Geller Rudman & Dowd LLP ("Robbins Geller") (http://www.rgrdlaw.com/cases/lionsgate/)
today announced that a class action has been commenced on behalf of an
institutional investor in the United States District Court for the
Southern District of New York on behalf of purchasers of Lions Gate
Entertainment Corp. ("Lionsgate" or the "Company") (NYSE:LGF) common
stock between February 11, 2013 through March 13, 2014, inclusive (the
"Class Period"), seeking to pursue remedies against the Company and
certain of its current and former officers and directors under the
Securities Exchange Act of 1934 (the "Exchange Act").
If you wish to serve as lead plaintiff, you must move the Court no later
than 60 days from today. If you wish to discuss this action or have any
questions concerning this notice or your rights or interests, please
contact plaintiff's counsel, Samuel
H. Rudman or David
A. Rosenfeld of Robbins Geller at 800/449-4900 or 619/231-1058, or
via e-mail at email@example.com. If
you are a member of this class, you can view a copy of the complaint as
filed or join this class action online at http://www.rgrdlaw.com/cases/lionsgate/.
Any member of the putative class may move the Court to serve as lead
plaintiff through counsel of their choice, or may choose to do nothing
and remain an absent class member.
Lionsgate is a film studio that produces and distributes motion
pictures, television, home and family entertainment, and digital media.
The complaint alleges that by the start of the Class Period, and
unbeknownst to investors, Lionsgate was under investigation by the U.S.
Securities and Exchange Commission ("SEC") for making false and
misleading statements and omissions concerning a series of transactions
("Transactions") designed to prevent a takeover of the Company by Carl
Icahn and his affiliates ("Icahn"). During the Class Period, however,
Lionsgate and the other defendants misrepresented and/or failed to
disclose the existence of the SEC investigation, the prospect of legal
proceedings associated with the misconduct under investigation, and the
Company's exposure to loss in connection therewith.
Beginning in or about March 2010, Icahn commenced a series of tender
offers intended to facilitate his takeover of the Company by increasing
his ownership interest in Lionsgate and allowing him to designate his
chosen representatives to the Company's board of directors ("Board").
Threatened by the possibility of losing control of the Company or being
replaced, Lionsgate's management and Board sought to block Icahn's
plans. On July 20, 2010, the Board - with management's assistance -
approved and facilitated the Transactions, which resulted in placing
over 16 million shares of common stock in the hands of director Mark
Rachesky and/or entities he controlled ("Rachesky") while diluting the
interests of other Lionsgate shareholders, including Icahn. Rachesky was
a staunch supporter of Lionsgate management and the Board.
Thereafter, Lionsgate publicly represented that the Transactions were "a
key part of the Company's previously announced plan to reduce its total
debt, as well as its nearer term maturities." In fact, the SEC found,
Lionsgate had not announced any such debt-reduction plan. Moreover,
Lionsgate failed to adequately disclose the true purpose of the
Transactions: to stifle Icahn's takeover attempts. Following the public
announcement of the Transactions, Lionsgate continued to misrepresent
their true purpose to investors.
On March 13, 2014, the SEC issued an Order Instituting
Cease-and-Desist Proceedings Pursuant to Section 21C of the Securities
Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist
Order ("Order"), which memorialized the resolution of the
investigation and charges against Lionsgate for making false and
misleading disclosures regarding the Transactions. As detailed in the
Order, and alleged in the complaint, Lionsgate settled the investigation
by, among other things, agreeing to pay $7.5 million in fines and
acknowledging that it had violated the federal securities laws.
The issuance of the Order exposed Lionsgate's false and misleading
representations and omissions during the Class Period. Specifically,
Lionsgate repeatedly represented that it had disclosed all material
legal proceedings, when, in fact, it failed to disclose the existence of
the SEC investigation and its material risk and exposure to loss.
Accordingly, Lionsgate's public statements regarding its involvement in
and exposure to claims and legal proceedings were false and materially
misleading when made, and otherwise omitted material information.
Indeed, Lionsgate and the other defendants knew or recklessly
disregarded that the existence of the SEC's investigation exposed the
Company to material risks and uncertainties and exposure to loss,
including regulatory proceedings, sanctions and fines.
In response to the publication of the Order on March 13, 2014, the price
of Lionsgate common stock declined as the market digested the truth
regarding the Company's exposure, thereby damaging investors. In the
lawsuit filed today, the plaintiff seeks to recover damages on behalf of
all purchasers of Lionsgate common stock during the Class Period. The
plaintiff is represented by Robbins Geller, which has extensive
expertise in prosecuting investor class actions and other matters
involving financial fraud.
With more than 200 lawyers in 10 offices, Robbins Geller represents U.S.
and international institutional investors in contingency-based
securities and corporate litigation. The firm has obtained many of the
largest securities class action recoveries in history, including the
largest jury verdict ever in a securities class action. Please visit http://www.rgrdlaw.com
for more information.
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