The law firm of Kessler Topaz Meltzer & Check, LLP alerts investors that a securities fraud class action lawsuit has been filed against Coinbase Global Inc. on behalf of those who purchased or acquired Coinbase Class A common stock pursuant and/or traceable to the registration statement and prospectus (collectively, the “Offering Materials”) for the resale of up to 114,850,769 shares of its Class A common stock, whereby Coinbase began trading as a public company on or around April 14, 2021 (the “Offering”).
According to the complaint, Coinbase “powers the cryptoeconomy,” offering a “trusted platform” for sending and receiving Bitcoin and other digital assets built using blockchain technology to approximately 43 million retail users, 7,000 institutions, and 115,000 ecosystem partners in over 100 countries.
On April 14, 2021, Coinbase filed its prospectus on a Form 424B4, which forms part of the registration statement. Coinbase registered for the resale of up to 114,850,769 shares of its Class A common stock by registered shareholders. Coinbase’s operations would continue to be financed with cash flow from operating activities and net proceeds from the sale of convertible preferred stock.
The complaint alleges that one month later, the high-flying promise of Coinbase came to a screaming halt, as Coinbase conceded the need to raise capital and revealed performance issues that prevented users’ ability to trade cryptocurrencies. On May 17, 2021, Coinbase announced its plans to raise about $1.25 billion via a convertible bond sale. Then, on May 19, 2021, Coinbase revealed technical problems, including “delays . . . due to network congestion” affecting those who want to get their money out.
Following this news, Coinbase’s share price fell $23.44 per share, nearly 10%, over two consecutive trading sessions, to close at $224.80 per share on May 19, 2021. By the time the complaint was filed, Coinbase stock traded as low as $208.00 per share, a decline from its April 14, 2021 opening price of $381.00 per share.
The complaint alleges that the Offering Materials were false and misleading and omitted to state that, at the time of the Offering: (1) Coinbase required a sizeable cash injection; (2) Coinbase’s platform was susceptible to service-level disruptions, which were increasingly likely to occur as Coinbase scaled its services to a larger user base; and (3) as a result of the foregoing, the defendants’ positive statements about Coinbase’s business, operations, and prospects, were materially misleading and/or lacked a reasonable basis.
Kessler Topaz Meltzer & Check, LLP prosecutes class actions in state and federal courts throughout the country involving securities fraud, breaches of fiduciary duties and other violations of state and federal law. Kessler Topaz Meltzer & Check, LLP is a driving force behind corporate governance reform, and has recovered billions of dollars on behalf of institutional and individual investors from the United States and around the world. The firm represents investors, consumers and whistleblowers (private citizens who report fraudulent practices against the government and share in the recovery of government dollars). The complaint in this action was not filed by Kessler Topaz Meltzer & Check, LLP. For more information about Kessler Topaz Meltzer & Check, LLP please visit www.ktmc.com.
Kessler Topaz Meltzer & Check, LLP
James Maro, Jr., Esq.
280 King of Prussia Road
Radnor, PA 19087
(844) 887-9500 (toll free)