City of Grand Rapids General Retirement System and City of Grand Rapids Police & Fire Retirement System v. Bayer Aktiengesellschaft
|Court:||U.S. District Court for the Northern District of California|
|Class Period:||05/23/2016 - 03/19/2019|
|Case Contacts:||Jonathan D. Uslaner, Hannah Ross, Avi Josefson|
On July 15, 2020, Bernstein Litowitz Berger & Grossmann LLP (“BLB&G”) filed a class action lawsuit for violations of the federal securities laws in the U.S. District Court for the Northern District of California against Bayer Aktiengesellschaft (“Bayer” or the “Company”) and certain of the Company’s current and former senior executives (collectively, “Defendants”) on behalf of investors in Bayer American Depositary Receipts (“ADRs”) between May 23, 2016, and March 19, 2019, inclusive (the “Class Period”).
BLB&G filed this action on behalf of its clients, City of Grand Rapids General Retirement System and City of Grand Rapids Police & Fire Retirement System, and the case is captioned City of Grand Rapids General Retirement System and City of Grand Rapids Police & Fire Retirement System v. Bayer Aktiengesellschaft, No. 3:20-cv-04737 (N.D. Cal.). The complaint is based on an extensive proprietary investigation and a careful evaluation of the merits of this case. To view the complaint, click on the Case Documents tab on the left-hand side of the page.
Bayer’s Alleged Fraud
Bayer is a multinational pharmaceutical and life science company. On May 23, 2016, Bayer announced that it had made an unsolicited all-cash offer to acquire Monsanto Company (“Monsanto”)—a U.S. based provider of agricultural chemicals and other products. On June 7, 2018, after a protracted regulatory approval process, Bayer completed its acquisition of Monsanto for $63 billion in cash (the “Acquisition”). The claims alleged in this case arise from Defendants’ misrepresentations and omissions regarding the significant liability risk from lawsuits brought against Monsanto alleging that Monsanto’s flagship weed killer product, Roundup, caused cancer, including non-Hodgkin’s lymphoma—a lethal blood cancer.
The complaint alleges that, throughout the Class Period, Defendants made false and misleading statements to investors, describing the Acquisition as “a compelling transaction for shareholders” that would create “significant value” by generating “stronger growth, better profitability, and a more resilient business profile” and “will translate into attractive financial benefits for Bayer and its shareholders.” Defendants specifically downplayed the liability risks related to Monsanto’s Roundup product, emphasizing that the Company conducted a “thorough analysis” during due diligence and “undertook appropriate due diligence of litigation and regulatory issues throughout the process” which led Bayer to finalize the Acquisition. As a result of Defendants’ misrepresentations, Bayer ADRs traded at artificially inflated prices during the Class Period.
The truth emerged through a series of disclosures beginning on August 10, 2018, when a California state court jury in the first Roundup cancer case to proceed to trial found unanimously that Roundup was a “substantial factor” in causing the plaintiff to develop non-Hodgkin’s lymphoma and that Monsanto knew, or should have known, the risks associated with exposure to the chemical and failed to warn of this severe health hazard. The jury also found that Monsanto acted with “malice or oppression” and should be punished for its conduct. Accordingly, the jury ordered Monsanto to pay $39 million in compensatory damages and $250 million in punitive damages.
On October 22, 2018, although the court in that case reduced the award of punitive damages from $250 million to $39 million, the court otherwise denied Monsanto’s motion for judgment notwithstanding the verdict and Monsanto’s motion for a new trial, and upheld the jury’s verdict that the plaintiff’s exposure to Roundup was a substantial factor in causing his cancer.
Then, on March 19, 2019, a jury in the first federal Roundup cancer lawsuit to proceed to trial issued a verdict on causation in phase one of the bifurcated trial, finding that plaintiff’s “exposure to Roundup was a substantial factor in causing his non-Hodgkin’s lymphoma.” As a result of these disclosures, the price of Bayer ADRs declined precipitously.
If you wish to serve as Lead Plaintiff for the Class, you must file a motion with the Court no later than September 14, 2020, which is the first business day on which the U.S. District Court for the Northern District of California is open that is 60 days after the publication date of July 15, 2020. Any member of the proposed Class may seek to serve as Lead Plaintiff through counsel of their choice, or may choose to do nothing and remain a member 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 Avi Josefson of BLB&G at (212) 554-1493, or via e-mail at firstname.lastname@example.org.
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