Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 1 of 14
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`Laurence M. Rosen, Esq. (SBN 219683)
`THE ROSEN LAW FIRM, P.A.
`355 South Grand Avenue, Suite 2450
`Los Angeles, CA 90071
`Telephone: (213) 785-2610
`Facsimile: (213) 226-4684
`Email: lrosen@rosenlegal.com
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`Counsel for Plaintiff
`
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`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`
`RUBEN PERALES, Individually and on behalf
`of all others similarly situated,
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`
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`CLASS ACTION COMPLAINT FOR
`VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`JURY TRIAL DEMANDED
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`Plaintiff,
`
`v.
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`TERRAVIA HOLDINGS, INC., JONATHAN
`S. WOLFSON, APU MODY, and TYLER W.
`PAINTER,
`
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`Defendants.
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`
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`Plaintiff Ruben Perales (“Plaintiff”), individually and on behalf of all other persons
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`similarly situated, by Plaintiff undersigned attorneys, for Plaintiff’s complaint against
`Defendants (defined below), alleges the following based upon personal knowledge as to Plaintiff
`and Plaintiff’s own acts, and information and belief as to all other matters, based upon, inter alia,
`the investigation conducted by and through Plaintiff’s attorneys, which included, among other
`things, a review of the Defendants’ public documents, announcements, United States Securities
`and Exchange Commission (“SEC”) filings, wire and press releases published by and regarding
`TerraVia Holdings, Inc. (“TerraVia” or the “Company”), analysts’ reports and advisories about
`the Company, and information readily obtainable on the Internet. Plaintiff believes that
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 2 of 14
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`substantial evidentiary support will exist for the allegations set forth herein after a reasonable
`opportunity for discovery.
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`NATURE OF THE ACTION
`This is a federal securities class action on behalf of a class consisting of all
`1.
`persons other than Defendants who purchased or otherwise acquired TerraVia securities between
`August 8, 2016 and November 7, 2016, both dates inclusive (the “Class Period”), seeking to
`recover compensable 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.
`JURISDICTION AND VENUE
`The claims asserted herein arise under and pursuant to Sections 10(b) and 20(a) of
`2.
`the Exchange Act (15 U.S.C. §§78j(b), 78b-1 and 78t(a)) and Rule 10b-5 promulgated
`thereunder by the SEC (17 C.F.R. §240.10b-5).
`This Court has jurisdiction over the subject matter of this action pursuant to 28
`3.
`U.S.C. §1331 and Section 27 of the Exchange Act (15 U.S.C. §78aa).
`Venue is proper in this District pursuant to Section 27 of the Exchange Act (15
`4.
`U.S.C. §78aa), and 28 U.S.C. §1391(b) as the Company maintains its headquarters and
`conducts business in this District.
`In connection with the acts, conduct, and other wrongs alleged in this Complaint,
`5.
`Defendants, directly or indirectly, used the means and instrumentalities of interstate commerce,
`including but not limited to, the United States mails, interstate telephone communications and
`the facilities of the national securities exchange.
`PARTIES
`Plaintiff Ruben Perales, as set forth in the accompanying certification,
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`incorporated by reference herein, purchased TerraVia securities at artificially inflated prices
`during the Class Period and has been damaged thereby.
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 3 of 14
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`Defendant TerraVia is a company that creates and sells food, nutrition, and
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`specialty ingredients from algae. Its platform uses microalgae to produce high-value triglyceride
`oils, proteins, fibers, micronutrients, and other ingredients. The Company offers products, such
`as specialty food and nutrition ingredients, animal nutrition ingredients, and specialty personal
`care ingredients, as well as consumer-focused food products. The company was formerly known
`as Solazyme, Inc. and changed its name to TerraVia Holdings, Inc. in May 2016. TerraVia was
`incorporated in Delaware in 2003 and is headquartered at 225 Gateway Boulevard, South San
`Francisco, CA 94080. The Company’s common stock is listed on the NASDAQ Global Select
`Market (“NASDAQ”) under the ticker symbol “TVIA.”.
`Defendant Jonathan S. Wolfson (“Wolfson”) is a co-founder and the Chairman of
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`the board of directors during the entire Class Period. Wolfson was TerraVia’s Chief Executive
`Officer (“CEO”) from 2008 to on or about August 21, 2016.
