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(i) WBD’s sports rights negotiations with the NBA were causing, or were likely to cause, the Company to significantly reevaluate its business and goodwill; (ii) WBD’s goodwill in its Networks segment had significantly deteriorated as a result of the difference between its market capitalization and book value, continued softness in certain U.S. advertising markets, and uncertainty related to affiliate and sports rights renewals, including with the NBA; (iii) the foregoing significantly increased the likelihood of WBD incurring billions of dollars in goodwill impairment charges; (iv) accordingly, defendants had overstated WBD’s overall business and financial prospects; and (v) as a result, the Company’s public statements were materially false and misleading at all relevant times.

(1) Match Group materially understated the challenges affecting Tinder and, as a result, understated the risk that Tinder’s monthly active user count would not recover by the time the Company reported its financial results for the third quarter of 2024; and (2) as a result, defendants’ statements about Match Group’s business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis at all relevant times.

(1) Rentokil experienced levels of disruption in the early pilots of the Terminix integration; (2) Rentokil experienced significant, ongoing, self-inflicted execution challenges integrating Terminix; (3) the disruption and execution challenges imperiled Rentokil’s integration plan for Terminix; (4) Rentokil and Terminix were still two separate businesses that were not yet integrated; (5) Rentokil’s failure to integrate Terminix negatively impacted the Company’s business and operations, particularly organic revenue growth in North America; and (6) as a result of the above, defendants’ positive statements about the Company’s business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis at all relevant times.

(1) Dentsply targeted low-income people who did not have access to good oral hygiene education, a dentist, or dental insurance, which often meant patients signing up for Byte, a DTC aligner solution, had underlying dental issues that would have made them ineligible for treatment; (2) the push for Byte growth and sales commissions caused sales employees to sell to contraindicated patients; (3) as a result of the above, the Byte patient onboarding workflow did not provide adequate assurance that contraindicated patients did not enter treatment; (4) before and during the Class Period, reports of Byte patient injuries were pouring in; (5) Dentsply knew that its Byte aligners were causing severe patient injuries for years but did little to investigate those injuries or notify the FDA; (6) Dentsply had no systems in place to notify the FDA of these injuries, which the Company is required to do within 30 days of learning of a problem; (7) the FDA had received a sharp uptick in reports of serious injuries from Byte patients; (8) as a result of the above, Dentsply materially overstated the goodwill value of Byte; (9) as a result of the above, defendants’ positive statements about the Company’s business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis at all relevant times.

(1) Customers Bancorp had inadequate anti-money laundering practices; (2) as a result, it was not in compliance with its legal obligations, which subjected it to heightened regulatory risk; and (3) as a result, defendants’ statements about Customers Bancorp’s business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis at all times.

(1) the Company overstated the potential effectiveness of its enrichment technology; (2) the Company overstated the development potential of its high assay low-enriched uranium facility; (3) the Company overstated the Company’s nuclear fuels operating segment results; and (4) 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.

(1) Symbotic improperly accelerated revenue recognition in its 2024 financial statements; and (2) as a result, defendants’ statements about the Company's business, operations, and prospects were materially false and misleading and/or lacked a reasonable basis at all relevant times.

(i) contrary to prior representations to investors, Aehr was continuing to experience substantial delays in customer orders; (ii) the foregoing issue was likely to have a material negative impact on the Company’s revenue growth; (iii) accordingly, the Company’s business and/or financial prospects were overstated; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times.

(i) Five9’s net new business was not “strong irrespective of the macro” and was, in fact, hampered by macroeconomic issues such as constrained and scrutinized customer budgets; (ii) Five9 was in the midst of a challenging bookings quarter due, in part, to sales execution and efficiency issues, and the Company was not “seeing very strong bookings momentum”; and (iii) defendants did not have “enough information in terms of [their] existing customers that are going live” such that the statements that Five9 would see a positive inflection in its dollar-based retention rate lacked a reasonable basis.

(1) Marqeta understated the regulatory challenges affecting its business outlook; (2) as a result, Marqeta would have to cut its guidance for the fourth quarter of 2024 and; (3) as a result, defendants’ public statements were materially false and/or misleading at all relevant times.

