According to the complaint, all persons or entities, (the "Class"), who purchased Ordinary Participation Certificates ("CPOs") in the form of American Depositary Shares ("ADSs") in and/or traceable to the Company's initial public offering on or about September 18, 2013 (the "IPO") seeking to pursue remedies under Sections 11 and 15 of the Securities Act of 1933 (the "Securities Act").
On June 6, 2013, Volaris filed a Registration Statement on Form F-1 with the SEC, which would later be utilized for the IPO following several amendments in response to comments by the SEC. On September 17, 2013, the SEC declared the Company's Registration Statement effective and the Company sold 226,469,000 CPOs in the form of ADSs for $12.00 each.
The Registration Statement, which incorporated a Prospectus, covered two offerings, which were conditioned upon each other: (i) an international offering through the Underwriter Defendants, and others, in the United States and countries other than Mexico; and (ii) an offering in Mexico. In the international offering, the Company offered 132,191,950 CPOs in the form ofADSs, and the selling shareholders offered 94,277,050 CPOs in the form of ADSs. Each ADS represents ten CPOs.
On September 18, 2013, the Company's ADSs were listed and began trading on New York Stock Exchange ("NYSE") under the trading symbol "VLRS." . This action relates to the ADSs listed on the NYSE that were sold in the IPO. The Registration Statement issued in connection with the IPO was negligently prepared and, as a result, contained untrue statements of material fact and omitted to disclose material information required pursuant to the regulations governing the preparation of the Registration Statement.
Specifically, the Registration Statement negligently contained financial statements that were presented in violation of applicable accounting standards and the Company's publicly disclosed accounting policies. In addition, the Registration Statement failed to disclose certain material events known to Defendants that caused the financial information reported in the Registration Statement not to be indicative of Volaris' future operating results. These material events included: (i) the financial effects ensuing from a change in the Company's airline reservation system; and (ii) an expansion of competition in the Tijuana and Guadalajara, Mexico markets, which was having a material adverse effect on the Company's revenues and profit margins at the time of the IPO.
At the time of the filing of this action, the ADSs of Volaris trade at approximately $9.19 per ADS, or approximately 23% less than the IPO price.
On July 6, 2016, the Court issued an Order dismissing this case with prejudice.