To show a meritorious defense, must a defendant prove they will win or just that it is foreseeable?

Correct Formulation

To establish a meritorious defense, a defendant need not demonstrate that it will prevail at trial. It must identify specific facts that, if proven, would constitute a legally sufficient defense; the defense must be more than a bare denial or conclusory allegation.[1] The court generally does not resolve the defense’s truth or likelihood of success at this stage.[2]

“Likelihood of success is not the measure.” United Coin Meter Co. v. Seaboard Coastline R.R., 705 F.2d 839, 845 (6th Cir. 1983)[3]

A more precise sentence would be:

A defendant need not show that it will win to establish a meritorious defense; it need only allege specific facts that, if proven, would constitute a legally sufficient defense.

For an entry of default, this showing is considered under the “good cause” standard of Fed. R. Civ. P. 55(c)[4]. Relief from a final default judgment additionally requires a basis under Fed. R. Civ. P. 60(b)[5].