Pomerantz LLP announces that a class action lawsuit has been filed against Longeveron Inc. and certain of its officers. The class action, filed in the United States District Court for the Southern District of Florida, and docketed under 21-cv-23303, is on behalf of a class consisting of all persons and entities other than Defendants that purchased or otherwise acquired: (a) Longeveron Class A common stock pursuant and/or traceable to the Offering Documents (defined below) issued in connection with the Company’s initial public offering conducted on or about February 12, 2021 (the “IPO” or “Offering”); and/or (b) Longeveron securities between February 12, 2021 and August 12, 2021, both dates inclusive (the “Class Period”). Plaintiff pursues claims against the Defendants under the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”).
If you are a shareholder who purchased Longeveron Class A common stock pursuant and/or traceable to the Offering Documents issued in connection with the IPO, and/or Longeveron securities during the Class Period, you have until November 12, 2021 to ask the Court to appoint you as Lead Plaintiff for the class. A copy of the Complaint can be obtained at www.pomerantzlaw.com. To discuss this action, contact Robert S. Willoughby at firstname.lastname@example.org or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 7980. Those who inquire by e-mail are encouraged to include their mailing address, telephone number, and the number of shares purchased.
Longeveron is a clinical stage biotechnology company that engages in developing cellular therapies for aging-related and life-threatening conditions. The Company’s lead investigational product is Lomecel-B, a cell-based therapy product that is derived from culture-expanded medicinal signaling cells that are sourced from the bone marrow of young healthy adult donors. Longeveron is conducting, among other trials, a Phase 2b trial of its Lomecel-B product for aging frailty (the “Phase 2b Aging Frailty Trial”). The Phase 2b Aging Frailty Trial’s primary efficacy endpoint is the change from baseline in the six-minute walk test at six months (or 180 days) for Lomecel-B subjects compared to placebo subjects.
On January 19, 2021, Longeveron filed a registration statement on Form S-1 with the United States Securities and Exchange Commission (“SEC”) in connection with the IPO, which, after several amendments, was declared effective by the SEC on February 11, 2021 (the “Registration Statement”).
On or about February 12, 2021, pursuant to the Registration Statement, Longeveron’s Class A common stock began trading on the Nasdaq Capital Market (“NASDAQ”) under the ticker symbol “LGVN.”
Also on February 12, 2021, Longeveron filed a prospectus on Form 424B4 with the SEC in connection with the IPO, which incorporated and formed part of the Registration Statement (the “Prospectus” and, together with the Registration Statement, the “Offering Documents”).
Pursuant to the Offering Documents, Longeveron conducted the IPO, issuing 2.66 million shares of its Class A common stock to the public at the Offering price of $10.00 per share, for approximate proceeds of $24.7 million to the Company after applicable underwriting discounts and commissions, and before expenses.
The complaint alleges that the Offering Documents were negligently prepared and, as a result, contained untrue statements of material fact or omitted to state other facts necessary to make the statements made not misleading and were not prepared in accordance with the rules and regulations governing their preparation. Additionally, throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and compliance policies. Specifically, the Offering Documents and Defendants made false and/or misleading statements and/or failed to disclose that: (i) Lomecel-B was not as effective in treating aging frailty as Defendants had led investors to believe; (ii) accordingly, Lomecel-B’s clinical and commercial prospects with respect to aging frailty were overstated; and (iii) as a result, the Offering Documents and Defendants’ public statements throughout the Class Period were materially false and/or misleading and failed to state information required to be stated therein.
On August 13, 2021, Longeveron issued two press releases—one announcing topline results of the Phase 2b Aging Frailty Trial, and a second providing a corporate update and reporting the Company’s financial results for the second quarter of 2021. Both press releases disclosed, among other results, that Lomecel-B had “not achiev[ed] . . . statistical significance for the pairwise comparison to placebo” with respect to the primary efficacy endpoint.
On this news, Longeveron’s stock price fell $1.51 per share, or 27.91%, to close at $3.90 per share on August 13, 2021, representing a total decline of 61% from the Offering price.
As of the time the complaint was filed, Longeveron’s stock price continues to trade below the $10.00 per share Offering price, damaging investors.
The Pomerantz Firm, with offices in New York, Chicago, Los Angeles, and Paris is acknowledged as one of the premier firms in the areas of corporate, securities, and antitrust class litigation. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, the Pomerantz Firm pioneered the field of securities class actions. Today, more than 80 years later, the Pomerantz Firm continues in the tradition he established, fighting for the rights of the victims of securities fraud, breaches of fiduciary duty, and corporate misconduct. The Firm has recovered numerous multimillion-dollar damages awards on behalf of class members. See www.pomerantzlaw.com
Robert S. Willoughby
888-476-6529 ext. 7980