AT&T Inc.

Case Details

Class Period:
October 22, 2016 – October 24, 2018
Date Filed:
April 1, 2019
Case Number:
1:19-cv-02892
Jurisdiction:
Southern District of New York

Case Summary

The complaint alleges that throughout the Class Period, Defendants made materially false and misleading statements regarding the Company's business, operational and compliance policies. Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) AT&T's Registration Statement touted false and misleading financial results, trends, and metrics and omitted material facts rendering those financial results, trends, and metrics materially misleading. Principally, the Registration Statement touted yearly and quarterly growth trends in AT&T's Entertainment Group segment, particularly Video Entertainment, including quarterly subscriber gains in its DirecTV Now service sufficient to offset any decrease in traditional satellite DirecTV subscribers, such that AT&T was experiencing an ongoing trend of total video subscriber "Net Additions."; (ii) The Registration Statement also purported to warn of numerous risks that "if" occurring "may" or "could" adversely affect the Company while failing to disclose that these "risks" had already materialized at the time of the Acquisition; (III) AT&T had substantially increased prices, while at the same time discontinuing promotional discounts for its DirecTV Now service. As a result, DirecTV Now subscribers were leaving (i.e., not renewing) as soon as their promotional discount periods expired, while at the same time new potential DirecTV Now customers were unwilling to pay the higher prices and therefore not subscribing at all. Thus, by the time of the Acquisition, AT&T's reported "Net Additions" growth trend was already reversing into a severe "Net Loss"; and (iv) as a result of the foregoing, Defendants' positive statements about Bristow's business, operations, and prospects were materially misleading and/or lacked a reasonable basis. On October 24, 2018, Defendants announced AT&T's 3Q2018 results (the first full quarter post-Acquisition) and revealed, inter alia, a dramatic reversal of its reported total subscriber "Net Additions" trends. Traditional DirecTV satellite subscriber losses jumped over 25% from 286,000 to 359,000 quarterly. Meanwhile, DirecTV Now subscribers plummeted over 85% from 342,000 down to 49,000 quarterly. These dramatically diminished DirecTV Now subscriber gains were nowhere close to offsetting the dramatically increased traditional satellite subscriber losses. As a result, Defendant AT&T's 80,000 total video subscriber "Net Video Additions" had reversed into a 297,000 total subscriber "Net Loss." On these revelations, AT&T's stock price fell $3.93 per share, or nearly 12%, from a close of $33.02 per share on October 23, 2018, to a close of $29.09 per share on October 26, 2018, on unusually high trading volume.

Action Details

View Complaint (pdf)

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