According to the Complaint, SeaStar Medical Holding Corporation initially operated as a special purpose acquisition company (“SPAC”) under the name LMF Acquisition Opportunities, Inc. On April 22, 2022, the Company, then still operating as a SPAC, and SeaStar Medical, Inc. ("Legacy SeaStar"), a medical technology company developing extracorporeal therapies to reduce the consequences of excessive inflammation on vital organs, jointly announced that they had entered into a merger agreement. On October 28, 2022, the Company and Legacy SeaStar consummated the Merger pursuant to the Merger Agreement. As a result of the Merger, Legacy SeaStar's business, operations, and management became the Company’s business, operations, and management, and the Company renamed itself “SeaStar Medical Holding Corporation.”The Complaint alleges that throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and compliance policies. Specifically, the Complaint alleges Defendants made false and/or misleading statements and/or failed to disclose that: (i) SeaStar and/or Legacy SeaStar had deficient compliance controls and procedures related to the HDE Application to the FDA for use of Selective Cytopheretic Device ("SCD"); (ii) accordingly, there were deficiencies with the HDE Application, the FDA was unlikely to approve the HDE Application in its present form, and the SCD’s regulatory prospects were overstated; (iii) the Company had downplayed the true scope and severity of deficiencies in its financial controls and procedures, while overstating Defendants’ efforts to remediate the same; (iv) accordingly, SeaStar had failed to properly account for the classification of certain outstanding warrants and the Prepaid Forward Agreement; (v) as a result, SeaStar was likely to restate one or more of its previously issued financial statements; (vi) accordingly, SeaStar’s post-Merger business and financial prospects were overstated; and (vii) as a result, the Company’s public statements were materially false and misleading at all relevant times.
Recent Security Class Actions
According to the Complaint, Bolt Biotherapeutics, Inc., a clinical-stage biopharmaceutical company, engages in the development of immunotherapies for the treatment of cancer. The Company’s business model relies primarily on the success of its “Boltbody” pipeline of immuno-oncology product candidates. The Complaint alleges that throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and prospects. Specifically, the Complaint alleges Defendants made false and/or misleading statements and/or failed to disclose that: (i) BDC-1001 was less effective than the Company had represented to investors and was in fact unlikely to meet its pre-defined success criteria; (ii) accordingly, Defendants overstated the clinical and/or commercial prospects of Bolt’s product pipeline, on which the Company primarily relies to sustain its business model; (iii) all of the foregoing subjected the Company to a heightened risk of disruptive leadership transitions and substantial workforce reduction; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times.
According to the Complaint, Seritage commenced operations in 2015 as a real estate investment trust which primarily held properties acquired from Sears Holdings Corporation. After formation, the Company was principally engaged in the ownership, development and leasing of retail and mixed-use properties throughout the United States.The Complaint alleges that throughout the Class Period, Defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the Company’s business, operations, and prospects. Specifically, the Complaint alleges Defendants failed to disclose to investors: (1) that the Company lacked effective internal controls regarding the identification and review of impairment indicators for investments in real estate; (2) that, as a result, the Company had overstated the value and projected gross proceeds of certain real estate assets; and (3) that, as a result of the foregoing, Defendants’ positive statements about the Company’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis.
According to the Complaint, Maxeon Solar Technologies, Ltd. is a global manufacturer and marketer of solar technology. Maxeon went public in August 2020 through a strategic spin off from SunPower Corp. SunPower was Maxeon’s largest customer, representing 26.7% of the Company’s total revenue for fiscal year 2022. Maxeon and SunPower maintained a supply agreement under which, among other things, SunPower was obligated to purchase certain minimum product volumes; and Maxeon was prohibited from selling certain modules to customers other than SunPower and could not circumvent that exclusivity provision via SunPower dealers.In mid-2023, Maxeon and SunPower engaged in a dispute wherein Maxeon alleged SunPower was withholding approximately $29 million in past due invoices and SunPower alleged that Maxeon was in breach of the Master Supply Agreement’s non-circumvention clause. As a result, Maxeon ceased shipments to SunPower in July 2023. By November 2023, the two companies settled their dispute but terminated the Master Supply Agreement. The Complaint alleges that throughout the Class Period, Defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the Company’s business, operations, and prospects. Specifically, the Complaint alleges Defendants failed to disclose to investors: (1) that Maxeon relied on the exclusive sales of certain products to SunPower; (2) that, following the termination of the Master Supply Agreement, the Company was unable to “aggressively ramp sales”; (3) that, as a result, revenue substantially declined; (4) that, as a result, the Company suffered a “serious cash flow” crisis; and (5) that, as a result of the foregoing, Defendants’ positive statements about the Company’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis.
