Barclays plc (BCS) Had Ineffective Internal Controls over Financial Reporting
A shareholder filed a class action on behalf of all persons who purchased or otherwise acquired Barclays plc (NYSE: BCS) American Depository Receipts (ADRs) on a U.S. open market between February 18, 2021 and March 25, 2022, for violations of the Securities Exchange Act of 1934. Barclays is a British universal bank, offering consumer banking and payments services in the United Kingdom, United States, and Europe, as well as global corporate and investment banking services.
According to the complaint, starting on February 18, 2021, BBPLC, a wholly owned subsidiary of Barclays, issued and sold approximately $17.64 billion in unregistered securities over and above the maximum amount of securities registered in two BBPLC shelf registration statements, which was not immediately discovered. The over-issuance and sale of the unregistered securities was a violation of U.S. securities laws and/or SEC regulations.
On March 28, 2022, Barclays announced the over-issuance for the first time, that BBPLC had issued approximately $15.2 billion in unregistered securities under an August 2019 shelf registration statement, that BBPLC would commence a rescission offer for those unregistered securities, and that Barclays expected the rescission losses to be c£450m. On this news, the price of Barclays ADRs declined 10.61%, or $0.96 per ADR, to close at $8.09 per ADR on the next trading day.
Then, on July 28, 2022, Barclays issued interim financial results for the quarter ending June 30, 2022, and announced for the first time that BBPLC had also over-issued unregistered securities under a second BBPLC shelf registration statement. The July 28, 2022 financial results announcement also informed investors that Barclays had provisioned “£1,592m [approximately $1.940 billion] (December 2021: £220m) related to the overissuance of structured notes and £165m [approximately $201 million] (December 2021: nil) related to liabilities that could be incurred arising out of ongoing discussions in respect of a potential SEC resolution.” On this news, the price of Barclays ADRs declined $0.41 per ADR, or 5.2%, to close at $7.48 per ADR on July 28, 2022.
Next Steps: If you acquired shares of Barclay plc ADRs between February 18, 2021 and March 25, 2022, you have until November 22, 2022, to ask the court to appoint you lead plaintiff for the class. A lead plaintiff is a representative party acting on behalf of other class members in directing the litigation. You do not have to participate in the case to be eligible for a recovery.
All representation is on a contingency fee basis. Shareholders pay no fees or expenses.
