The original complaint charges Harley-Davidson, Inc. and certain of its officers and directors with violations of the Securities Exchange Act of 1934. Harley-Davidson designs, manufactures, markets and finances the purchase of heavyweight motorcycles, as well as sales of motorcycle parts, accessories, apparel and general merchandise and is the parent company for the group of companies doing business as Harley-Davidson Motor Company, Buell Motorcycle Company and Harley-Davidson Financial Services.
The complaint alleges that during the Class Period, defendants used false and misleading accounting measures designed to conceal its practice of stuffing of the distribution channels for the Company's motorcycle products. Defendants' scheme caused the price of Harley-Davidson stock to become and remain inflated, allowing defendants to sell nearly 740,000 shares of the stock at inflated prices for proceeds of approximately $45.9 million. On April 13, 2005, following the Company's shocking announcement of plans to reduce motorcycle production and product inventory levels, the Company's share price plummeted from its previous close of $58.77, for a two-day loss of $11.57, losing 19.6% of its value to close on April 14, 2005, at $47.20 on volume of over 51 million shares.
The complaint further alleges that during the Class Period, defendants knew and concealed that: (a) quarterly and annual motorcycle shipment numbers to dealerships stated by the Company were "padded," in that the quantity of motorcycles shipped often exceeded retail demand; (b) quarterly and annual product shipment numbers stated by the Company represented a false and misleading measure of accounting for motorcycle sales and the Company's future prospects; (c) annual shipment numbers significantly overstated the Company's progress and prospects when compared against the Company's 2007 retail sales goal; (d) motorcycle shipments to the Company's dealerships had actually exceeded retail demand by tens of thousands of units in 2003 and 2004; (e) Company claims of 16,000 retail sales in excess of wholesale shipments during the first half of 2004 would not correct the Company's inventory problems; and (f) the planned 20% increase in wholesale shipments for 2004 could only worsen the Company's inventory problems; (g) despite claims of a "gap" between supply and demand, requiring a further increase in 2005 inventory levels, continued stuffing of the Company's distribution channels had already caused them to become saturated; and (h) the profitability of Company's finance division could no longer be counted on to offset the financial impact of continued growth of excess retail inventories, owing to the steep rise in the Company's 1Q 2005 credit losses.
A number of shareholder class action lawsuits were filed between May 18, 2005 and July 1, 2005 in the United States District Court for the Eastern District of Wisconsin. On February 14, 2006, the court consolidated all of the actions into a single case, captioned In re Harley-Davidson, Inc. Securities Litigation, and appointed Lead Plaintiffs and Co-Lead Plaintiffs’ Counsel. Pursuant to the schedule set by the court, on October 2, 2006, the Lead Plaintiffs filed a Consolidated Class Action Complaint, which names the Company and certain officers, as defendants. The Consolidated Complaint alleges securities law violations and seeks unspecified damages relating generally to the Company’s April 13, 2005 announcement that it was reducing short-term production growth and planned increases of motorcycle shipments from 317,000 units in 2004 to a new 2005 target of 329,000 units (compared to its original target of 339,000 units). In December 2006, the defendants filed motions to dismiss the Consolidated Complaint in its entirety. Briefing of the motion to dismiss was completed in April 2007.
On October 8, 2009, the judge granted defendants’ motion to dismiss, and the clerk of court entered judgment dismissing the consolidated lawsuit. No appeal was taken from the final judgment and the dismissal of the action is now final.
On March 18, 2010, movants filed a motion to intervene which was denied three days later. On April 5, 2010, one of the movants filed a Notice of Appeal. On April 22, 2010, the appeal was suspended, and on May 27, 2010, the Court entered the Mandate from the U.S. Court of Appeals Seventh Circuit dismissing the appeal for failure to pay for docketing fees.