The information contained on this website is only a summary of the information presented in more detail in the Notice of (I) Pendency of Class Action, Certification of Settlement Class, and Proposed Settlement of Class Action; (II) Settlement Hearing; and (III) Motion for an Award of Attorneys' Fees and Reimbursement of Litigation Expenses. Because this website is just a summary, you should review the Notice for additional details.
Summary of the Action and Settlement
The Notice relates to a proposed Settlement of claims in a pending securities class action brought by investors alleging, among other things, that defendants Clover, Vivek Garipalli, Andrew Toy, Joseph Wagner and Chamath Palihapitiya (collectively, the “Individual Defendants,” and, together with Clover, “Defendants,” and together with Plaintiffs, the “Settling Parties”) violated the federal securities laws by making false and misleading statements related to (i) legal or regulatory violations; (ii) regulatory investigations into those violations; (iii) the sources of Clover’s growth; (iv) use of Clover’s proprietary software by healthcare providers during patient visits; (v) compliance with generally accepted accounting principles (“GAAP”); and (vi) compliance with the United States’ Securities and Exchange Commission’s (“SEC”) Regulation S-K. A more detailed description of the Action is set forth in paragraphs 11-17 of the Notice. The proposed Settlement, if approved by the Court, will settle claims of the Settlement Class, as defined in paragraph 18 of the Notice.
Subject to Court approval, Plaintiffs, on behalf of themselves and the Settlement Class, have agreed to settle the Action in exchange for a settlement payment of $22,000,000.00 in cash (the “Settlement Amount”) to be deposited into an interest-bearing escrow account. The Net Settlement Fund (i.e., the Settlement Amount plus any and all interest earned thereon (the “Settlement Fund”) less (a) any Taxes, (b) any Notice and Administration Costs, (c) any Litigation Expenses awarded by the Court, and (d) any attorneys’ fees awarded by the Court) will be distributed in accordance with a plan of allocation that is approved by the Court, which will determine how the Net Settlement Fund shall be allocated among members of the Settlement Class. The proposed plan of allocation (the “Plan of Allocation”) is set forth in paragraphs 46-72 of the Notice.
If you are a member of the Settlement Class, your rights will be affected, and you may be eligible for a payment from the Settlement.
The Settlement Class consists of:
all persons or entities who purchased or otherwise acquired Clover securities (including Clover warrants) between October 6, 2020, and February 3, 2021, both dates inclusive.1
Excluded from the Class are Clover, the Individual Defendants, the officers and directors of the Company, at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which Defendants have or had a controlling interest. Also excluded from the Settlement Class are any persons and entities who or which properly exclude themselves by filing a valid and timely request for exclusion that is accepted by the Court.
Please read the Notice to fully understand your rights and options. Copies of the Notice and Claim Form can be found in the menu at the top of this page.
Payments to eligible claimants will be made only if the Court approves the Settlement and a Plan of Allocation, only after any appeals are resolved, and after the completion of all claims processing. Please be patient, as this process will take some time to complete.
| YOUR LEGAL RIGHTS AND OPTIONS IN THE SETTLEMENT: |
SUBMIT A CLAIM FORM POSTMARKED
NO LATER THAN OCTOBER 9, 2023. |
This is the only way to be potentially eligible to receive a payment from the Settlement Fund. If you are a Settlement Class Member and you remain in the Settlement Class, you will be bound by the Settlement as approved by the Court and you will give up any Released Plaintiffs’ Claims (defined in FAQ) that you have against Defendants and the other Defendants’ Releasees (defined in FAQ), so it is in your interest to submit a Claim Form.
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| ATTEND A HEARING ON OCTOBER 2, 2023 AT 3:30 P.M., AND FILE A NOTICE OF INTENTION TO APPEAR SO THAT IT IS RECEIVED NO LATER THAN SEPTEMBER 11, 2023 |
Filing a written objection and notice of intention to appear by September 11, 2023, allows you to speak in Court, at the discretion of the Court, about the fairness of the proposed Settlement, the Plan of Allocation, and/or the request for attorneys’ fees and reimbursement of Litigation Expenses. If you submit a written objection, you may (but you do not have to) attend the hearing and, at the discretion of the Court, speak to the Court about your objection. The deadline to file a notice of intention to appear has passed.
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| DO NOTHING |
If you are a member of the Settlement Class and you do not submit a valid Claim Form, you will not be eligible to receive any payment from the Settlement Fund. You will, however, remain a member of the Settlement Class, which means that you give up your right to sue about the claims that are resolved by the Settlement and you will be bound by any judgments or orders entered by the Court in the Action.
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1Please see page 7 of the Notice or the section entitled, "How Do I Know If I Am Affected by the Settlement? Who is Included in the Class?" on the FAQ page for the full Settlement Class definition.
How do I obtain more information?
Detailed information about the Settlement is contained in the Notice, a copy of which can be found in the menu at the top of this page. Additional information can also be obtained by contacting the Claims Administrator by calling toll-free 1-877-381-0387 or emailing info@CloverHealthSecuritiesLitigation.com or mailing a letter to:
Clover Health Securities Litigation
c/o JND Legal Administration
PO Box 91462
Seattle, WA 98111
Inquiries should NOT be directed to the Court or the Clerk of the Court.
© JND Legal Administration. All rights reserved.
