TerraForm Power Inc (NASDAQ: TERP) Investor Securities Class Action Lawsuit 04/04/2016

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Company Name(s): 
TerraForm Power
Case Name: 
TerraForm Power Shareholder Class Action Lawsuit 04/04/2016
Case Status: 
Lawsuit Filed
Case Status: 
Settlement Proposed
Affected Securities
NASDAQ: TERP
Lawsuit Overview
Type of Lawsuit: 
Shareholder Class Action
Date Filed: 
04/04/2016
Class Period Begin: 
07/18/2014
Class Period End: 
03/15/2016
Court of Filing: 
U.S. District Court for the District of Maryland
Deadline To File for Lead: 
06/03/2016
Date Settled: 
09/14/2017
Settlement Amount: 
$14,750,000
Deadline to Participate in Settlement: 
01/05/2018
Summary: 

September 14, 2017 - The court preliminarily approved the settlement.

September 1, 2017 - Parties filed a stipulation of settlement.

June 9, 2017 - Defendants filed a motion to dismiss.

March 24, 2017 - The lead plaintiffs filed an amended complaint.

October 14, 2016 - The case was transferred to the U.S. District Court for the Southern District of New York.

September 26, 2016 - The lead plaintiffs filed an amended complaint on behalf of investors who purchased TerraForm Power Inc (NASDAQ: TERP) common shares between July 18, 2014 and March 15, 2016. The lead plaintiffs allege that the defendants violated the Securities Exchange Act of 1934 by issuing false and misleading statements between July 18, 2014 and March 15, 2016.

July 28, 2016 - Lead plaintiffs and lead counsel were appointed.

June 3, 2016 - Lead plaintiff motions were filed.

April 4, 2016 - An investor in shares of TerraForm Power Inc (NASDAQ: TERP) filed a lawsuit in the U.S. District Court for the District of Maryland over alleged violations of Federal Securities Laws by TerraForm Power Inc in connection with certain allegedly false and misleading statements made between May 7, 2015 and March 15, 2016.

TerraForm Power Inc was founded in 2014. The Company was formerly known as SunEdison Yieldco Inc and changed its name to TerraForm Power Inc in May 2014. TerraForm Power Inc’s controlling shareholder is SunEdison Inc, and there is significant overlap between the management of TerraForm Power Inc and SunEdison and SunEdison’s other affiliates: Brian Wuebbels, TerraForm Power Inc’s former Chief Executive Officer (“CEO”), has served as Chief Financial Officer (“CFO”) and Executive Vice President of SunEdison since May 2012 and as SunEdison’s Chief Administrative Officer since December 2014; Rebecca Cranna (“Cranna”), TerraForm Power’s CFO, has served as SunEdison’s Senior Vice President and CFO of Global Asset Management since 2014; and defendant Carlos Domenech Zornoza (“Domenech”), TerraForm Power Inc’s former CEO, served as Executive Vice President of SunEdison from November 2009 to January 2014, and has held management positions at other SunEdison affiliates, including SunEdison Capital, LLC and SunEdison LLC.

According to the complaint the plaintiff alleges on behalf of purchasers of TerraForm Power Inc (NASDAQ: TERP) common shares between May 7, 2015 and March 15, 2016, that the defendants violated Federal Securities Laws. More specifically, the plaintiff claims that between May 7, 2015 and March 15, 2016 defendants made false and/or misleading statements and/or failed to disclose that TerraForm Power Inc’s Management Services Agreement with SunEdison exposed TerraForm Power Inc to risks associated with SunEdison’s internal financial controls and any deficiencies therein;, that consequently, TerraForm Power Inc lacked effective internal financial controls, and that as a result of the foregoing, TerraForm Power Inc public statements were materially false and misleading at all relevant times.

On February 29, 2016, SunEdison announced that it was delaying the filing of its fiscal year 2015 Form 10-K with the SEC, citing the need to complete all tasks and steps necessary to finalize the annual financial statements and the other disclosures required to be included in that filing, and ongoing inquiries and investigations by the Audit Committee . . . relating to allegations concerning the accuracy of SunEdison’s anticipated financial position.” SunEdison stated that it expected to file its Form 10-K by March 15, 2016.

On February 29, 2016, TerraForm Power Inc also announced that it was delaying the filing of its fiscal year 2015 Form 10-K with the SEC and also expected to file the Form 10-K by March 15, 2016. TerraForm Power Inc cited only the need to complete all steps and tasks necessary to finalize the Company’s annual financial statements and other disclosures required to be in the filing.
On March 16, 2016, SunEdison announced a further delay in the filing of its Form 10-K beyond the extended due date of March 15, 2016, after “the identification by management of material weaknesses in its internal controls over financial reporting.”

On March 16, 2016, TerraForm Power Inc also announced a further delay in the filing of its Form 10-K beyond the extended due date of March 15, 2016, after identifying material weaknesses in its internal controls over financial reporting.

TerraForm Power Inc reported that its annual Total Revenue rose from $17.47 million in 2013 to $125.86 million in 2014 while its respective Net Loss increased from $0.28 million to $35.97 million. Shares of TerraForm Power Inc (NASDAQ: TERP) grew from $22.83 per share in October 2014 to as high as $42.15 per share in April 2015. Since then NASDAQ: TERP shares lost significant value. In fact NASDAQ: TERP shares declined to as low as $6.73 per share on November 25, 2015.

On April 4, 2016, NASDAQ: TERP shares closed at $9.07 per share.