PDF

Velodyne Lidar, Inc. Class Action Lawsuit

Company Name
Velodyne Lidar, Inc.
Stock Symbol
NASDAQ:VLDR; NASDAQ:VLDRW; NYSE:GRAF; NSYE:GRAFW and NYSE:GRAFU
Class Period
July 2, 2020 to March 17, 2021
Motion Deadline
May 1, 2021
Court
Northern District of California
19 days left to seek lead plaintiff status

Case Summary

Robbins Geller Rudman & Dowd LLP filed a class action lawsuit charging Velodyne Lidar, Inc. f/k/a Graf Industrial Corp. (NASDAQ:VLDR; NASDAQ:VLDRW; NYSE:GRAF; NSYE:GRAFW and NYSE:GRAFU) and certain of its executives with violations of the Securities Exchange Act of 1934 and seeks to represent purchasers or acquirers of Velodyne securities between July 2, 2020 and March 17, 2021 (the “Class Period”), inclusive (the “Class Period”).  The Velodyne class action lawsuit was commenced on March 18, 2021 in the Northern District of California and is captioned Nick v. Velodyne Lidar, Inc. f/k/a Graf Industrial Corp., No. 21-cv-01950.

Velodyne is a purveyor of lidar solutions for autonomous vehicles, driver assistance, delivery, robotics, navigation, mapping, and other uses.  On July 2, 2020, Graf Industrial issued a release announcing that it had entered into a merger agreement with Velodyne, to be funded by cash and new stock issuances, that valued the combined company at $1.8 billion (the “Merger”).  The release described Velodyne as a “pioneer” in the lidar field and highlighted the continued leadership of its “founder and industry icon,” David Hall, as well as the large equity stake that would purportedly continue to be held by Ford Motor Co. (“Ford”) following the Merger.  The release represented that Velodyne was experiencing tremendous growth and on track to achieve $100 million in revenues in 2020 and $680 million in revenues by 2024.  On September 14, 2020, defendants issued the final proxy statement for the Merger, which urged shareholders to vote in favor of the deal (the “Proxy”).

The Velodyne class action lawsuit alleges that, throughout the Class Period, defendants made false and/or misleading statements and/or failed to disclose that: (i) Velodyne’s iconic founder and Chairman, David Hall, was battling with Velodyne executives for control of Velodyne; (ii) Velodyne was losing major customer contracts; (iii) Velodyne was not on track to achieve its stated guidance and such guidance lacked a reasonable basis in fact; and (iv) Velodyne’s internal controls over financial reporting suffered from multiple material weaknesses.

The Velodyne class action lawsuit further alleges that the Proxy misrepresented Velodyne’s business, financials, and prospects, claiming, among other things, that: (a) Hall would maintain leadership of Velodyne; (b) Ford would maintain a significant equity stake; (c) Velodyne was continuing to achieve considerable revenue growth and on track to achieve over $100 million in 2020 revenues; and (d) this growth rate was secure because of the high percentage of revenues already awarded under existing contracts.  On the basis of the defective Proxy, on September 29, 2020, shareholders voted to approve the Merger at a special shareholders meeting.  After the Merger, the company was renamed Velodyne. 

On January 7, 2021, Velodyne issued a release providing Velodyne’s preliminary fourth quarter and full year 2020 financial results.  The release stated that Velodyne had only achieved approximately $94 million in annual 2020 revenues, 7% below Velodyne’s previous annual revenue guidance and 30% below its fourth quarter revenue guidance.  Velodyne also withdrew any future guidance, notwithstanding defendants’ prior representations regarding the strong proportion of Velodyne revenues purportedly under contract and favorable business trends.  On this news, the price of Velodyne stock and warrants fell 7% and 13%, respectively.

Then, on February 22, 2021, Velodyne announced that its Board had removed Hall as Chairman and terminated his wife’s employment after an Audit Committee investigation concluded that Mr. Hall and Ms. Hall “each behaved inappropriately with regard to Board and Company processes, and failed to operate with respect, honesty, integrity, and candor in their dealings with Company officers and directors.”  In addition, Velodyne announced that the Board formally censured the Halls.  The Halls would later publicly respond that Velodyne’s actions represented an “ambush” and “power grab” by Velodyne management.  On this news, the price of Velodyne stock and warrants fell 15% and 20%, respectively.

Thereafter, on March 15, 2021, Velodyne issued a release announcing that it had hired a new Chief Operating Officer (“COO”), effective immediately.

