Iris Energy Limited (IREN) Issued a Materially False and Misleading Registration Statement in Support of its IPO
A shareholder filed a class action on behalf of all persons and entities that purchased or otherwise acquired Iris Energy Limited (NASDAQ: IREN) shares pursuant to the Company’s initial public offering (“IPO”) or between November 17, 2021 and November 1, 2022. The complaint alleges violations under the Securities Act of 1933 and Securities Exchange Act of 1934. Iris touts itself as a leading owner and operator of institutional-grade, highly efficient, proprietary Bitcoin mining data centers powered by 100% renewable energy.
According to the complaint, Iris conducted its IPO on November 17, 2021, issuing approximately 8.27 million shares at $28.00 per share. However, the Offering Documents in support of the IPO were misleading. Specifically, the Offering Documents failed to disclose that certain of Iris’s Bitcoin miners, owned through wholly-owned special purpose vehicles, were unlikely to produce sufficient cash flow to service their respective debt financing obligations. Accordingly, Iris’s use of equipment financing agreements to procure Bitcoin miners was not as sustainable as defendants had represented and was likely to have a material negative impact on the Company’s business, operations, and financial condition.
On November 2, 2022, Iris issued a press release disclosing, among other things, that “[c]ertain equipment (i.e., Bitcoin miners) owned by [Non-Recourse SPV 2 and Non-Recourse SPV 3] currently produce insufficient cash flow to service their respective debt financing obligations, and have a current market value well below the principal amount of the relevant loans” and that “[r]estructuring discussions with the lender remain ongoing.” On this news, Iris’s ordinary share price fell $0.51 per share, or 15.04%, to close at $2.88 per share on November 2, 2022—a nearly 90% decline from the IPO price.
What Now: Shareholders who acquired shares of Iris Energy Limited in connection with the Company’s November 17, 2021 IPO or between November 17, 2021 and November 1, 2022, must file their papers to be appointed lead plaintiff for the class by February 6, 2023. 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.