have uncovered enough information about the defendant’s intent to satisfy the heightened pleading standard for fraud. That by itself is not enough to trigger the statute of limitations, however. Unlike a statute of repose, which begins to run from the defendant’s violation, a statute of limitations cannot begin to run until the plaintiffs claim has accrued. Ma, 597 F.3d at 88 n. 4 (noting that statute of limitations begins when the cause of action accrues); Stuart v. Am. Cyanamid Co., 158 F.3d 622, 627 (2d Cir.1998) (same); see also P. Stolz Family P’ship v. Daum, 355 F.3d 92, 102-03 (2d Cir.2004) (contrasting statute of limitations and statute of repose). A securities fraud claim does not accrue until after the plaintiff actually purchases (or sells) the relevant security. Blue Chip Stamps v. Manor Drug Stores, 421 U.S. 723, 734-35, 95 S.Ct. 1917, 44 L.Ed.2d 539 (1975). Thus, if the statute of limitations cannot begin to run until a claim has accrued, and a securities fraud claim does not accrue until the plaintiff has bought or sold the relevant security, then the statute of limitations cannot begin to run until after the plaintiffs transaction. The district court’s conclusion that the statute of limitations began to run prior to the beginning of the class period' — which was defined by when the class members first transacted MBIA’s stock — violates this principle.

However, when a class is composed of persons who purchased a security after facts came to light that exposed fraud related to that security, the case also lends itself to analysis in terms of whether there was reliance by the plaintiffs, or, similarly, whether there was transactional causation. See Lattanzio v. Deloitte & Touche LLP, 476 F.3d 147, 156-57 (2d Cir.2007) (discussing the concepts of reliance and transactional causation, i.e., the notion that “but for the claimed misrepresentations or omissions, the plaintiff would not have entered into the detrimental securities transaction,” in the context of securities fraud). Therefore, we also remand for the district court to reconsider whether MBIA’s inquiry notice defense should be analyzed as, for example, an alleged defect in causation.

IV

On remand, the district court should rule on two other arguments MBIA made in its motion to dismiss: (1) that the class’s claims are time-barred by the applicable statute of repose; and (2) that the class failed to plead its fraud claim with particularity sufficient to satisfy the heightened requirements of Federal Rule of Civil Procedure 9(b) and 15 U.S.C. § 78u-4(b)(2). Specifically, the district court should consider whether the applicable statute of repose commences at the time of the defendant’s misrepresentation or at the time the relevant securities were purchased. The district court should also consider whether the applicable statute of repose is reset each time the defendant repeats or incorporates its original fraudulent statement. The district court should, of course, also consider any other issues related to these two defenses that it thinks are relevant.

CONCLUSION

We hereby VACATE the district court’s decision and REMAND for reconsidera *177 tion of the application of the statute of limitations in light of Merck and this opinion. We also instruct the district court to rule on Defendants-Appellees’ statute of repose and Rule 9(b) arguments.