Finally, on March 17, 2021, Velodyne revealed that Velodyne’s former COO, Thomas Tewell, had resigned on March 14, 2021.  Also on March 17, 2021, Velodyne revealed multiple material weaknesses in its annual report.  On this news, the price of Velodyne stock and warrants fell 13% and 17%, respectively, over three trading days.

The Private Securities Litigation Reform Act of 1995 permits any investor who purchased Velodyne securities during the Class Period to seek appointment as lead plaintiff in the Velodyne class action lawsuit.  A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class.  A lead plaintiff acts on behalf of all other class members in directing the Velodyne class action lawsuit.  The lead plaintiff can select a law firm of its choice to litigate the Velodyne class action lawsuit.  An investor’s ability to share in any potential future recovery of the Velodyne action lawsuit is not dependent upon serving as lead plaintiff.  If you wish to serve as lead plaintiff of the Velodyne class action lawsuit or have questions concerning your rights regarding the Velodyne class action lawsuit, please provide your information here or contact counsel, Brian Cochran of Robbins Geller, at 800/449-4900 or 619/231-1058 or via e-mail at bcochran@rgrdlaw.com.  Lead plaintiff motions for the Velodyne class action lawsuit must be filed with the court no later than May 3, 2021.

Robbins Geller Rudman & Dowd LLP is one of the world’s leading law firms representing investors in securities class action litigation.  With 200 lawyers in 9 offices, Robbins Geller has obtained many of the largest securities class action recoveries in history.  For eight consecutive years, ISS Securities Class Action Services has ranked the Firm in its annual SCAS Top 50 Report as one of the top law firms in the world in both amount recovered for shareholders and total number of class action settlements.  Robbins Geller attorneys have helped shape the securities laws and have recovered tens of billions of dollars on behalf of aggrieved victims.  Beyond securing financial recoveries for defrauded investors, Robbins Geller also specializes in implementing corporate governance reforms, helping to improve the financial markets for investors worldwide.  Robbins Geller attorneys are consistently recognized by courts, professional organizations and the media as leading lawyers in the industry.

Press Release

ROBBINS GELLER RUDMAN & DOWD LLP FILES CLASS
ACTION SUIT AGAINST VELODYNE LIDAR, INC.

San Diego – March 19, 2021 – Robbins Geller Rudman & Dowd LLP (https://www.rgrdlaw.com/cases-velodyne-lidar-inc-class-action-lawsuit.html) today announced that it filed a class action seeking to represent purchasers of Velodyne Lidar, Inc. f/k/a Graf Industrial Corp. (NASDAQ:VLDR; NASDAQ:VLDRW; NYSE:GRAF; NSYE:GRAFW and NYSE:GRAFU) (“Velodyne,” or the “Company”) securities during the period between July 2, 2020 and March 17, 2021 (the “Class Period”).  This action was filed in the Northern District of California and is captioned Nick v. Velodyne Lidar, Inc. f/k/a Graf Industrial Corp., No. 21-cv-01950.

The Private Securities Litigation Reform Act of 1995 permits any investor who purchased Velodyne securities during the Class Period to seek appointment as lead plaintiff in the Velodyne class action lawsuit.  A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class.  A lead plaintiff acts on behalf of all other class members in directing the Velodyne class action lawsuit.  The lead plaintiff can select a law firm of its choice to litigate the Velodyne class action lawsuit.  An investor’s ability to share in any potential future recovery of the Velodyne class action lawsuit is not dependent upon serving as lead plaintiff.  If you wish to serve as lead plaintiff in the Velodyne class action lawsuit, you must move the Court no later than 60 days from March 2, 2021.  If you wish to discuss the Velodyne class action lawsuit or have any questions concerning this notice or your rights or interests, please contact plaintiff’s counsel, Brian E. Cochran of Robbins Geller, at 800/449-4900 or 619/231-1058 or via e-mail at bcochran@rgrdlaw.com.  You can view a copy of the complaint as filed at https://www.rgrdlaw.com/cases-velodyne-lidar-inc-class-action-lawsuit.html.

The Velodyne class action lawsuit charges Velodyne and certain of its executives with violations of the Securities Exchange Act of 1934.  Velodyne is a purveyor of lidar solutions for autonomous vehicles, driver assistance, delivery, robotics, navigation, mapping, and other uses.

