Leading health and wellness eCommerce store celebrates another year of accomplishments fueled by its “quality first” foundation to its products, customers, and employees, offering daily deep discounts for a limited time
IRVINE, Calif., Sept. 5, 2023 /PRNewswire/ — iHerb proudly announces its 27th anniversary and historic anniversary sale. Whilst reflecting on and celebrating the brand’s foundation of putting quality at the forefront, not only with its products but also its service to consumers and its dedication to its employees. The momentous occasion will be commemorated with the largest promotion in the brand’s 27-year history, where customers can enjoy 27% off daily deals and promotions from September 1 to October 2nd, starting at 10 am PT on iherb.com.
iHerb celebrates 27 years of Making Wellness Better
iHerb’s mission to make health and wellness accessible to all has been demonstrated through its best-in-class distribution, quality products, library of wellness resources, company awards, and so much more. iHerb provides customers in over 180 countries with a localized experience that makes it quick and simple for people around the globe to shop for the finest wellness products at the very best prices.
“As we celebrate 27 years of serving customers globally, we could not be more proud of the foundation we have laid to make health and wellness accessible to all,” stated CEO Emun Zabihi. “This anniversary is the commemoration of quality and authenticity being a pillar of our business, not only as it relates to our products, but also in services to our customers and to our employees.”
iHerb continues to strive to make wellness better, encouraging customers to make healthy decisions by aiding them in simplifying their wellness routines with accessible, quality products and trusted resources. Consumers can join the celebration of the 27-year journey by shopping the unprecedented anniversary sale and enjoying deals sitewide across categories.
Join iHerb in celebrating the biggest promotion in its 27-year history! Visit the site daily to discover new incredible deals. For more information about iHerb, please visit www.iherb.com
About iHerb iHerb empowers people to enhance their health, happiness, and well-being. As a global eCommerce platform, we are on a mission to offer our customers earth’s best selection of health and wellness products at the best possible value, delivered with the most convenient experience. We believe health and wellness should not be a privilege but a universal right made possible through compassion and our collective action – and everyone, no matter who they are or where they are, should have easy access to products that will help them live their healthiest, best life. www.iherb.com.
MANILA, Filipinas, TOKIO y YAKARTA, Indonesia, 5 de septiembre de 2023 /PRNewswire/ — La Copa Mundial de Baloncesto de la FIBA 2023 comenzó el 25 de agosto en Filipinas, Japón e Indonesia.
Unilumin, proveedor oficial de led de la FIBA, ha proporcionado un total de 600 metros cuadrados de pantallas perimetrales y soluciones integradas para cinco estadios de la competencia, incluidos el Estadio de Filipinas, el Estadio de Araneta, el complejo Mall of Asia, el Estadio de Indonesia y el Estadio de Okinawa.
A medida que los estadios se modernizan digitalmente, las pantallas led profesionales se han vuelto esenciales para mostrar información y transmitir en vivo. Las pantallas led perimetrales pueden reemplazar los límites tradicionales de los estadios y satisfacer las necesidades de visualización de información sobre partidos y publicidad comercial.
Dentro del estadio, las pantallas led Unilumin cuentan con tecnología HDR que reproduce imágenes realistas de las competencias deportivas y una frecuencia de actualización ultraalta para permitir imágenes claras durante la toma de la cámara. En comparación con las pantallas led convencionales, las pantallas perimetrales adoptan un diseño anticolisión con una máscara banda para evitar lesiones a los jugadores mientras garantizan un funcionamiento normal bajo impactos de alta intensidad. Todas las pantallas led utilizadas en los estadios cumplen con los estrictos requisitos de seguridad de la FIBA.