`Defendant Apu Mody (“Mody”) is the CEO of TerraVia since on or about August
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`22, 2016 through the end of the Class Period.
`Defendant Tyler W. Painter (“Painter”) is the Chief Financial Officer (“CFO”)
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`since 2007 and Chief Operating Officer (“COO”) of TerraVia since 2014.
`Defendants Wolfson, Mody and Painter are sometimes collectively referred to
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`herein as “Individual Defendants.”
`Each of the Individual Defendants:
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`(a)
`directly participated in the management of the Company;
`(b)
`was directly involved in the day-to-day operations of the Company at the
`highest levels;
`was privy to confidential proprietary information concerning the Company
`and its business and operations;
`was involved in drafting, producing, reviewing and/or disseminating the
`false and misleading statements and information alleged herein;
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`(d)
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`(c)
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`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 4 of 14
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`(f)
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`(e)
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`was aware of or recklessly disregarded the fact that the false and
`misleading statements were being issued concerning the Company; and
`approved or ratified these statements in violation of the federal securities
`laws.
`TerraVia is liable for the acts of the Individual Defendants and their employees
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`under the doctrine of respondeat superior and common law principles of agency because all of
`the wrongful acts complained of herein were carried out within the scope of their employment.
`The scienter of the Individual Defendants and other employees and agents of
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`TerraVia are similarly imputed to TerraVia under respondeat superior and agency principles.
`Defendants TerraVia, Wolfson, Mody, and Painter are referred to herein as
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`“Defendants.”
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`website:
`•
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`•
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`•
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`SUBSTANTIVE ALLEGATIONS
`Materially False and Misleading Statements
`The Company provides the following descriptions of its products on its official
`
`Our microalgae-based protein platform leverages fermentation technology to
`produce highly nutritious, naturally derived, minimally processed ingredients with
`outstanding consistency.1
`AlgaVia® Whole Algae Ingredients provide an array of benefits that can make
`reduced-fat foods taste richer, vegan protein fortification simpler and the
`reduction of saturated fat with great taste and texture possible. Experience a food
`revolution that makes the future bolder and brighter.2
`AlgaVia® Whole Algae Ingredients help make delicious foods that are better for
`people and inspire solutions for a better planet.3
`
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`1 http://algavia.com/wp-content/uploads/2014/11/ProteinRich.pdf
`2 http://algavia.com/
`3 http://algavia.com/
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 5 of 14
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`[Lipid Rich Whole Algae] Deliver healthier, indulgent products without
`compromise.4
`AlgaVia® Protein-Rich Whole Algae is vegan, free of known allergens and
`gluten-free—with additional fiber, lipids, carbohydrates and micronutrients.5
`AlgaVia® Protein-Rich Whole Algae delivers a unique set of functional and
`nutritional benefits.
`o
`Whole food ingredient
`Free of known allergens
`o
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`Sustainable, naturally-derived
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`Contains all essential amino acids
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`Adds dietary fiber, healthy lipids¹ and micronutrients to food products
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`Gluten-free, non-GMO and vegan
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`Manufactured in the U.S.
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`FDA GRAS No Questions Letter received
`High protein digestibility
`o
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`Zero to minimal impact on the texture or viscosity of a finished product
`Stable in a variety of temperatures and pH conditions6
`o
`(Emphasis added).
`On August 8, 2016, the Company filed a quarterly report on Form 10-Q with the
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`SEC announcing the Company’s financial and operating results for the quarter ended June 30,
`2016 (the “2Q 2016 10-Q”). The 2Q 2016 10-Q was signed by Defendant Painter. The 2Q 2016
`10-Q contained signed certifications pursuant to the Sarbanes-Oxley Act of 2002 (“SOX”) by
`Defendants Wolfson and Patiner attesting to the accuracy of financial reporting, the disclosure of
`any material changes to the Company’s internal controls over financial reporting, and the
`disclosure of all fraud. The 2Q 2016 10-Q stated in relevant part:
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`4 http://algavia.com/ingredients/
`5 http://algavia.com/ingredients/
`6 http://algavia.com/ingredients/proteins/
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 6 of 14
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`Our food oils are formulated to offer a variety of functional benefits such as
`enhanced structuring capabilities and stability while providing robust formulation
`and process flexibility. These food oils have the potential to improve upon
`conventionally utilized specialty fats and oils and our high oleic algae oil has
`received an FDA generally recognized as safe (GRAS) "No Questions" letter.