The complaint alleges that, throughout the Class Period, defendants made false and/or misleading statements and/or failed to disclose that: (i) Velodyne’s iconic founder and Chairman, David Hall (“Hall”), was battling with Velodyne executives for control of the Company; (ii) Velodyne was losing major customer contracts; (iii) Velodyne was not on track to achieve its stated guidance and such guidance lacked a reasonable basis in fact; and (iv) Velodyne’s internal controls over financial reporting suffered from multiple material weaknesses.

Velodyne is a blank check company that used to be called Graf Industrial Corp. (“Graf Industrial”).  On July 2, 2020, Graf Industrial issued a release announcing that it had entered into a merger agreement with a lidar laser company, to be funded by cash and new stock issuances, that valued the combined Company at $1.8 billion (the “Merger”).  The release described Velodyne as a “pioneer” in the lidar field and highlighted the continued leadership of its “founder and industry icon,” Hall, as well as the large equity stake that would purportedly continue to be held by Ford Motor Co. (“Ford”) following the Merger.  The release represented that Velodyne was experiencing tremendous growth and on track to achieve $100 million in revenues in 2020 and $680 million in revenues by 2024.

On September 14, 2020, defendants issued the final proxy statement for the Merger, which urged shareholders to vote in favor of the deal (the “Proxy”).  The Complaint alleges that the Proxy misrepresented Velodyne’s business, financials, and prospects, claiming, inter alia, that: (a) Hall would maintain leadership of Velodyne; (b) Ford would maintain a significant equity stake; (c) Velodyne was continuing to achieve considerable revenue growth and on track to achieve over $100 million in 2020 revenues; and (d) this growth rate was secure because of the high percentage of revenues already awarded under existing contracts.  On the basis of the defective Proxy, on September 29, 2020, shareholders voted to approve the Merger at a special shareholders meeting.  After the Merger, the Company was renamed Velodyne. 

Then, on January 7, 2021, Velodyne issued a release providing the Company’s preliminary fourth quarter and full year 2020 financial results.  The release stated that Velodyne had only achieved approximately $94 million in annual 2020 revenues, 7% below the Company’s previous annual revenue guidance and 30% below its fourth quarter revenue guidance.  Velodyne also withdrew any future guidance, notwithstanding defendants’ prior representations regarding the strong proportion of Company revenues purportedly under contract and favorable business trends.  On this news, the price of Velodyne stock and warrants fell 7% and 13%, respectively.

On February 22, 2021, Velodyne announced that its Board had removed Hall as Chairman and terminated his wife’s employment after an Audit Committee investigation concluded that Mr. Hall and Ms. Hall “each behaved inappropriately with regard to Board and Company processes, and failed to operate with respect, honesty, integrity, and candor in their dealings with Company officers and directors.”  In addition, Velodyne announced that the Board formally censured the Halls.  The Halls would later publicly respond that the Company’s actions represented an “ambush” and “power grab” by Velodyne management.  On this news, the price of Velodyne stock and warrants fell 15% and 20%, respectively. 

On March 15, 2021, Velodyne issued a release announcing that it had hired a new Chief Operating Officer (“COO”), effective immediately.  On March 17, 2021, Velodyne revealed that the Company’s former COO, Thomas Tewell, had resigned on March 14, 2021.  Also on March 17, 2021, Velodyne revealed multiple material weaknesses in its annual report.  On this news, the price of Velodyne stock and warrants fell 13% and 17%, respectively, over three trading days.

The plaintiff is represented by Robbins Geller, which has extensive experience in prosecuting investor class actions including actions involving financial fraud.

Robbins Geller Rudman & Dowd LLP is one of the world’s leading law firms representing investors in securities litigation.  With 200 lawyers in 9 offices, Robbins Geller has obtained many of the largest securities class action recoveries in history.  For seven consecutive years, ISS Securities Class Action Services has ranked the Firm in its annual SCAS Top 50 Report as one of the top law firms in the world in both amount recovered for shareholders and total number of class action settlements.  Robbins Geller attorneys have helped shape the securities laws and have recovered tens of billions of dollars on behalf of aggrieved victims.  Beyond securing financial recoveries for defrauded investors, Robbins Geller also specializes in implementing corporate governance reforms, helping to improve the financial markets for investors worldwide.  Robbins Geller attorneys are consistently recognized by courts, professional organizations and the media as leading lawyers in the industry.  Please visit http://www.rgrdlaw.com for more information.

Contact:

            Robbins Geller Rudman & Dowd LLP
            Brian E. Cochran, 800-449-4900
            bcochran@rgrdlaw.com

Main Menu