La FIBA y Unilumin han disfrutado de una exitosa asociación desde el año 2019, cuando Unilumin fue nombrada proveedor oficial de led a largo plazo para las competencias internacionales de alto nivel de la FIBA. En cinco años de colaboración, Unilumin no solo proporcionó productos led profesionales y soluciones integradas para la Copa Mundial de Baloncesto de la FIBA 2019 en China, el EuroBasket 2022 y la Copa Mundial de Baloncesto de la FIBA 2023, sino que la empresa también colaboró con la FIBA para desarrollar una serie de pantallas led personalizadas diseñadas para partidos de baloncesto, con el objetivo de ofrecer una experiencia audiovisual de primer nivel a una audiencia mundial.
Tiger Lin, presidente de Unilumin Group, dijo: “Como proveedor oficial de la FIBA, Unilumin Sports tiene el honor de ayudar a la FIBA a brindar eventos de baloncesto de gran calidad a los aficionados de todo el mundo. Las soluciones integradas Metasight de Unilumin brindan la mejor experiencia audiovisual a los aficionados y espero que sigamos fortaleciendo nuestra cooperación con la FIBA y aportemos más brillo a la industria del deporte”.
Unilumin, una empresa con sede en China y fundada en el año 2004, es el principal proveedor a nivel mundial de pantallas led, productos de iluminación y soluciones Metasight. En el sector deportivo, Unilumin ofrece una amplia gama de productos led adaptados a diferentes deportes, como baloncesto, fútbol, natación, voleibol y tenis, entre otros.
NEW YORK, Sept. 5, 2023 /PRNewswire/ — Pomerantz LLP announces that a class action lawsuit has been filed against Applied Digital Corporation (“Applied Digital” or the “Company”) (NASDAQ: APLD) and certain officers. The class action, filed in the United States District Court for the Northern District of Texas, and docketed under 23-cv-01805, is on behalf of a class consisting of all persons and entities other than Defendants that purchased or otherwise acquired Applied Digital securities between April 13, 2022 and July 26, 2023, both dates inclusive (the “Class Period”), seeking to recover damages caused by Defendants’ violations of the federal securities laws and to pursue remedies under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder, against the Company and certain of its top officials.
If you are a shareholder who purchased or otherwise acquired Applied Digital securities during the Class Period, you have until October 11, 2023 to ask the Court to appoint you as Lead Plaintiff for the class. A copy of the Complaint can be obtained at www.pomerantzlaw.com. To discuss this action, contact Robert S. Willoughby at [email protected] or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 7980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased.
Applied Digital, originally known as Applied Blockchain, designs, develops, and operates datacenters in North America, and provides artificial intelligence (“AI”) cloud services, computing datacenter hosting, and crypto datacenter hosting services.
In April 2022, Applied Digital conducted its initial public offering (“IPO”), issuing 8 million shares of common stock priced at $5.00 per share for a total of approximately $40 million in proceeds. The primary underwriter of the IPO was B. Riley Securities, Inc. (“B. Riley Securities”), an investment bank and subsidiary of the diversified financial services platform B. Riley Financial, Inc. (“B. Riley Financial”). On April 13, 2022, pursuant to the offering documents issued in connection with the IPO (the “Offering Documents”), Applied Digital’s securities began trading on the Nasdaq Global Select Market (“NASDAQ”).
The Offering Documents described several close connections between Applied Digital and B. Riley. For example, in the “conflicts of interest” section of the IPO Prospectus, Applied Digital stated that, in August 2021, the Company’s Chief Executive Officer (“CEO”), Defendant Wesley Cummins (“Cummins”), sold a majority interest in a registered investment adviser controlled by Cummins to B. Riley Financial, and thereafter became President of B. Riley Asset Management. At the time of the IPO, Cummins also served as the CEO and President of B. Riley Capital Management, LLC. Further, the IPO Prospectus stated that two members of the Board, Chuck Hastings (“Hastings”) and Virginia Moore (“Moore”), maintained similarly close connections to B. Riley. Specifically, at the time of the IPO, Hastings served as the CEO of B. Riley Wealth Management, Inc. and Moore was married to the CEO of B. Riley Securities.