`Currently, these oils are commercially available in our AlgaWise® branded food
`oil platform and in our consumer culinary oil Thrive® brand. In addition, we have
`developed novel methods of preparing powdered forms of triglyceride oils and
`vegan proteins, and our powdered ingredients are composed of unmodified whole
`algae cells. AlgaVia® Lipid Powder (commonly known as whole algae flour) and
`AlgaVia® Protein (commonly known as whole algae protein) are whole algae
`ingredients that can improve the nutritional profile of foods and beverages.
`AlgaVia®Lipid Powder is a new fat source that allows for the reduction or
`replacement of dairy fats, oils, and eggs. AlgaVia® Protein is a new vegan source
`of protein that is free of known allergens and gluten. Both AlgaVia®Lipid Powder
`and Protein can be used across a range of applications such as beverages (ready-
`to-drink and powdered), bakery, snacks, bars, dressings, sauces and frozen
`desserts and have received FDA GRAS “No Questions” letters. In May 2016, we
`and Bunge announced
`that we
`launched a native, whole algae DHA,
`docosahexaenoic acid, a long chain omega-3 fatty acid as a sustainable specialty
`feed ingredient, prioritizing the aquaculture market.
`
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`On November 4, 2016, the Company filed a quarterly report on Form 10-Q with
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`the SEC announcing the Company’s financial and operating results for the quarter ended
`September 30, 2016 (the “3Q 2016 10-Q”). The 3Q 2016 10-Q was signed by Defendant Painter.
`The 3Q 2016 10-Q contained signed SOX certifications by Defendants Mody and Patiner
`attesting to the accuracy of financial reporting, the disclosure of any material changes to the
`Company’s internal controls over financial reporting, and the disclosure of all fraud. The 3Q
`2016 10-Q stated in relevant part:
`
`Our food oils are formulated to offer a variety of functional benefits such as
`enhanced structuring capabilities and stability while providing robust formulation
`and process flexibility. These food oils have the potential to improve upon
`conventionally utilized specialty fats and oils and our high oleic algae oil has
`received an FDA generally recognized as safe (GRAS) "No Questions" letter.
`Currently, these oils are commercially available in our AlgaWise®branded food oil
`platform and in our consumer culinary oil Thrive® brand. In addition, we have
`developed novel methods of preparing powdered forms of triglyceride oils and
`vegan proteins, and our powdered ingredients are composed of unmodified whole
`algae cells. AlgaVia® Lipid Powder (commonly known as whole algae flour) and
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 7 of 14
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`AlgaVia® Protein (commonly known as whole algae protein) are whole algae
`ingredients that can improve the nutritional profile of foods and beverages.
`AlgaVia® Lipid Powder is a new fat source that allows for the reduction or
`replacement of dairy fats, oils, and eggs. AlgaVia® Protein is a new vegan source
`of protein that is free of known allergens and gluten. Both AlgaVia® Lipid Powder
`and Protein can be used across a range of applications such as beverages (ready-to-
`drink and powdered), bakery, snacks, bars, dressings, sauces and frozen desserts
`and each ingredient received a FDA GRAS “No Questions” letter. In May 2016,
`we and Bunge announced that we launched a native, whole algae DHA,
`docosahexaenoic acid, a long chain omega-3 fatty acid as a sustainable specialty
`feed ingredient, prioritizing the aquaculture market.
`
`The statements contained in ¶¶ 16-18 were materially false and/or misleading
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`when made because Defendants failed to disclose or indicate that: (1) TerraVia’s products
`caused gastrointestinal distress, such as nausea and vomiting; and (2) as a result, Defendants’
`statements about TerraVia’s business, operations, and prospects were false and misleading
`and/or lacked a reasonable basis at all relevant times.
