March 16, 2021 - An investor in shares of Neptune Wellness Solutions Inc (NASDAQ: NEPT) filed a lawsuit in the U.S. District Court for the Eastern District of New York over alleged violations of Federal Securities Laws by Neptune Wellness Solutions Inc. in connection with certain allegedly false and misleading statements made between July 24, 2019 and February 16, 2021.
Canada based Neptune Wellness Solutions Inc. operates as an integrated health and wellness company. It builds a portfolio of lifestyle brands and consumer packaged goods products under the Forest Remedies and, Ocean Remedies, Neptune Wellness, Mood Ring, and OCEANO3 brands.
Neptune Wellness Solutions Inc offers turnkey product development and supply chain solutions to businesses and government customers in various health and wellness verticals, such as legal cannabis and hemp, nutraceuticals, and white label consumer packaged goods. Neptune Wellness Solutions Inc also provides extraction and purification services from cannabis and hemp biomass; raw material sourcing, formulation, quality control, and quality assurance primarily for omega-3 and hemp-derived ingredients under various delivery forms, such as soft gels, capsules, and liquids; and formulation and manufacturing solutions for value added product forms comprising tinctures, sprays, topicals, vapor products, and edibles and beverages.
On May 9, 2019, Neptune Wellness Solutions Inc announced that it had signed a definitive agreement to acquire the assets of SugarLeaf Labs, LLC and Forest Remedies LLC (collectively, "SugarLeaf"), a registered North Carolina-based commercial hemp company providing extraction services and formulated products (the "SugarLeaf Acquisition"). On July 24, 2019, Neptune Wellness Solutions Inc announced the closing of the SugarLeaf Acquisition.
On February 15, 2021, Neptune Wellness Solutions Inc announced disappointing financial results for the third quarter of the Company's fiscal year 2021, missing analyst expectations. Among other results, Neptune reported third quarter revenues of CA$3.32 million and a net loss of CA$73.8 million, down 63.81% and over 1,000% year-over-year, respectively. Neptune Wellness Solutions Inc attributed the net loss, in part, to a CA$35.6 million impairment of goodwill and a CA$2.1 million impairment of "property, plant and equipment and right-of-use assets related to the acquisition of SugarLeaf in July 2019," as well as accelerated amortization of CA$13.95 million "also related to the SugarLeaf acquisition." Additionally, Neptune Wellness Solutions Inc disclosed that its "[g]ross margin declined to a loss of 268.3%," which included a non-cash CA$7.39 million "write-down of inventory and deposits to reflect their net realizable value."
Then, on February 17, 2021, prior to the start of the day's trading session, Neptune Wellness Solutions Inc announced the termination of an at-the-market offering conducted by the Company, selling 9,570,735 of its common shares and raising approximately $18.6 million in gross proceeds. Just minutes later, Neptune Wellness Solutions Inc announced that Neptune Wellness Solutions Inc was conducting a $55 million registered direct offering.
Shares of Neptune Wellness Solutions Inc (NASDAQ: NEPT) declined from $3.60 per share on February 10, 2021, to as low as $1.26 per share on March 5, 2021.
According to the complaint the plaintiff alleges on behalf of purchasers of Neptune Wellness Solutions Inc (NASDAQ: NEPT) common shares between July 24, 2019 and February 16, 2021, that the defendants violated Federal Securities Laws. More specifically, the plaintiff claims that between July 24, 2019 and February 16, 2021, the Defendants failed to disclose to investors that the cost of Neptune's integration of the assets and operations acquired in the SugarLeaf Acquisition would be larger than the Company had acknowledged, placing significant strain on the Company's capital reserves, that accordingly, it was reasonably foreseeable that the company would need to conduct additional stock offerings to raise more capital, and that as a result, the Company's public statements were materially false and misleading at all relevant times.