As a company publicly traded on the NASDAQ, Applied Digital is required to comply with Listing Rule 5605(b)(2), which states that a majority of the Company’s board of directors (the “Board”) must be comprised of independent directors. Nasdaq Listing Rule 5606(a)(2) defines an independent director as “a person other than an Executive Officer or employee of the Company or any other individual having a relationship which, in the opinion of the Company’s board of directors, would interfere with the exercise of independent judgment in carrying out the responsibilities of a director.” Notwithstanding the close ties between Applied Digital and B. Riley, the prospectus issued in connection with the IPO (the “IPO Prospectus”) nonetheless assured investors that Applied Digital had “structured [its] Board composition and corporate governance in order to meet the requirements of the [NASDAQ]”.
On May 15, 2023, Applied Digital announced that it was launching cloud service to “[e]mpower [a]rtificial [i]ntelligence [a]pplications”. Eight days later, on May 23, 2023, Applied Digital entered into a loan and security agreement with B. Riley Commercial Capital, LLC and B. Riley Securities. The agreement, the purpose of which Applied Digital claimed was to supply “additional liquidity to fund the buildout of the Company’s recently announced AI cloud platform and datacenters by the Company,” provided for a term loan in the principal amount of up to $50 million, with an interest rate of 9.00% per annum, and a maturity date of May 23, 2025. However, Applied Digital repaid the total balance of the loan nearly two years ahead of its contractual maturity, a timeframe that corresponded with B. Riley’s own efforts to finance its recent acquisition of the holding company Franchise Group, Inc.
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, Defendants made false and/or misleading statements and/or failed to disclose that: (i) Applied Digital had overstated the profitability of its datacenter hosting business and its ability to successfully transition into a low-cost AI Cloud services provider; (ii) Applied Digital’s Board of Directors was not independent within the meaning of NASDAQ listing rules; (iii) accordingly, Applied Digital had overstated the efficacy of its business model and failed to maintain proper corporate governance standards; (iv) the foregoing, once revealed, was likely to subject the Company to significant financial and/or reputational harm; and (v) as a result, the Company’s public statements were materially false and misleading at all relevant times.
In July 2023, market analysts began scrutinizing Applied Digital’s business model as well as assembling the various connections between Applied Digital and B. Riley into a cogent picture. First, on July 6, 2023, market analysts Wolfpack Research (“Wolfpack”) and The Bear Cave (“Bear Cave”) published short reports on Applied Digital. The Wolfpack report raised questions about the viability of the Company’s business model, stating, for example, that the Company “pumped up its stock in May by claiming to pivot from a floundering business hosting bitcoin miners, to becoming a low-cost AI Cloud service provider,” and “[t]he explosion of interest in AI after the emergence of Chat GPT has predictably attracted the worst promoters []to peddle fake AI wares to credulous investors, and our analysis indicates that APLD is one of these grifters because it is not an AI company[.]” The Bear Cave report, for its part, detailed Applied Digital’s problematic corporate history, alleging that “Applied Digital relies on puffery over substance and is a perfect case study on our market’s bizarre underbelly of reverse mergers, microcaps, and shell companies.”
Following publication of the Wolfpack and Bear Cave short reports, Applied Digital’s stock price fell $1.27 per share, or 14.16%, to close at $7.70 per share on July 6, 2023.
Finally, on July 26, 2023, The Friendly Bear published a short report on Applied Digital. The Friendly Bear report expressed the view that B. Riley “is controlling managerial decisions at Applied Digital to the detriment of Applied Digital shareholders”; that Applied Digital’s board does not “meet[] the independence requirements under Nasdaq rules and . . . is essentially controlled by B. Riley.” The Friendly Bear report also alleged that clear conflicts of interest undermined the Company’s purported investigation into sexual harassment claims made against Defendant Cummins the previous month, noting that the manner in which the claims were summarily dismissed by Applied Digital’s Audit Committee could subject Applied Digital to “significant legal blowback.”
Following publication of the Friendly Bear Report, Applied Digital’s stock price fell $0.60 per share, or 6%, over the following two trading sessions, to close at $9.40 per share on July 28, 2023.