`The Truth Emerges
`On November 7, 2016, Bloomberg published an article entitled “Soylent Thinks It
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`Found What Was Making People Sick: Algae”, stating that Rosa Foods, Inc.’s flagship meal
`replacement drink, Soylent, contains an algal flour ingredient provided by TerraVia that causes
`consumers to become sick, namely nausea vomiting, and that Rosa Foods will be removing the
`ingredient altogether from its product formulations by early 2017. Despite TerraVia Senior Vice
`President Mark Brooks’
`adamant
`denial
`that TerraVia’s
`algal
`flour was
`responsible, Bloomberg further reported that TerraVia sent a letter in July to a distributor of
`Honey Stinger, a Colorado energy bar company owned by EN-R-G Foods, LLC, “warning that
`it had received a ‘modest number of reports’ showing that algal protein can cause
`‘gastrointestinal distress,’ according to a copy seen by Bloomberg”—similar ailments to
`those reported by Soylent customers. (Emphasis added)
`On this news, shares of TerraVia’s fell $0.15 per share or over 8% to close at
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`$1.70 per share on November 7, 2016, damaging investors.
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 8 of 14
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`As a result of Defendants’ wrongful acts and omissions, and the precipitous
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`decline in the market value of the Company's securities, Plaintiff and other Class members have
`suffered significant losses and damages.
`CLASS ACTION ALLEGATIONS
`Plaintiff brings this action as a class action pursuant to Federal Rules of Civil
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`Procedure 23(a) and (b)(3) on behalf of a Class, consisting of all those who purchased or
`otherwise acquired TerraVia securities traded on NASDAQ during the Class Period; and were
`damaged upon the revelation of the alleged corrective disclosures. Excluded from the Class are
`Defendants herein, the officers and directors of the Company at all relevant times, members of
`their immediate families and their legal representatives, heirs, successors or assigns and any
`entity in which Defendants have or had a controlling interest.
`The members of the Class are so numerous that joinder of all members is
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`impracticable. Throughout the Class Period, the Company’s securities were actively traded on
`the NASDAQ. While the exact number of Class members is unknown to Plaintiff at this time,
`and can only be ascertained through appropriate discovery, Plaintiff believes that there are at
`least hundreds of members in the proposed Class. Members of the Class may be identified from
`records maintained by TerraVia or its transfer agent, and may be notified of the pendency of this
`action by mail using a form of notice customarily used in securities class actions.
`Plaintiff’s claims are typical of the claims of the members of the Class as all
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`members of the Class are similarly affected by Defendants’ wrongful conduct in violation of
`federal law that is complained of herein.
`Plaintiff will fairly and adequately protect the interests of the members of the
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`Class and has retained counsel competent and experienced in class and securities litigation.
`Plaintiff has no interests antagonistic to or in conflict with those of the Class.
`Common questions of law and fact exist as to all members of the Class and
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`predominate over any questions solely affecting individual members of the Class. Among the
`questions of law and fact common to the Class are:
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 9 of 14
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`whether the federal securities laws were violated by Defendants’ acts as alleged
`herein;
`whether statements made by Defendants to the investing public during the Class
`Period misrepresented material facts about
`the business, operations and
`management of TerraVia;
`whether the Individual Defendants caused TerraVia to issue false and misleading
`statements during the Class Period;
`whether Defendants acted knowingly or recklessly in issuing false and misleading
`statements;
`whether the prices of TerraVia securities during the Class Period were artificially
`inflated because of the Defendants’ conduct complained of herein; and,
`whether the members of the Class have sustained damages and, if so, what is the
`proper measure of damages.
`A class action is superior to all other available methods for the fair and efficient
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`adjudication of this controversy since joinder of all members is impracticable. Furthermore, as
`the damages suffered by individual Class members may be relatively small, the expense and
`burden of individual litigation make it impossible for members of the Class to individually
`redress the wrongs done to them. There will be no difficulty in the management of this action as
`a class action.
`Plaintiff will rely, in part, upon the presumption of reliance established by the
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`fraud-on-the-market doctrine in that:
`•
`Defendants made public misrepresentations or failed to disclose material facts
`during the Class Period;
`the omissions and misrepresentations were material;
`TerraVia securities are traded in efficient markets;
`the Company’s shares were liquid and traded with moderate to heavy volume
`during the Class Period;
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`•
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`•
`•
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 10 of 14
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`the Company traded on NASDAQ, and was covered by multiple analysts;
`the misrepresentations and omissions alleged would tend to induce a reasonable
`investor to misjudge the value of the Company’s securities; and
`Plaintiff and members of the Class purchased and/or sold TerraVia securities
`between the time the Defendants failed to disclose or misrepresented material
`facts and the time the true facts were disclosed, without knowledge of the omitted
`or misrepresented facts.
