NEW YORK, NY / ACCESSWIRE / February 26, 2022 / Pomerantz LLP announces that a class action lawsuit has been filed against Clarivate Plc ("Clarivate" or the "Company") (NYSE: CLVT; CLVT-PA) and certain of its officers. The class action, filed in the United States District Court for the Eastern District of New York, and docketed under 22-cv-00394, is on behalf of a class consisting of all persons and entities other than Defendants that purchased or otherwise acquired Clarivate securities between February 26, 2021 and December 27, 2021, 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 Clarivate securities during the Class Period, you have until March 25, 2022 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.
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Clarivate is an information services and analytics company.
On October 1, 2020, the Company acquired 100% of the assets, liabilities, and equity interests of CPA Global, an intellectual property software and tech-enabled services company.
Before and after its acquisition of CPA Global, Clarivate assured investors of the core effectiveness of its financial controls and procedures. For example, even after Clarivate disclosed in April 2021 that it had a material weakness in its financial controls related to accounting for certain warrants issued in connection with a 2019 business combination, the Company specifically cabined the scope of that material weakness to its accounting for the warrants at issue, while assuring investors that the remainder of its controls and procedures were effective.
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) Clarivate maintained defective disclosure controls and procedures as a result of a material weakness in its internal control over financial reporting; (ii) the foregoing material weakness was not limited to how the Company accounted for warrants; (iii) as a result, Clarivate failed to properly account for an equity plan included in its acquisition of CPA Global; (iv) accordingly, the Company was reasonably likely to restate one or more of its previously issued financial statements following its acquisition of CPA Global; and (v) as a result, the Company's public statements were materially false and misleading at all relevant times.
On December 27, 2021, Clarivate disclosed in a filing with the U.S. Securities and Exchange Commission ("SEC") that "[o]n December 22, 2021, Clarivate . . . concluded that the financial statements previously issued as of and for the year ended December 31, 2020, and the quarterly periods ended March 31, 2021, June 30, 2021, and September 30, 2021, should no longer be relied upon because of an error in such financial statements[.]" Specifically, Clarivate reported that "[t]he error relates to the treatment under U.S. generally accepted accounting principles (‘GAAP') relating to an equity plan included in the CPA Global business combination which was consummated on October 1, 2020 (‘the CPA Global Transaction')[,]" and that "[i]n the affected financial statements, certain awards made by CPA Global under its equity plan were incorrectly included as part of the acquisition accounting for the CPA Global Transaction."
Later that same day, an hour before market trading hours closed, StreetInsider.com published an article on Clarivate entitled "Clarivate Plc (CLVT) PT Lowered to $29 at Stifel on Accounting Error". That article reported, in relevant part, that "Stifel analyst Shlomo Rosenbaum lowered the price target on Clarivate . . . to $29.00 (from $32.00)" following the Company's disclosure that "it discovered an accounting error related to equity awards that CPA Global had issued under its equity plan." That article quoted the Stifel analyst, who commented, in relevant part, that "[t]he timing of this discovery is poor, less than a month after the prior CFO left, though we are told that the items are not related, and this error was discovered in the last week[,]" and that "[t]his error should not impact Revenue, Adjusted EBITDA or Adjusted FCF [free cash flow], but it is likely to impact the GAAP EBITDA and earnings, and the reported FCF."
Following Clarivate's SEC filing and the StreetInsider.com article, Clarivate's ordinary share price fell $0.16 per share, or 0.65%, to close at $24.58 per share on December 27, 2021. As the market continued to digest the SEC filing and StreetInsider.com article, Clarivate's ordinary share price fell an additional $1.70 per share, or 6.92%, to close at $22.88 per share on December 28, 2021-a total decline of $1.86 per share, or 7.52%, over two consecutive trading days.
Pomerantz LLP, with offices in New York, Chicago, Los Angeles, 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 numerous multimillion-dollar damages awards on behalf of class members. See www.pomlaw.com.
SOURCE: Pomerantz LLP