Pomerantz LLP, with offices in New York, Chicago, Los Angeles, London, Paris, and Tel Aviv, is acknowledged as one of the premier firms in the areas of corporate, securities, and antitrust class litigation. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, Pomerantz pioneered the field of securities class actions. Today, more than 85 years later, Pomerantz continues in the tradition he established, fighting for the rights of the victims of securities fraud, breaches of fiduciary duty, and corporate misconduct. The Firm has recovered billions of dollars in damages awards on behalf of class members. See www.pomlaw.com.
CONTACT: Robert S. Willoughby Pomerantz LLP [email protected] 888-476-6529 ext. 7980
Integration brings file-level encryption to the Egnyte platform and extends Egnyte’s data governance capabilities anywhere.
BETHESDA, Md., Sept. 5, 2023 /PRNewswire/ — Fasoo, a leader in data-centric security, and Egnyte, the secure platform for content collaboration and governance, today announced a partnership that will allow organizations to encrypt any Egnyte-managed file and inject Egnyte permissions directly into the protected file, ensuring that governance is maintained wherever the file goes.
Colter Carambio, Executive Vice President and Chief Revenue Officer at Fasoo, said, “We couldn’t be more thrilled to announce this partnership. Integrating Fasoo and Egnyte means true zero-trust data governance for customers – everywhere, all the time, with a simplified architecture that minimizes administrative overhead and streamlines policies. It’s the type of simple, elegant solution that customers require to protect their valuable data.”
The integration between Fasoo and Egnyte extends Egnyte’s market-leading data governance capabilities and protects sensitive and/or regulated data with the strong encryption provided by Fasoo’s Zero Trust Data Security Platform (ZTDSP) so that valuable intellectual property is protected and insider risk is greatly mitigated.
“Bringing Egnyte and Fasoo together is a natural fit that delivers significant data protection capabilities to customers,” said Rajesh Ram, Co-Founder and Chief Growth Officer at Egnyte. “With one click, users can encrypt any file – while managing permissions like printing, copying and pasting, and screen captures – with persistent protection.”
As data breaches and cyber threats escalate in frequency and severity, the need for uncompromising security and governance has never been more pronounced. The integration of Fasoo and Egnyte enables organizations to add another layer of protection by encrypting Egnyte-managed files with one click. This means that not only is the file protected from unauthorized access inside of Egnyte but also that Egnyte’s granular permissions are incorporated directly into the encrypted file, ensuring it stays protected outside of Egnyte as well.
About Egnyte Egnyte is the secure multi-cloud platform for content security and governance that enables organizations to better protect and collaborate on their most valuable content. Established in 2008, Egnyte has democratized cloud content security for more than 17,000 organizations, helping customers improve data security, maintain compliance, prevent and detect ransomware threats, and boost employee productivity on any app, any cloud, anywhere. For more information, visit www.egnyte.com .
About Fasoo Fasoo provides unstructured data security, privacy, and enterprise content platforms that securely protect, control, trace, analyze and share critical business information while enhancing productivity. Fasoo’s continuous focus on customer innovation and creativity provides market-leading solutions to the challenges faced by organizations of all sizes and industries. For more information, please visit www.fasoo.com or contact Sonia Awan, PR for Fasoo at [email protected].
NEW YORK, Sept. 5, 2023 /PRNewswire/ — Pomerantz LLP (“Pomerantz”) gives notice of the revised lead plaintiff motion deadline of October 16, 2023 in the securities lawsuit pending against Hub Cyber Security Ltd. (“HUB” or the “Company”) (NASDAQ: HUBC; HUBCZ; HUBCW) f/k/a Hub Cyber Security (Israel) Ltd. (“Legacy HUB”), and certain officers and directors. The caption for the action is: Green v. Hub Cyber Security Ltd. et al., Case No. 1:23-cv-06668 (“Green“), pending in the United States District Court for the Southern District of New York (“S.D.N.Y.”) before the Honorable Arun Subramanian, U.S.D.J.