`Based upon the foregoing, Plaintiff and the members of the Class are entitled to a
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`presumption of reliance upon the integrity of the market.
`Alternatively, Plaintiff and the members of the Class are entitled to the
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`presumption of reliance established by the Supreme Court in Affiliated Ute Citizens of the State
`of Utah v. United States, 406 U.S. 128, 92 S. Ct. 2430 (1972), as Defendants omitted material
`information in their Class Period statements in violation of a duty to disclose such information,
`as detailed above.
`
`COUNT I
`Violation of Section 10(b) Of
`The Exchange Act Against and Rule 10b-5
`Promulgated Thereunder Against All Defendants
`
`Plaintiff repeats and realleges each and every allegation contained above as if
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`fully set forth herein.
`During the Class Period, Defendants carried out a plan, scheme and course of
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`conduct which was intended to and, throughout the Class Period, did: (1) deceive the investing
`public, including plaintiff and other Class members, as alleged herein; and (2) cause plaintiff and
`other members of the Class to purchase TerraVia’s securities at artificially inflated prices. In
`furtherance of this unlawful scheme, plan and course of conduct, Defendants, and each of them,
`took the actions set forth herein.
`Defendants (a) employed devices, schemes, and artifices to defraud; (b) made
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`untrue statements of material fact and/or omitted to state material facts necessary to make the
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 11 of 14
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`statements not misleading; and (c) engaged in acts, practices, and a course of business that
`operated as a fraud and deceit upon the purchasers of the Company’s common stock in an effort
`to maintain artificially high market prices for TerraVia’s securities in violation of Section 10(b)
`of the Exchange Act and Rule 10b-5 thereunder. All Defendants are sued either as primary
`participants in the wrongful and illegal conduct charged herein or as controlling persons as
`alleged below.
`Defendants, individually and in concert, directly and indirectly, by the use, means
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`or instrumentalities of interstate commerce and/or of the mails, engaged and participated in a
`continuous course of conduct to conceal adverse material information about the business,
`operations and future prospects of TerraVia as specified herein.
`These Defendants employed devices, schemes and artifices to defraud, while in
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`possession of material adverse non-public information and engaged in acts, practices, and a
`course of conduct as alleged herein in an effort to assure investors of TerraVia value and
`performance and continued substantial growth, which included the making of, or participation in
`the making of, untrue statements of material facts and omitting to state material facts necessary
`in order to make the statements made about TerraVia and its business operations and future
`prospects in the light of the circumstances under which they were made, not misleading, as set
`forth more particularly herein, and engaged in transactions, practices and a course of business
`that operated as a fraud and deceit upon the purchasers of TerraVia securities during the Class
`Period.
`Each of the Defendants’ primary liability, and controlling person liability, arises
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`from the following facts: (1) Individual Defendants were high-level executives, directors, and/or
`agents of the Company during the Class Period and members of the Company’s management
`team or had control thereof; (2) each of these Defendants, by virtue of his responsibilities and
`activities as a senior officer and/or director of the Company, was privy to and participated in the
`creation, development and reporting of the Company’s financial condition; (3) each of these
`defendants enjoyed significant personal contact and familiarity with the other defendants and
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 12 of 14
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`was advised of and had access to other members of the Company’s management team, internal
`reports and other data and information about the Company’s finances, operations, and sales at all
`relevant times; and (4) each of these defendants was aware of the Company’s dissemination of
`information to the investing public which they knew or recklessly disregarded was materially
`false and misleading.
`Defendants had actual knowledge of the misrepresentations and omissions of
`38.
`material facts set forth herein, or acted with reckless disregard for the truth in that they failed to
`ascertain and to disclose such facts, even though such facts were available to them. Such
`Defendants’ material misrepresentations and/or omissions were done knowingly or recklessly.
