Lawsuit Overview
May 4, 2016 - The case was voluntarily dismissed.
September 10, 2018 - The court granted the defendants' motion to dismiss.
April 14, 2017 - A motion to dismiss the amended complaint was filed.
February 13, 2017 - An amended complaint was filed.
July 19, 2016 - The case was transferred to the U.S. District Court for the Southern District of New York.
February 23, 2016 - An investor in shares of Irsa Inversiones y Representaciones SA (ADR) (NYSE: IRS) filed a lawsuit in the U.S. District Court for the Central District of California over alleged violations of Federal Securities Laws by Irsa Inversiones y Rprsntcins SA (“IRSA”) in connection with certain allegedly false and misleading statements made between November 3, 2014 and December 30, 2015.
According to the complaint the plaintiff alleges on behalf of purchasers of Irsa Inversiones y Representaciones SA (ADR) (NYSE: IRS) common shares between November 3, 2014 and December 30, 2015, that the defendants violated Federal Securities Laws. More specifically, the plaintiff claims that between November 3, 2014 and December 30, 2015 issued allegedly false and misleading statements to investors and/or allegedly failed to disclose that IRSA’s subsidiary, Netherlands B.V. (“Dolphin”), does not adequately qualify as a Venture Capital Organization, and therefore, IDB Development Corporation Limited’s (“IDBD”) $6.7 billion net debt should be consolidated with IRSA’s financial statements, that the impending consolidation of IDBD’s debt would violate IRSA’s Global Notes Indenture, that the terms of the February 10, 2015 related party transaction between Dolphin and Inversiones Financieras Del Sur S.A. and that as a result, IRSA’s public statements were materially false and misleading at all relevant times.
Irsa Inversiones y Rprsntcins SA reported that its Total Revenue rose from $183.84 million for the 12 months period that ended on June 30, 2012 to $292.16 million for the 12 months period that ended on June 30, 2014 while its Net income of $20.94 for the 12 months period that ended on June 30, 2012 declined to a Net Loss of $80.76 million for the 12 months period that ended on June 30, 2014.
On November 19, 2015, Spruce Point Capital Management published a report on Irsa Inversiones y Rprsntcins SA alleging, among other things, that Irsa Inversiones y Rprsntcins SA is keeping ~$7 billion of net debt off its books by not consolidating its controlling investment in Israel's IDB Development Corp, and that Irsa Inversiones y Rprsntcins SA may therefore be in violation of its debt covenant under its existing US$300m Global Bond indenture that requires it to maintain an EBITDA/Interest coverage of 1.75x.