The complaint in Green, filed on July 31, 2023, is on behalf of a class (the “Class”) consisting of all: (a) Legacy HUB stockholders who acquired the Company’s common stock through Legacy HUB’s merger (the “Merger”) with Mount Rainier Acquisition Corp. (“Mount Rainier”); (b) Mount Rainier investors who acquired the Company’s securities pursuant and/or traceable to the registration statement and proxy statement/prospectus (collectively, the “Offering Documents”) issued in connection with the Merger; and/or (c) persons and entities that purchased or otherwise acquired Mount Rainier or U.S.-listed HUB securities between March 23, 2022 and June 13, 2023, both dates inclusive (the “Class Period”). Plaintiff pursues claims against Defendants under the Securities Act of 1933 (“Securities Act”) and the Securities Exchange Act of 1934 (“Exchange Act”).
The initial deadline to move for lead plaintiff was September 5, 2023, pursuant to the notice of a related, earlier-filed action, captioned Efrat Investments LLC v. Hub Cyber Security Ltd., Case No. 1:23-cv-05764 (“Efrat“), which is also pending in S.D.N.Y. before the Honorable Arun Subramanian, U.S.D.J. Because Green covers a broader class and class period than Efrat, on August 9, 2023, Judge Subramanian ordered publication of a new notice to investors, consistent with Section 78u-4(a)(3)(A) of the Private Securities Litigation Reform Act of 1995. Accordingly, Pomerantz, which is counsel for the plaintiff in Green, hereby issues this notice of a revised deadline of October 16, 2023 to move for appointment as lead plaintiff on behalf of the Class. If you are a Legacy HUB stockholder who acquired the Company’s common stock through the Merger, a Mount Rainier investor who acquired the Company’s securities pursuant and/or traceable to the Offering Documents in connection with the Merger, and/or an investor who purchased or otherwise acquired Mount Rainier or U.S.-listed HUB securities during the Class Period, you have until October 16, 2023 to ask the Court to appoint you as Lead Plaintiff for the Class. A copy of the Complaint can be obtained at www.pomerantzlaw.com. To discuss this action, contact Robert S. Willoughby at [email protected] or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 7980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased.
Legacy HUB was founded in 2017 by veterans of the elite Unit 8200 and Unit 81 of the Israeli Defense Forces and described itself as having “developed unique technology and products in the field of Confidential Computing, and it intends to be a significant player providing effective cybersecurity solutions for a broad range of government entities, enterprises and organizations.” Before the Merger, Legacy HUB’s ordinary shares and existing warrants traded on the Tel Aviv Stock Exchange.
Mount Rainier was a special purpose acquisition company, also called a blank-check company, which is a development stage company that has no specific business plan or purpose or has indicated that its business plan is to engage in a merger or acquisition with an unidentified company or companies, other entity, or person. Before the Merger, Mount Rainier’s common stock, units, and redeemable warrants traded on the Nasdaq Stock Market (“NASDAQ”). Following the Merger, Mount Rainier became a wholly owned subsidiary of the Company.
On March 23, 2022, Legacy HUB and Mount Rainier issued a joint press release stating “that they have entered into a definitive business combination agreement” and that the Company’s Founder and Chief Executive Officer (“CEO”) Defendant Eyal Moshe (“Moshe”) “and the current management team will continue to lead the Combined Company.”
On or about October 6, 2022, Legacy HUB solicited its stockholders’ approval of the Merger through a mailing, with that solicitation stating that the private investment in public equity (“PIPE”) investors made an absolute and irrevocable commitment to invest in the Company at a value of $10 per share as part of a private placement, and that the PIPE is equal to the minimum amount required to close the Merger.
