SHAREHOLDER ALERT: Law Firm Pomerantz Reminds Shareholders Who Have Suffered Losses on Their Investment in Bakkt Holdings, Inc. f/k/a VPC Impact Acquisition Holdings of Class Action and Upcoming Deadline – BKKT; BKKTWS; HIVAU; HIV, HIVAW

NEW YORK, NY/ACCESSWIRE/May 15, 2022/ Pomerantz LLP announces that a class action lawsuit has been filed against Bakkt Holdings, Inc. (“Bakkt” or the “Company”) f/k/a VPC Impact Acquisition Holdings (“VIH”) BKKT BKKT WS))) HIVAU VIH, VIHAW))) and certain of its former officers and directors. The class action, filed in the United States District Court for the Eastern District of New York and registered as 22-cv-02283, is on behalf of a class consisting of all persons and entities other than defendants. who purchased or otherwise acquired: (a) Bakkt Securities between March 31, 2021 and November 19, 2021, both dates inclusive (the “Class Period”); and/or (b) Bakkt Class A common stock pursuant to the offering documents issued in connection with the business combination between the Company and Bakkt Holdings, LLC (“Legacy Bakkt”) completed on or about October 15 2021 (the “Business Combination”). Plaintiff is pursuing claims against 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 or otherwise acquired securities of Bakkt during the Class Period, or shares of Bakkt Class A common stock pursuant to and/or traceable to the Offer Documents issued in connection with the Business Combination ( defined above), you have until June 20, 2022 to ask the court to name you as the 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 [email protected] or 888.476.6529 (or 888.4-POMLAW), toll-free, Ext. 7980. Those making inquiries by e-mail are encouraged to include their mailing address, phone number and number of shares purchased.

[Click here for information about joining the class action]

Bakkt was previously known as “VPC Impact Acquisition Holdings” and operated as a Special Purpose Acquisition Company (SPAC), also known as a Blank Check Company, which is a development-stage company that has no business plan or specific objective or stated business plan is to engage in a merger or acquisition with one or more unidentified companies, other entity or person.

On January 11, 2021, the Company and Legacy Bakkt announced that they had entered into a definitive agreement for the business combination which would make Legacy Bakkt a publicly traded company with an enterprise value of approximately $2.1 billion. .

On March 31, 2021, the Company filed a registration statement on Form S-4 with the United States Securities and Exchange Commission (“SEC”) in connection with the business combination, which, after several amendments, was declared effective by the SEC on September 17, 2021 (the “Registration Statement”). Also on September 17, 2021, the Company filed a proxy statement and prospectus on Form 424B3 with the SEC in connection with the business combination, which formed part of the registration statement (the “Proxy” and , together with the registration statement, the “Offering Materials”).

On or about October 15, 2021, the Company and Legacy Bakkt completed the Business Combination in accordance with the Offer Documents. Subsequently, the Company changed its name to “Bakkt Holdings, Inc.” and began operating a digital asset platform that allows consumers to buy, sell, convert and spend digital assets.

The complaint alleges that the offering documents were negligently prepared and, as a result, contained misrepresentations of material facts or failed to state other facts necessary to ensure that the statements made were not misleading and did not been prepared in accordance with the rules and regulations governing their preparation. , and that throughout the Class Period, the Defendants made materially false and misleading statements regarding the Company’s business, operations and compliance policies. Specifically, the Offering Documents and the Defendants made false and/or misleading statements and/or failed to disclose that: (i) the company had flawed financial controls; (ii) as a result, there have been errors in the Company’s financial statements relating to the misclassification of certain shares issued prior to the Business Combination; (iii) as a result, the Company should restate some of its financial statements; (iv) the Company has minimized the true extent and severity of such issues; (v) the Company has overstated its correction of its faulty financial controls; and (vi) as a result, the Defendants’ offering documents and public statements throughout the Class Period were materially false and/or misleading and failed to provide the information that should be contained therein.

On May 17, 2021, Bakkt – then still operating as VIH – notified the SEC of its failure to timely file its quarterly report for the quarter ended March 31, 2021. Specifically, the Company indicated that following a statement issued by the SEC, “the Company has reassessed the accounting treatment of its public warrants and private placement warrants” and is “currently determining the extent of the impact of the statement of the SEC on its financial statements[.]”

On this news, the Company’s stock price fell $0.13 per share, or 1.26%, to close at $10.18 per share on May 18, 2021.

Then, on October 13, 2021, the Company disclosed in an SEC filing that it had also previously failed to properly account for the classification of its Class A common stock and “adjust[ed] . . . the initial book value of the Class A common shares available for repurchase, the consideration being recorded in additional contributed capital (to the extent available), accumulated deficit and Class A common shares.” In particular, the Company has revised its balance sheet as at December 31, 2020, including, among other changes, additional contributed capital which decreased from $9,860,338 to zero, an accumulated deficit which decreased from $4,861,190 to $29,250,419 and a total equity of $5,000,009 which went to a total shareholders’ deficit of $29,249,901.

Following these additional disclosures, the Company’s stock price fell $0.47 per share, or 4.73%, to close at $9.46 per share on October 14, 2021.

Finally, on November 22, 2021, Bakkt disclosed in another filing with the SEC that the company’s management “has reassessed…the accounting classification of the Class A common stock…from [VIH] . . . and identified errors in the historical financial statements of VIH. . . related to misclassification. . . of the Class A Ordinary Shares before the [Business Combination].” Specifically, the Company noted that due to errors in its condensed consolidated financial statements for the year ended December 31, 2020 and the quarterly periods ended March 31, 2021, June 30, 2021 and September 30, 2021 , Bakkt should “restate certain of the condensed consolidated financial statements of VIH from” those periods.

On this news, Bakkt’s stock price fell $2.70 per share, or 13.69%, to close at $17.02 per share on November 22, 2021.

At the time the lawsuit was filed, Bakkt’s Class A common stock was trading between $4 and $5 per share and continues to trade below its initial value from the business combination, hurting investors.

Pomerantz LLP, with offices in New York, Chicago, Los Angeles, Paris and Tel Aviv, is recognized as one of the leading firms in the areas of corporate litigation, securities and antitrust. Founded by the late Abraham L. Pomerantz, known as the dean of the class action bar, Pomerantz pioneered the field of securities class actions. Today, more than 85 years later, Pomerantz continues the tradition he established, fighting for the rights of victims of securities fraud, breaches of fiduciary duty and corporate misconduct. The firm recovered numerous multimillion-dollar damages on behalf of class members. See www.pomlaw.com

THE SOURCE: Pomerantz LLP

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