According to the Complaint, Toyota Motor Corporation is a Japanese car company. The Complaint alleges that Defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose, among other things, that: (1) Toyota understated its malfeasance relating to certification of its cars and issues relating to overall legal compliance; and (2) as a result, Defendants’ statements about its business, operations, and prospects, were materially false and misleading and/or lacked a reasonable basis at all relevant times.
According to the Complaint, FutureFuel Corp., through its wholly-owned subsidiary, FutureFuel Chemical Company, manufactures diversified chemical products, bio-based fuel products, and bio-based specialty chemical products.The Complaint alleges that Defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose, among other things, that: (1) FutureFuel did not have adequate internal controls; (2) FutureFuel’s financial statements were misstated; and (3) as a result, Defendants’ statements about its business, operations, and prospects, were materially false and misleading and/or lacked a reasonable basis at all times.
According to the Complaint, NIKE, Inc. is a global athletic footwear and apparel company which designs, markets, and sells products for its NIKE, Jordan, and Converse brands. The Complaint alleges that, throughout the Class Period, Defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts, about the Company’s business and operations. Specifically, the Complaint alleges Defendants misrepresented and/or failed to disclose that: (1) NIKE’s direct-to-consumer strategy was unable to generate sustainable revenue growth; (2) NIKE’s purported competitive advantages were unable to protect the Company from intense competitive pressures after NIKE largely disengaged from many of its wholesale and retail partners to focus on the Company’s direct-to-consumer strategy; and (3) as a result, Defendants’ representations about the Company’s business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis.On August 8, 2024, the Court issued an Order consolidating cases. All future docketing was ordered to be done in the lead case 24-CV-00974.
According to the Complaint, UiPath, Inc. provides business automation software, specifically a set of RPA and AI capabilities that allow its customers to discover and develop opportunities for automation and automate tasks using a digital workforce that seamlessly collaborates with humans. On September 27, 2022, after a period of stagnant growth and declining demand for its RPA products, UiPath announced a turnaround strategy. The Complaint alleges that throughout the Class Period, Defendants made materially false and misleading statements concerning the success of UiPath's turnaround strategy.On May 29, 2024, UiPath announced the sudden departure of its CEO. On the same day, UiPath announced disappointing 1Q 25 financial results and significantly cut its FY 25 revenue guidance by 10%, or $150 million. The Company attributed the poor results and guidance to several factors related to its failed turnaround strategy.The Complaint alleges that as a direct and proximate result of Defendants’ wrongful conduct, Plaintiff and the other members of the Class suffered damages in connection with their respective purchases of the Company’s securities during the Class Period.
The claim arises on March 21, 2024, NIKE announced its third quarter fiscal year 2024 financial results after market close.
The complaint alleges that, throughout the Class Period, Defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts, about the Company's business and operations. Specifically, Defendants misrepresented and/or failed to disclose that: (1) NIKE's direct-to-consumer strategy was unable to generate sustainable revenue growth; (2) NIKE's purported competitive advantages were unable to protect the Company from intense competitive pressures after NIKE largely disengaged from many of its wholesale and retail partners to focus on the Company's direct-to-consumer strategy; and (3) as a result, Defendants' representations about the Company's business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis.
As a result, the price of NIKE Class B common stock declined $6.96 per share, or nearly 7%, from a close of $100.82 per share on March 21, 2024, to close at $93.86 per share on March 22, 2024.
According to the Complaint, Teradata Corporation, together with its subsidiaries, provides a connected multicloud data platform for enterprise analytics. Historically, Teradata primarily dealt with the IT departments of its customers. However, as the Company expanded its business model and strategic objectives, it increasingly began to engage with additional customer business units.The Complaint alleges that throughout the Class Period, Defendants made materially false and misleading statements regarding the Company's business, operations, and compliance policies. Specifically, the Complaint alleges Defendants made false and/or misleading statements and/or failed to disclose that: (i) under Teradata's expanded business model, which involved engagement with additional customer business units and decision makers, transactions with the Company's customers took longer to finalize; (ii) Teradata thus overstated its ability to close customer transactions within their intended timeframes under its expanded business model; (iii) Terada failed to timely close several customer transactions that it had factored into its outlook for 2023 Total Annual Recurring Revenue ("ARR") growth; (iv) as a result, the Company was unlikely to meet its full year 2023 Total and Public Cloud ARR expectations; and (v) as a result, the Company's public statements were materially false and misleading at all relevant times.