(i) the strategy to best accomplish the IPO; (ii) the terms of the IPO, including the price at which Kyverna’s common stock would be sold; (iii) the language to be used in the Offering Documents; (iv) what disclosures about Kyverna would be made in the Offering Documents; and (v) what responses would be made to the SEC in connection with its review of the Offering Documents. As a result of those constant contacts and communications between the underwriter defendants’ representatives and Kyverna’s management, directors, and lawyers, at a minimum, the underwriterd defendants should have known of Kyverna’s undisclosed then-existing problems and plans, and the Offering Document’s materially inaccurate, misleading, and incomplete statements and omissions, as detailed herein.

According to the complaint, defendants provided investors with material information concerning SUI’s accounting practices and internal control over financial reporting. On September 24, 2024, after market close, an investment research report emerged calling into question the integrity of SUI’s Board and the integrity of the Company’s governance, controls, and financial disclosures. Investors and analysts reacted immediately to SUI’s revelation. The price of SUI’s common stock declined dramatically. From a closing market price of $139.10 per share on September 24, 2024, SUI’s stock price fell to a low of $137.48 per share on September 25, 2024.

According to the complaint, defendants provided investors with material information concerning Cassava’s leading drug candidate, simufilam. Defendants’ statements included, among other things, clear confidence in simufilam’s ability to treat Alzheimer’s Disease. On November 25, 2024, Cassava released topline results for the first of its two ongoing Phase 3 studies on simufilam, the “ReThink-ALZ” study. The results indicated that simufilam failed to meet each of the pre-specified primary, secondary, and exploratory endpoints; in sum, simufilam failed to outperform the placebo. Following this news, the price of Cassava’s common stock declined dramatically. From a closing market price of $26.48 per share on November 22, 2024, Cassava’s stock price fell to $4.30 per share on November 25, 2024, a decline of about 83.76% in the span of just a single day.

According to the filed complaint, throughout the class period, defendants made materially false and/or misleading statements, and failed to disclose material adverse facts about MGPI's business, operations, and prospects. Specifically, defendants repeatedly touted a strong demand and “normal” inventory levels in brown goods (i.e., American whiskies and tequila), when in fact there had been a slowdown in consumption and oversupply in their products. Worse, defendants had assured investors that they were positioned differently than their competitors, and that this was a non-issue, because MGPI had already taken steps to mitigate the risk, when in fact it had not.

According to the complaint, on November 27, 2024, Applied Therapeutics issued a press release announcing that it had received a Complete Response Letter (CRL) for the New Drug Application (NDA) for govorestat, the Company’s lead drug candidate. The CRL indicated that the FDA completed its review of the application and determined that it was unable to approve the NDA in its current form citing deficiencies in the clinical application. Following this news, the price of Applied Therapeutics’ common stock declined dramatically. From a closing market price of $10.21 per share on November 26, 2024, Applied Therapeutics’ stock price fell to $8.57 per share on November 27, 2024 before falling further to $2.03 on November 29, 2024 and $1.75 per share on December 2, 2024, a total decline of more than 80%. After market hours on December 2, 2024, Applied Therapeutics disclosed it received a “warning letter” from the FDA referring to the clinical trial issues underlying the CRL. Applied Therapeutics’ disclosure of the “warning letter” prompted a further decline in the stock price as investors discovered the seriousness and severity of the Company’s clinical trial errors. From a closing market price of $1.75 per share on December 2, 2024, Applied Therapeutics’ stock price fell to $1.69 per share on December 3, 2024 before falling further to $1.38 per share on December 4, 2024 and $1.29 per share on December 5, 2024.

(1) Joint Stock Company Kaspi.kz continued doing business with Russian entities, and also providing services to Russian citizens, after Russia’s 2022 invasion of Ukraine, thereby exposing the Company to the undisclosed risk of sanctions; (2) the Company engaged in undisclosed related party transactions; (3) certain of the Company’s executives have links to reputed criminals; and (4) as a result, defendants’ statements about Joint Stock Company Kaspi.kz’s business, operations, and prospects, were materially false and misleading and/or lacked a reasonable basis at all relevant times.