The complaint alleges that the Offering Documents were negligently prepared and, as a result, contained untrue statements of material fact or omitted to state other facts necessary to make the statements made not misleading and were not prepared in accordance with the rules and regulations governing their preparation. Additionally, throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and compliance policies. Specifically, the Offering Documents and Defendants made false and/or misleading statements and/or failed to disclose that: (i) PIPE financing in connection with the Merger was not committed; (ii) HUB would not be led by Legacy HUB’s then-current management team, including Defendant Moshe; (iii) the Company had downplayed the full scope and severity of deficiencies in its compliance controls and procedures, including its disclosure controls and procedures and internal controls over financial reporting; (iv) the Company overstated its remediation of, and/or ability to remediate, the foregoing deficiencies; (v) accordingly, the Company had hundreds of thousands of dollars of unexplained expenses incurred, and/or funds misappropriated or otherwise fraudulently obtained, by a senior officer of the Company; (vi) the foregoing increased the risk that the Company would be unable to timely file one or more of its periodic financial reports with the U.S. Securities and Exchange Commission (“SEC”), as required by the NASDAQ’s listing rules; (vii) as a result, the Company was also at an increased risk of being delisted from the NASDAQ; (viii) all the foregoing, once revealed, was likely to negatively impact the Company’s business, financial results, and reputation; and (ix) as a result, the Offering Documents and Defendants’ public statements throughout the Class Period were materially false and/or misleading and failed to state information required to be stated therein.
On January 26, 2023, the Company issued a press release announcing “that following the receipt of all approvals and compliance with the conditions for the expected merger with Mount Rainier . . . and transition to trading on the [NASDAQ],” the Company expected its shares and warrants to begin trading on the NASDAQ on February 28, 2023, representing a delay of nearly one month from Mount Rainier’s earlier announcement that the Merger would close in late January 2023.
On this news, Mount Rainier’s share price fell $0.48 per share over two consecutive trading days, or 4.75%, to close at $9.63 per share on January 27, 2023.
On February 2, 2023, the Company issued a press release stating that Defendant “Moshe will be promoted to undertake the role of President of US operations to better focus resources and attention on the North American strategic business development” and “will be replac[ed] . . . as [CEO].” The same press release also stated, in relevant part, that the Company “has received an irrevocable commitment by A-Labs Advisory & Finance Ltd. to substitute a current HUB PIPE investor, Clover Wolf Fund, in the sum US$ 10 million on the same terms.”
On this news, Mount Rainier’s share price fell $0.29 per share, or 3.05%, to close at $9.21 per share on February 3, 2023.
On February 3, 2023, the Company filed a Form 6-K with the SEC, stating that “on February 2, 2023, Ayelet Bitan, the Company’s Vice President of Human Resources, resigned from her position as an officer of the Company, effective immediately”; and that, on February 2, 2023, the Board of Directors (“Board”) of “HUB Cyber Security Ltd. (TASE: HUB) (the ‘Company’) accepted the resignation of [Defendant] Moshe as the Company’s [CEO], effective immediately, and appointed him as President of the Company’s U.S. operations.”
On this news, Mount Rainier’s share price fell $0.38 per share, or 4.13%, to close at $8.83 per share the next trading day on February 6, 2023.
On February 28, 2023, the Company consummated the Merger with Mount Rainier, Mount Rainier became a wholly owned subsidiary of the Company, and the Company’s shares closed at $4.99 per share.
On March 1, 2023, the combined Company’s securities began trading on the NASDAQ, with a first post-Merger closing stock price of $1.59 per share (the “Initial Closing Price”).
Also on March 1, 2023, HUB filed a Form 6-K with the SEC stating, inter alia, that “[t]he PIPE Financing did not consummate at closing of the Business Combination” and that, “[a]s a result of the redemptions from [Mount Rainier]’s trust account and the failure of the PIPE Financing to be consummated, the Company waived the Minimum Cash Condition in order to proceed to close the Business Combination.”
On this news, HUB’s stock price fell $0.34 per share, or 21.38%, to close at $1.25 per share on March 2, 2023.
