Cases

Boynton Beach General Employees’ Pension Plan v. Dentsply Sirona, Inc.

Court: United States District Court for the Eastern District of New York
Case Number: 18-cv-7253
Class Period: 02/20/2014 - 08/07/2018
Case Contacts: Michael D. Blatchley

The securities class action asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (“Exchange Act”) on behalf of investors in Dentsply common stock during the time period of February 20, 2014 through August 7, 2018 (the “Class Period”).  The action also asserts claims under Section 14(a) of the Exchange Act on behalf of investors in Dentsply’s predecessor, Dentsply International, Inc., who were entitled to vote with respect to Dentsply International, Inc.’s acquisition of Sirona Dental Systems, Inc. (“Sirona”) on or about February 29, 2016 (the “Acquisition”).  The action also asserts claims under Section 11, 12 and 15 of the Securities Act of 1933 on behalf of all persons who purchased or otherwise acquired the common stock of Dentsply in exchange for their shares of the common stock of Sirona in connection with the Acquisition.  

The Complaint alleges that during the Class Period, Defendants falsely represented the drivers of the Company’s financial performance.  Specifically, Defendants attributed the Company’s financial performance to the Company’s “innovation,” “operational improvement efforts,” “new products,” and “continued investments in sales and marketing” and told investors that these factors helped the Company succeed despite the “highly competitive” market for its products.  In reality, the Company’s financial results had been buoyed by an anticompetitive scheme among the Company’s three primary distributors that suppressed competition in the dental supply market and artificially inflated the price of dental supplies sold by Dentsply. 

Further, Defendants concealed that an exclusive distribution arrangement that Sirona had with one of its distributors, Patterson Companies, Inc. (“Patterson”), required Patterson to regularly make large minimum purchases regardless of demand and, as a result, by 2015, Patterson had been supplied with so much excess inventory that it could not be sold.  This channel-stuffing rendered the Company’s reported sales, financial results and guidance materially false and misleading.  In addition, the Company represented that it reported its financial statements, including its goodwill, in accordance with generally accepted accounting principles, or GAAP.  In reality, the Company’s reported goodwill was artificially inflated and not reported in accordance with GAAP because it did not reflect the financial impact of the anticompetitive scheme.    

The truth about Dentsply’s financial condition and business was revealed in a series of corrective disclosures.  Specifically, in a series of disclosures culminating on August 7, 2018, the Company disclosed that it was subject of an investigation by the Securities and Exchange Commission, announced the surprise departure of the Company’s top three executives, repeatedly downwardly revised its guidance, and reported several quarters of disappointing financial results and significant goodwill impairment charges that were attributed to, among other things, an “increase in competition” and destocking from the Company’s dealer partners, including Patterson.  In all, when the truth concerning the fraud and its impact on the Company’s financial condition was revealed to investors, Dentsply stock declined by over 45% from its Class Period high.

Click here to view the Complaint.

If you wish to serve as Lead Plaintiff for the Class, you must file a motion with the Court no later than February 19, 2019, which is the first business day on which the U.S. District Court for the Eastern District of New York is open that is 60 days after the publication date of December 20, 2018.  Any member of the proposed Class may move the Court to serve as Lead Plaintiff through counsel of their choice.  Members may also choose to do nothing and remain part of the proposed Class.

If you wish to discuss this action or have any questions concerning this notice or your rights or interests, please contact Michael D. Blatchley of BLB&G at 212-554-1281, or via e-mail at michaelb@blbglaw.com

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