`As a result of the dissemination of the materially false and misleading information
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`and failure to disclose material facts, as set forth above, the market price of TerraVia’s securities
`was artificially inflated during the Class Period. In ignorance of the fact that market prices of
`TerraVia’s publicly-traded securities were artificially inflated, and relying directly or indirectly
`on the false and misleading statements made by Defendants, or upon the integrity of the market
`in which the securities trade, and/or on the absence of material adverse information that was
`known to or recklessly disregarded by Defendants but not disclose in public statements by
`Defendants during the Class Period, Plaintiff and the other members of the Class acquired
`TerraVia securities during the Class Period at artificially high prices and were or will be
`damaged thereby.
`At the time of said misrepresentations and omissions, Plaintiff and other members
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`of the Class were ignorant of their falsity, and believed them to be true. Had Plaintiff and the
`other members of the Class and the marketplace known the truth regarding TerraVia financial
`results, which were not disclosed by Defendants, Plaintiff and other members of the Class would
`not have purchased or otherwise acquired their TerraVia securities, or, if they had acquired such
`securities during the Class Period, they would not have done so at the artificially inflated prices
`that they paid.
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 13 of 14
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`By virtue of the foregoing, Defendants have violated Section 10(b) of the
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`Exchange Act, and Rule 10b-5 promulgated thereunder.
`As a direct and proximate result of Defendants’ wrongful conduct, Plaintiff and
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`the other members of the Class suffered damages in connection with their respective purchases
`and sales of the Company’s common stock during the Class Period.
`This action was filed within two years of discovery of the fraud and within five
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`years of each plaintiff’s purchases of securities giving rise to the cause of action.
`COUNT II
`Violation of Section 20(a) Of
`The Exchange Act Against Individual Defendants
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`Plaintiff repeats and realleges each and every allegation contained above as if
`44.
`fully set forth herein.
`Individual Defendants are sued herein as a controlling person of TerraVia.
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`By virtue of their high-level positions, agency, and their ownership and
`contractual rights, participation in and/or awareness and/or intimate knowledge of the misleading
`statements disseminated to the investing public, these defendants had the power to influence and
`control, and did influence and control, directly or indirectly, the decision-making of the primary
`violator, including the content and dissemination of the various statements that plaintiff contends
`are false and misleading. In particular, each defendant had the power to control or influence the
`particular transactions giving rise to the securities violations as alleged herein, and exercised the
`same.
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`As set forth above, TerraVia violated Section 10(b) and Rule 10b-5 by their acts
`47.
`and omissions as alleged in this Complaint.
`By virtue of their positions as controlling persons, the Individual Defendants are
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`liable pursuant to Section 20(a) of the Exchange Act. As a direct and proximate result of
`Defendants’ wrongful conduct, Plaintiff and other members of the Class suffered damages in
`connection with their purchases of the Company’s common stock during the Class Period.
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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`Case 3:16-cv-06633-JD Document 1 Filed 11/16/16 Page 14 of 14
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`This action was filed within two years of discovery of the fraud and within five
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`years of each Plaintiff’s purchases of securities giving rise to the cause of action.
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`PRAYER FOR RELIEF
` WHEREFORE, Plaintiff prays for relief and judgment, as follows:
`A.
`Determining that this action is a proper class action, designating Plaintiff as class
`representative under Rule 23 of the Federal Rules of Civil Procedure and Plaintiff’s counsel as
`Class Counsel;
`B.
`Awarding compensatory damages in favor of Plaintiff and the other Class
`members against all defendants, jointly and severally, for all damages sustained as a result of
`Defendants’ wrongdoing, in an amount to be proven at trial, including interest thereon;
`C.
`Awarding Plaintiff and the Class their reasonable costs and expenses incurred in
`this action, including counsel fees and expert fees;
`D.
`Such other and further relief as the Court may deem just and proper.
`JURY TRIAL DEMANDED
`Plaintiff hereby demands a trial by jury.
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`Dated: November 16, 2016
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`Respectfully submitted,
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`THE ROSEN LAW FIRM, P.A.
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`/s/ Laurence M. Rosen
`Laurence M. Rosen, Esq. (SBN 219683)
`355 S. Grand Avenue, Suite 2450
`Los Angeles, CA 90071
`Telephone: (213) 785-2610
`Facsimile: (213) 226-4684
`Email: lrosen@rosenlegal.com
`
`Counsel for Plaintiff
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`CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL
`SECURITIES LAWS
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