Khunt v. Alibaba Group Holding Ltd.

102 F. Supp. 3d 523, 2015 WL 1954134
CourtDistrict Court, S.D. New York
DecidedMay 1, 2015
DocketNos. 15 Civ. 00759(CM), 15 Civ. 00811(CM), 15 Civ. 00991(CM), 15 Civ. 01405(CM)
StatusPublished
Cited by63 cases

This text of 102 F. Supp. 3d 523 (Khunt v. Alibaba Group Holding Ltd.) is published on Counsel Stack Legal Research, covering District Court, S.D. New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Khunt v. Alibaba Group Holding Ltd., 102 F. Supp. 3d 523, 2015 WL 1954134 (S.D.N.Y. 2015).

Opinion

MEMORANDUM DECISION AND ORDER CONSOLIDATING CASES, APPOINTING LEAD PLAINTIFF, AND APPOINTING LEAD COUNSEL

McMAHON, District Judge:

In autumn 2014, Defendant Alibaba Group Holding Limited (“Alibaba” or the “Company”), a China-based giant of online commerce, together with certain “selling shareholders,” raised more than $25 billion through an Initial Public Offering (“IPO”). In the early hours of January 28, 2015, various media reported that China’s main corporate regulator had released a white paper publicly accusing Alibaba of complicity in various anticompetitive, fraudulent, and otherwise illegal' business practices. By the close of business on- January 29, 2015, Alibaba American Depository Shares (“ADSs”) had lost 25% of their value as compared with a November 13, 2014 high of $120 per ADS in intraday trading, erasing more than $11 billion in market capitalization.

In the weeks following the Chinese regulators’ public accusations, investors filed seven putative security class actions against Alibaba and four of its officers (the “Individual Defendants”). The complaints are substantially identical; they seek to certify classes of purchasers of Alibaba ADSs between October 21, 2014 and January 28, 2015 (the “Class Period”), and1 pursue remedies under the Securities Exchange Act of 1934 (the “Exchange Act”). Four of the actions were' filed in this Court, two were filed in the Central District of California, and one was filed in the Northern District of California.

A motion to transfer all seven cases to this Court is currently pending before the: Judicial Panel on Multidistrict Litigation.

Now before this Court are seven competing motions for the appointment of a lead plaintiff and- lead counsel; as well as unopposed motions to consolidate thé'four cases that are pending before me.

For the reasons that follow, the motions to consolidate are GRANTED as to the four cases before me. In these consolidated cases, William Tai and Christine Asia Co., Ltd. are appointed as co-lead plaintiffs. The Rosen law. firm is appointed as lead counsel.

BACKGROUND

Alibaba is a China-based online and mobile commerce company that engages in retail and wholesale trade, as well as cloud computing and other services. The Company hosts an online-sales platform for third parties and does not engage in any direct sales, compete with merchants or hold inventory.

The Company’s stock is listed and trades on th§ New York Stock Exchange under the ticker. BABA. The complaints allege that the defendants issued materially false and misleading statements regarding the soundness of the Company’s business operations and the strength of its financial prospects, and concealed substantial ongoing regulatory scrutiny during the Class Period. Specifically, Alibaba failed to disclose that Company executives had met with China’s State Administration of Industry and Commerce (“SAIC”) in July 2014, two months before Alibaba’s $25 billion IPO. .At that meeting, the complaints allege regulators informed Alibaba that they were actively trying to discourage business practices that Alibaba allegedly enabled or engaged in directly, including:

• The sale of counterfeit goods such as fake cigarettes, alcohol and branded handbags, by vendors on Alibaba’s third-party marketplace platform;
[528]*528• The sale of restricted weapons and other forbidden items on Alibaba’s third-party marketplace platform;
• Alibaba staffers’ alleged acceptance of bribes from merchants and others seeking to raise their search rankings and to get advertising space;
• Alibaba’s alleged willful ignorance of ’ the practice by some vendors of faking transactions to artificially inflate their sales volumes;
• Company officials’ alleged failure to take actions to prevent merchants from using false and misleading advertising; and
• Alleged anticompetitive behavior, such as forbidding merchants to participate in rival sites’ promotions.

Before the disclosure of those alleged facts, and from approximately October 2014 through January 27, 2015, Alibaba and certain “selling shareholders” sold more than 368 million ADSs in Alibaba’s United States IPO, raising more than $25 billion. Through the Class Period, Alibaba’s ADSs continued trading at ever-increasing, allegedly artificially inflated prices, reaching a Class Period high of $120 per ADS in intraday trading on November 13, 2014.

Before the market opened on January 28, 2015, media reported that SAIC had publicly accused Alibaba of the illegal practices discussed at the July meeting. On this news, the price of Alibaba ADSs declined by $4.49 per ADS on a volume of approximately 42 million shares trading.

The next day, January 29, 2015, before the market opened, Alibaba issued a press release announcing revenues of just over $4 billion for the fourth quarter of 2014 (ending on December 31, 2014). This missed the $4.45 billion target defendants led the investment community to expect through “bullish” statements throughout the Class Period concerning Alibaba’s ongoing and purportedly strong revenue growth. The Company also disclosed that its profits had fallen to $964 million, a 28% decline from the fourth quarter of 2013. Alibaba attributed the decline to expenses from giving shares to employees, and to challenges with its mobile platforms, where advertising is less profitable than on personal computers, and which comprised a larger percentage of sales in the fourth quarter of 2014 than in the previous quarter.

Allegedly as a result of both of these disclosures, the price of Alibaba ADSs dropped another $8.64 per ADS on January 29, 2015, a one-day decline of approximatély 9%, on a trading volume of more than 76.3 million shares trading. The two declines collectively reduced the price of Alibaba ADSs more than 25% from its Class Period high, eliminating more than $11 billion in market capitalization.

PROCEDURAL HISTORY

Seven substantially identical putative securities class actions have been filed against Alibaba and the Individual Defendants -in connection with the facts described above. Four are pending in this Court, two were filed in the Central District of California, and one is before the Northern District of California. The Judicial Panel on Multidistrict Litigation is now considering a motion to transfer all pending matters to this Court. Defendants, together with three of four lead plaintiff movants, take the position that the three California actions against Alibaba and the Individual Defendants should be transferred here. The. remaining lead plaintiff movant, the BABA group (described in greater detail below), has asked that all actions be transferred . to the Northern District of California.

Beginning on March 31, 2015, aggrieved investors filed seven competing motions to be appointed Lead Plaintiff, with, corre[529]*529sponding requests for the appointment of various lead counsel. All asked that the four actions before this Court be consolidated.

The original movants were: (1) Mr. Richard Houlihan (Docket ## 11-13*); (2) Christine Asia Co., Ltd. (“CAC”) (Docket ## 14-15); (3) Mr. “Tai William,” also known as Mr. William Tai (hereinafter “Tai”) (Docket ## 16-18); (4) the brothers Yangmin and Yiwei Zhang (Docket ## 19, 22, 24); (5) Mr.

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102 F. Supp. 3d 523, 2015 WL 1954134, Counsel Stack Legal Research, https://law.counselstack.com/opinion/khunt-v-alibaba-group-holding-ltd-nysd-2015.