On April 20, 2023, HUB filed a Form 6-K with the SEC stating, inter alia, that “[o]n April 19th, 2023, [the Board] of [HUB] appointed a special committee of independent directors . . . in order to investigate and asses [sic] certain allegations of potential misappropriation and other potential fraudulent actions raised against a former senior officer of the Company.” The Form 6-K further disclosed that “[t]he allegations were raised during on-going reviews by the new management of the Company, and within this framework the new management of the Company discovered certain unexplained expenses . . . estimated at approximately NIS[ New Israel Shekel ]2.5 million”—i.e., approximately $675,110.
On this news, HUB’s stock price fell $0.03 per share, or 2.52%, to close at $1.16 per share on April 20, 2023.
On May 15, 2023, HUB issued a press release disclosing that “due to the previously disclosed internal investigation by a special committee of independent directors . . . that was appointed by the [Board], the Company requires additional time to complete the process and file its Annual Report on Form 20-F for the fiscal year ended December 31, 2022.”
On May 22, 2023, HUB issued a press release disclosing that HUB received a notice that the Company was non-compliant with applicable NASDAQ listing rules because the Company had failed to “timely file[] its Annual Report on Form 20-F for the fiscal year ended December 31, 2022 . . . with the [SEC.]” The Company also disclosed, inter alia, that “[t]he Company’s management and the Audit Committee are also reviewing the effectiveness of the Company’s controls over its disclosure and internal accounting and financial reporting for the year ended December 31, 2022“; and that, “[i]f the Company fails to timely regain compliance with the Nasdaq Listing Rules, the securities of the Company will be subject to delisting from Nasdaq.”
On this news, HUB’s stock price fell $0.04 per share, or 6.15%, to close at $0.61 per share on May 22, 2023.
Then, on June 13, 2023, HUB issued a press release disclosing that HUB received another notice of non-compliance with applicable NASDAQ listing rules “because for the past 30 consecutive business days preceding the date of the notification . . . the bid price per share of the Company’s ordinary shares, no par value (‘Ordinary Shares’) had closed below the $1.00 per share minimum bid price required for continued listing on Nasdaq[.]” The Company further disclosed that “[i]f the Company has not regained compliance within the period(s) granted by Nasdaq, including any extensions, the Ordinary Shares will be subject to delisting, pending an appeal to the Nasdaq Hearing Panel.”
On this news, HUB’s stock price fell $0.04 per share, or 6.78%, to close at $0.55 per share on June 14, 2023—a 65.41% decline from its Initial Closing Price.
On July 5, 2023, the price of HUB’s stock closed at $0.3918 per share—a 75.36% decline from its Initial Closing Price.
As of the time the complaint was filed, HUB’s stock was trading significantly below its Initial Closing Price and continues to trade below its initial value from the Merger, damaging investors.
Pomerantz LLP, with offices in New York, Chicago, Los Angeles, London, Paris, and Tel Aviv, is acknowledged as one of the premier firms in the areas of corporate, securities, and antitrust class litigation. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, Pomerantz pioneered the field of securities class actions. Today, more than 85 years later, Pomerantz continues in the tradition he established, fighting for the rights of the victims of securities fraud, breaches of fiduciary duty, and corporate misconduct. The Firm has recovered billions of dollars in damages awards on behalf of class members. See www.pomlaw.com.
CONTACT: Robert S. Willoughby Pomerantz LLP [email protected] 888-476-6529 ext. 7980
NEW YORK, Sept. 5, 2023 /PRNewswire/ — Pomerantz LLP announces that a class action lawsuit has been filed against Shift4 Payments, Inc. (“Shift4” or the “Company”) (NYSE: FOUR) and certain officers. The class action, filed in the United States District Court for the Eastern District of Pennsylvania, and docketed under 23-cv-03206, is on behalf of a class consisting of all persons and entities other than Defendants that purchased or otherwise acquired Shift4 securities between November 10, 2021 and April 18, 2023, both dates inclusive (the “Class Period”), seeking to recover damages caused by Defendants’ violations of the federal securities laws and to pursue remedies under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rule 10b-5 promulgated thereunder, against the Company and certain of its top officials.