(1) AstraZeneca engaged in insurance fraud in China; (2) as a result, AstraZeneca faced heightened legal exposure in China, which eventually resulted in the AstraZeneca China President being detained by Chinese law enforcement authorities; (3) as a result, AstraZeneca understated its legal risks; (4) the foregoing, once revealed, could materially harm AstraZeneca’s business activities in China; and (5) 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.

(a) the accessible luxury handbag market is a distinct and well-defined market within the overall handbag market and understood as such by the Individual defendants, as well as by other Capri and Tapestry executives; (b) Capri and Tapestry maintained analogous production facilities and supply chains for their accessible luxury handbags that were distinct from the production facilities and supply chains used to manufacture luxury or mass market handbags, confirming that the accessible luxury handbag market is distinct from the mass market and luxury handbag markets; (c) Capri and Tapestry internally considered Coach and Michael Kors to be each other’s closest and most direct competitors; (d) conversely, Capri and Tapestry did not internally consider their handbag brands to be in direct competition with luxury handbags or mass market handbags; (e) a primary internal rationale for the Capri Acquisition, the acquisition of Capri by Tapestry, was to consolidate prevalent brands within the accessible luxury handbag market so as to reduce competition, increase prices, improve profit margins, and reduce consumer choice within that market; and (f) as a result of (a)-(e) above, the risk of adverse regulatory actions and/or the Capri Acquisition being blocked was materially higher than represented by defendants.

(1) the oil rigs Discoverer Inspiration and Development Driller III were considered non-strategic assets; (2) the Company’s recorded asset valuations were overstated; (3) as a result, the Company would take nearly twice the vessels’ sale price in impairment if sold; and (4) 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.

(i) they had overstated CB-010’s safety, efficacy, and durability relative to approved autologous CAR-T cell therapies in treating patients with r/r B-NHL and/or LBCL, as well as CB-010’s overall clinical results and commercial prospects; (ii) Caribou was at significant risk of having insufficient cash, liquidity, and/or other capital to fund its current business operations, including preclinical research activities associated with the allogeneic CAR-NK platform; (iii) all the foregoing was likely to have a significant negative impact on Caribou’s business and operations; and (iv) as a result, defendants’ public statements were materially false and misleading at all relevant times.

(a) the impact of project delays on Nextracker’s business, financial results, and prospects was far more severe than represented to investors; (b) permitting and interconnection delays had materially impaired Nextracker’s ability to convert backlog into revenue at historical conversion rates; (c) Nextracker had been unable to offset the negative impact from project delays through increased client demand and the purported ability to pull forward its other projects in the manner represented by defendants; (d) Nextracker did not possess the competitive advantages which purportedly shielded it from industry-wide headwinds or the ability to effectively offset the adverse effects of project delays as claimed by defendants; and (e) as a result of (a)-(d) above, defendants lacked a reasonable basis for their positive statements about Nextracker’s business, financial results, and prospects.

(i) Revance was in material breach of the Distribution Agreement with Teoxane, which granted Revance “the exclusive right to import, market, promote, sell and distribute Teoxane’s line of dermal fillers; (ii) the foregoing subjected the Company to an increased risk of litigation, as well as monetary and reputational harm; (iii) all the foregoing increased the risk that the tender offer would be delayed and/or amended; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times.

(1) Regeneron paid credit card fees to distributors on the condition that distributors did not charge, one of the Company’s primary products, Eylea customers more to use a credit card; (2) these payments subsidized the prices that customers paid when using credit cards to purchase Eylea; (3) as a result, Regeneron offered a price concession that lowered Eylea’s selling price; (4) because retina practices were sensitive to higher prices when using credit cards to purchase anti-VEGF medications, Regeneron’s price concessions provided a competitive advantage; (5) as a result of the foregoing, Regeneron misleadingly boosted reported Eylea sales; (6) by failing to report its payment of credit card fees as price concessions, Regeneron overstated the ASP reported to federal agencies, thereby violating the False Claims Act; and (7) 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, on December 6, 2024, BioAge announced that it would discontinue the ongoing STRIDES Phase 2 trial for azelaprag, its lead product candidate, citing safety concerns over elevated liver transaminase levels in participants. This came as a surprise because, at the time of its IPO less than three months earlier, BioAge highlighted azelaprag's potential in patients undergoing obesity therapy with incretin drugs. Following this news, BioAge’s stock price declined from $20.09 per share on December 6, 2024 to $4.65 per share on December 7, 2024.

