UPDATE – DECEMBER 2, 2019
On April 13, 2018, the Superior Court of the State of California, County of San Mateo certified a class consisting of all persons and entities who purchased or otherwise acquired the common stock of Apigee Corporation (“Apigee”) before March 17, 2016 pursuant to or traceable to the registration statement issued in connection with Apigee’s April 2015 initial public offering (the “Class”); excluded from the Class were defendants, their immediate families, and others similarly situated. The Court appointed Seafarers Officers & Employees Pension Plan as the Class representative. Notice to potential Class members commenced on September 12, 2018.
On June 11, 2018, the United States Supreme Court decided China Agritech, Inc. v. Resh et al., 138 S. Ct. 1800 (2018). On October 12, 2018, defendants filed a motion for summary adjudication based on the Supreme Court’s China Agritech decision, arguing that the Class representative’s Class claims were untimely because they were filed after the passing of the applicable statute of limitations. On June 7, 2019, the Court granted defendants’ motion, and instructed that notice be given to the Class informing it of the Court’s decision.
In summary, THE COURT HAS NOW DISMISSED THE CLASS CLAIMS FROM THE CASE, AND NO CLASS ACTION IS CURRENTLY PENDING. In its opinion, however, the Court found that “individual members of the Class are entitled to intervene in this pending action or bring new individual lawsuits to prosecute their individual claims.” Defendants have reserved their rights and defenses with respect to any such potential claims.
BELOW IS THE INFORMATION PREVIOUSLY GIVEN TO THE CLASS:
This website has been established to provide general information related to the In re Apigee Corporation Shareholder Litigation.
This is a class action lawsuit is pending in the Superior Court of the State of California, San Mateo County (the “Court”) against (1) Apigee Corporation ("Apigee" or the "Company"); and (2) certain of Apigee’s officers and directors (the “Individual Defendants”) (collectively, “Defendants”) who signed the Registration Statement (the “Offering Materials”) for Apigee’s April 23, 2015 Offering.
The Court has appointed the law firm of Robbins Geller Rudman & Dowd LLP to represent you and others as members of the Class. These lawyers are called “Class Counsel.”
You are a member of the Class if you purchased or otherwise acquired shares of Apigee common stock pursuant to and/or traceable to the Registration Statement and Prospectus on or between April 24, 2015 and March 16, 2016, inclusive.
If one of your mutual funds purchased or otherwise acquired Apigee shares, that does not make you a Class member; instead, you are a Class member only if you (or your broker on your behalf) purchased Apigee shares for your own account. If you are the legal representative or fiduciary of a person or legal entity that purchased Apigee shares (e.g., if you are the trustee of a trust that purchased Apigee shares), then the person or entity that you represent will be the Class member, but that person or entity may be legally bound by your decisions.
Apigee creates and provides a software platform designed to permit businesses to design, deploy, and scale “APIs” (short for “Application Programming Interface”). An API is a set of programming instructions and standards for accessing a Web-based software app or Web tool which enables consumers and businesses connect programs and data to each other. On April 24, 2015, the Company conducted an IPO, raising $87 million by selling 5,115,000 shares to the public at $17.00 per share.
After the IPO, Apigee’s stock price drifted downward. Less than a year after the IPO, the first putative investor class action lawsuit was filed against Defendants on March 17, 2016. While several more such lawsuits were filed, these separate actions were all consolidated into one class action. The class action alleges claims under the federal securities laws that Apigee’s IPO Registration Statement and Prospectus contained false and/or misleading statements or omissions. In particular, the lawsuit alleges that, at the time of the IPO, Defendants knew and failed to disclose that Amazon Inc. was going to offer an API service of its own and compete directly with Apigee, which the lawsuit alleges was bad news for Apigee, as even Apigee was running its own cloud-based offering on Amazon’s distributed computing infrastructure platform. The lawsuit also alleges that Defendants failed to disclose information about “Gross Billings” and “Non-GAAP Gross Profit and Gross Margin.” The lawsuit alleges that Defendants failed to disclose that the “gross billings” metric had declined in the months leading up to the IPO and that the market’s perception of growth was artificially inflated by one “unusually large transaction” that made up more than 15% of six months’ worth of the results and comprised approximately 26% of the 2015 second quarter billings. The lawsuit also alleges that Apigee’s reported “Non-GAAP Gross Profit and Gross Margin” was similarly misleading because any increase in revenue was due to non-recurring, one-time deals recognized prior to the IPO.
Defendants deny the allegations, maintain they did not make any misleading statements or omissions, and state that they disclosed all information required to be disclosed by the federal securities laws. Defendants also contend that Apigee’s stock price declined for reasons other than disclosures related to the alleged false or misleading statements and that the Registration Statement and Prospectus contained substantial risk disclosures concerning the allegations in the lawsuit, including details about the risk of competition and potentially fluctuating and unpredictable revenue. Defendants also believe the Seafarers Officers & Employees Pension Plan’s class claims should be dismissed and that this action may not be maintained as a class action, pursuant to the Securities Act’s statute of limitations and the United States Supreme Court decision in China Agritech, Inc. v. Resh, issued on June 11, 2018. At a hearing on July 26, 2018, the Court set a briefing and hearing schedule for Defendants’ motion on this issue, which will be heard by the Court on December 7, 2018.
Google LLC announced that it was acquiring Apigee on September 8, 2016 and completed the acquisition in November 2016. After Google’s announcement, the price of Apigee’s stock rose above the IPO offering price of $17.00, where it stayed until completion of the acquisition. Defendants filed an answer to the consolidated complaint on February 10, 2017, denying the allegations and asserting multiple defenses. Litigation is ongoing, and the Court certified the action as a class action on April 13, 2018.
Although the information on this website is intended to assist you, it does not replace the information contained in the Notice of Pendency of Class Action which can be found and downloaded on the Case Documents page of this website. We recommend that you read the Notice and other relevant case documents carefully. You may also wish to read the answers to Frequently Asked Questions provided on this website. If you have not received a postcard notice and would like to confirm that you are on the mailing list for further notice mailings in this matter, please contact the Notice Administrator and request that a postcard notice be sent to you at your current mailing address.
|Do Nothing||Stay in the lawsuit. Await the outcome. Share in possible benefits. Give up certain rights.
By doing nothing, you are choosing to stay in the Class. You will be permitted to share in any recovery that may result from this class action, but you will give up your rights to sue Defendants in a separate lawsuit for any claims made in this action. In addition, you will be bound by past and any future court rulings on, or the settlement of, the claims against Defendants.
|Ask to Be Excluded from the Class||Get out of this lawsuit. Get no benefits. Keep your rights.
If you opt out of the Class (meaning you say in writing that you do not want to be included in this lawsuit), you will not be entitled to any recovery that may result from this class action, but you will not be bound by any past or future rulings for or against Defendants. You will be free to pursue your own claims against Defendants on your own or as part of a different lawsuit.