On December 21, 2016, Pomerantz LLP was appointed Lead Counsel in a class action lawsuit filed on behalf of Vivint Solar, Inc. shareholders (“Vivint” or the “Company”) against certain officers of SunEdison Inc. (“SunEdison”). The class action, filed in United States District Court, Eastern District of Missouri, and docketed under 16-cv-00628, is on behalf of a class consisting of all persons or entities who purchased or otherwise acquired Vivint securities between July 20, 2015 and March 7, 2016 inclusive (the “Class Period”). This class action seeks to recover damages against Defendants for alleged violations of the federal securities laws under the Securities Exchange Act of 1934.
Vivint is a provider of distributed solar energy, which is electricity generated by a solar energy system installed at a customer’s location, including residential, commercial and industrial properties throughout the United States. In July 2015, SunEdison and Vivint announced a merger pursuant to which SunEdison would acquire Vivint. On this announcement, Vivint’s stock price increased $4.87, an increase of approximately 44.8%, to close at $15.75. On February 24, 2016, at the Company’s special shareholders meeting, Vivint shareholders voted to approve the merger with SunEdison.
The complaint alleges that throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operational and compliance policies. Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) SunEdison would be unable to obtain financing for the acquisition of Vivint; (ii) SunEdison’s liquidity was less than Defendants had stated; (iii) SunEdison would not be able to complete the acquisition of Vivint; and (iv) as a result, Defendants’ statements about the merger between SunEdison and Vivint were materially false and misleading and/or lacked a reasonable basis at all relevant times.
On February 29, 2016, after the market closed, SunEdison filed a Notification of Late Filing on Form 12b-25 with the SEC, disclosing that the Company would be unable to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2015. The Notification of Late Filing included information that in late 2015, former SunEdison executives had made allegations concerning the accuracy of SunEdison’s financial position.
On this news, shares of Vivint fell $1.37 per share or over 17% from the stock’s previous closing price to close at $6.52 per share on March 1, 2016, damaging investors.
On March 2, 2016, during trading hours, The Wall Street Journal published an article entitled, “SunEdison’s Takeover of Vivint Solar in Jeopardy as Banks Balk” stating that the Vivint-SunEdison merger was in jeopardy.
On this news, shares of Vivint fell $1.63 per share or 25% from the stock’s previous closing price to close at $4.89 per share on March 2, 2016, damaging investors.
On March 8, 2016, Vivint announced that it was terminating the Merger Agreement. Also on March 8, 2016, Vivint filed a lawsuit against SunEdison in Delaware Chancery Court alleging breach of contract.
On this news, shares of Vivint fell $1.04 per share or approximately 20% from the stock’s previous closing price to close at $5.21 per share on March 7, 2016, damaging investors.