If you are a shareholder who purchased or otherwise acquired Shift4 securities during the Class Period, you have until October 19, 2023 to ask the Court to appoint you as Lead Plaintiff for the class. A copy of the Complaint can be obtained at www.pomerantzlaw.com. To discuss this action, contact Robert S. Willoughby at [email protected] or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 7980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased.
Shift4 provides software and payment processing solutions in the United States. The Company provides, among other products and services, integrated and mobile point-of-sale (“POS”) solutions.
In Shift4’s third quarter of 2022, the Company completed its so-called “mass strategic buyout program” as part of a purported strategic initiative to insource its sales distribution network.
According to Shift4, because the Company is not a “member bank” as defined in certain payment network rules, the Company is not eligible for primary membership in certain payment networks and is therefore unable to directly access them. Accordingly, Shift4’s payment networks require the Company to be sponsored by a member bank as a service provider, which the Company has accomplished through a sponsorship agreement with its sponsor bank. To cover overdraft obligations at the sponsor bank, prior to December 2022, Shift4 had funds deposited in a sponsor bank merchant settlement account to facilitate gross card transaction deposits for those customers the Company bills on a monthly, as opposed to a daily, basis.
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, Defendants made false and/or misleading statements and/or failed to disclose that: (i) Shift4 had inadequate disclosure controls and procedures and internal control over financial reporting; (ii) as a result, Shift4 failed to properly account for customer acquisition costs, thereby artificially inflating its net cash provided by operating activities; (iii) accordingly, Shift4 would likely be forced to restate one or more of its previously issued financial statements; (iv) Shift4 employed accounting maneuvers in connection with, among other things, its mass strategic buyout program and sponsor bank merchant settlement account, that were designed to present an inaccurate picture of, inter alia, the Company’s performance, its underlying business quality, and its earnings power; (v) all the foregoing, once revealed, was likely to negatively impact Shift4’s reputation and business; and (vi) as a result, the Company’s public statements were materially false and misleading at all relevant times.
On October 21, 2022, Shift4 disclosed in a filing with the U.S. Securities and Exchange Commission that the Company’s third quarter 2021, full year 2021, first quarter 2022, and second quarter 2022 financial statements should no longer be relied upon and would need to be restated because of a material weakness in the Company’s financial controls, which had caused it to incorrectly treat “customer acquisition costs” as cash used in investing activities rather than cash used in operating activities in its Consolidated Statements of Cash Flows. As a result, Shift4 was forced to negatively revise its net cash provided by operating activities to $3 million (down from its originally reported $29.2 million), $30.8 million (down from its originally reported $37.1 million), and $70.8 million (down from its originally reported $85 million) for the year ended December 31, 2021, the three months ended March 31, 2022, and the six months ended June 30, 2022, respectively.
On this news, Shift4’s stock price fell $1.21 per share, or 2.67%, to close at $44.16 per share on October 24, 2022.
On April 19, 2023, Blue Orca Capital published a report addressing Shift4 (the “Blue Orca Report”). The Blue Orca Report alleged, among other things, that “Shift4 [is], in reality, a roll-up of low-tech POS systems and payment processors which is substantially less profitable, generates far less cash, and is materially more levered than investors are led to believe.” The Blue Orca Report further alleged that in 2022, “Shift4 engaged in a string of highly questionable and hyper-aggressive accounting maneuvers seemingly designed to keep the stock afloat, from cash flow manipulation to inexplicable distributor acquisitions that enabled it to capitalize a major component of COGS [cost of goods sold].” For example, the Blue Orca Report alleged, inter alia, that Shift4’s “buyout of 50% of its independent distributors”—i.e., in connection with its mass strategic buyout program—”and Q4 2022 cash account withdrawal” from its sponsor bank merchant settlement account “together inflated operating cash flow by 61%.”
On this news, Shift4’s stock price fell $5.95 per share, or 8.68%, to close at $62.59 per share on April 19, 2023.
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