The complaint charges Barclays Bank, its senior insiders, Barclays PLC (“Barclays”) and the underwriters of the Offering with violations of the Securities Act of 1933. Barclays Bank is a major global financial service provider engaged in retail and commercial banking, credit cards, investment banking, wealth management and investment management services. Specifically, the complaint alleges that defendants consummated the Offering pursuant to a false and misleading Registration Statement and Prospectus (collectively, the “Registration Statement”), selling 30 million shares at $25 per share (including the over-allotment), for proceeds of over $750 million. Then, in August 2008, Barclays announced huge multi-billion dollar impairment charges associated with its exposure to mortgage-related securities. Notwithstanding these huge write-downs, Barclays’ securities, including the Preferred Stock, did not decline appreciably due to Barclays’ assurances it did not require additional capital after raising £4.5 billion in a share sale in July. However, in mid-November 2008, Barclays was forced to acknowledge that it would indeed need to raise additional capital, and the price of the Preferred Stock fell to as low as $8.30 per share.
According to the complaint, the Registration Statement for the Offering was false and misleading because it omitted the following true facts: (a) Barclays’ portfolio of mortgage-related securities was impaired to a much larger extent than had been disclosed; (b) defendants failed to properly record losses for impaired assets; (c) Barclays’ internal controls were inadequate to prevent the Company from improperly reporting its mortgage-related investments; and (d) Barclays was not as well capitalized as represented and would have to continually raise additional capital, which would dilute current holders and those investors purchasing Preferred Stock in the Offering.
On December 9, 2009, Judge Paul A. Crotty signed the order consolidating the cases under In re Barclays Bank Plc Securities Litigation. Freidus, Thompson and Mahboubi are hereby appointed Lead Plaintiff for the Class. Coughlin Stoia Geller Rudman & Robbins LLP and Barroway Topaz Kessler Meltzer & Check, LLP are approved as Lead Counsel. On February 12, 2010, the lead plaintiffs filed a Consolidated Class Action Complaint. On April 19, 2010, the defendants filed two motions to dismiss the Consolidated Class Action Complaint. On January 5, 2011, the action was dismissed with prejudice. The case is now closed.
On August 19, 2013, the judgment of the district court dismissing the Series 2, 3, and 4 Offering claims as time-barred was affirmed. The judgment dismissing Lead Plaintiffs' Series S Offering claims was reversed, and the case was remanded to the district court so that Lead Plaintiffs may file an amended complaint consistent with this opinion.
On September 16, 2013, in compliance with the Second Circuit’s order in this matter, plaintiffs filed a Second Consolidated Amended Complaint they originally sought leave to file. Plaintiffs acknowledged that the Second Circuit affirmed the Court’s order dismissing plaintiffs’ claims for the Series 2, 3 and 4 Offerings, and plaintiffs are no longer pursing claims regarding those three offerings.
On September 27, 2013, a notice of voluntary dismissal was filed. Pursuant to Federal Rule of Civil Procedure 41(a(1)(A)(i), plaintiffs dismiss with prejudice all claims against the defendant.
On October 8, 2013, a stipulation and order was filed to extend the Defendants' time to respond to the Second Amended Complaint (by answer, motion, or otherwise).
On May 30, 2014, the Court found all class members were previously given notice of the opportunity to move for appointment as lead plaintiff, there is no need for the Court to re-open the process by ordering a new notice period. Accordingly, the Barclays and Underwriter Defendants' motion to dismiss the Second Consolidated Amended Complaint was Denied.