(i) demand for Micron’s products in consumer markets, especially the Company’s NAND products, had significantly deteriorated; (ii) accordingly, defendants had overstated the extent to which demand for Micron’s products had recovered, particularly in consumer markets and for its NAND products, and/or had overstated the sustainability of demand for such products, as well as the normalization of inventory for such products; and (iii) as a result, the Company’s public statements were materially false and misleading at all relevant times.

According to the complaint, on August 9, 2024, Pacira issued a press release announcing the results of its lawsuit against eVenus for patent infringement. Pacira disclosed that the court “found that the company’s U.S. Patent No. 11,033,495 (the ‘495 patent) is not valid,” and, thus, eVenus is not infringing on anything. Pacira’s ‘495 patent is for Exparel, which is the main source of growth for the Company, encapsulating roughly 80% of its revenue. Analysts have noted that the invalidity of the ‘495 patent calls into question the validity of the Company’s other patents, potentially resulting in more generic entrants into the market and increased litigation expenses moving forward. Following this news, Pacira’s common stock declined dramatically. From a closing market price of $22.36 per share on August 8, 2024, Pacira’s stock price fell to a low of $11.70 per share on August 9, 2024, a decline of over 47% in a single day.

(a) Block had engaged in widespread and years-long compliance lapses at Square and Cash App, including by failing to conduct basic due diligence regarding its customers’ identities or the nature of customer transactions so as to prevent the platforms from being used for illegal or illicit activities; (b) Block had effectively created a haven for widespread illegal and illicit activities on its Square and Cash App platforms by imposing minimal obligations on customers seeking to open accounts, transact, and deposit or withdraw funds; encouraging the use of bitcoin; and pressuring the Company’s banking partners to forgo ordinary know your customer due diligence activities; (c) thousands of transactions on Square and Cash App were made in connection with a wide variety of illegal and illicit activities, including, inter alia, money laundering, child sexual abuse, sex trafficking, drug trafficking, terrorism financing, contract killings, and illicit payments to entities and persons subject to economic sanctions; (d) Block allowed its customers to withdraw funds even after the accounts had been flagged for potentially illegal or illicit activities; (e) Block customers could open up multiple accounts using fake identities in order to engage in illegal or illicit activities; (e) Block customers could open up multiple accounts using fake identities in order to engage in illegal or illicit activities; (f) Block’s senior leadership and the Board had failed to correct identified compliance deficiencies despite numerous red flags, internal employee reports of deficiencies, and customer complaints; (g) Block’s Cash App user metrics had been artificially inflated through the use of fake accounts and the ability of criminals and other bad actors to open multiple accounts; and (h), as a result of (a)-(g) above, Block was subject to a material, undisclosed risk of its conduct being exposed, thereby exposing the Company to reputational harm, adverse regulatory actions, the loss of business activity, and adverse impacts to the Company’s operations and financial results.

(i) IIPR was experiencing significant declines in rent and property-management fees in connection with certain customer leases; (ii) the foregoing would likely impair the Company’s ability to maintain funds from operations and revenue growth; (iii) accordingly, IIPR’s leasing operations were less profitable than the Company had represented to investors; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times.

(1) the Company reported one-time engine sales as maintenance repair & overhaul revenue when FTAI only performs limited repair and maintenance work on the engine assets sold; (2) FTAI presents whole engine sales as individual module sales, thereby overstating sales and demand; (3) the Company depreciates engines that are not on lease, which misleadingly lowers the reported cost of goods sold and inflates EBITDA; and (4) 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.