||Industriens Pensionsforsikring A/S v. Becton, Dickinson and Company, et al.
||United States District Court for the District of New Jersey
||Honorable Stanley R. Chesler and Honorable Cathy L. Waldor
||Industriens Pensionsforsikring A/S (“Industriens”)
||Becton, Dickinson and Company, Vincent A. Forlenza, Thomas E. Polen, and Christopher R. Reidy
||November 5, 2019 through February 5, 2020, inclusive
This securities fraud class action arises out of Becton’s alleged misrepresentations concerning its ability to market one of its key products—the Alaris infusion pump system (“Alaris”)—in 2020.
For years, Alaris has been an important revenue driver for Becton, accounting for hundreds of millions of dollars in annual sales, and the cornerstone product of its main Becton Medical segment. Beginning in November 2019, Defendants stopped shipping Alaris, explaining to investors that the pause related to mere software “upgrades,” would quickly resolve, and would simply push Alaris sales into the final three quarters of Becton’s fiscal 2020, allowing for strong Company-wide 2020 earnings growth. In reality, however, the problems with Alaris were much more severe than Defendants let on, as the product had been beset with undisclosed defects, safety and compliance issues, and regulatory failures for months, and in some cases, years, prior to late 2019. The Alaris shipping hold was in fact precipitated by actions of the Food and Drug Administration, and highly likely to persist indefinitely, hurting Becton revenues. When Defendants revealed the full sweep of these issues in February 2020, and the fact that Alaris would be pulled from the market —causing earnings guidance for 2020 to be slashed—Becton’s stock price dropped over $33.00 in a single day of trading.
Industriens filed a third amended complaint in October 2021 on behalf of a putative class of investors alleging that Becton and then-executives Forlenza, Polen and Reidy, violated Section 10(b) of the Securities Exchange Act by making false and misleading statements about Alaris and Company guidance. As alleged, Defendants downplayed and outright misrepresented the severe safety and regulatory problems Becton knew troubled the Alaris product line, and assured investors that Becton was on track to meet its earnings guidance for 2020, anchored by Alaris revenues, through a series of false or misleading statements. Meanwhile, Forlenza and Polen enriched themselves by together selling over $58 million worth of their personally-held shares of Becton stock between November 2019 and February 2020. The February 2020 revelation of the truth about the Alaris issues led directly to the sharp decline in Becton’s stock price noted above, causing significant losses and injury to investors.
On August 11, 2022, U.S. District Court Judge Stanley R. Chesler issued an opinion denying the defendants’ motion to dismiss in part. The opinion held that Industriens adequately alleged Polen and Becton issued false and misleading statements regarding: (i) the impetus for Becton to halt shipping of Alaris, (ii) the nature and severity of the regulatory risks facing Alaris, (iii) the impact a freeze on Alaris sales would have on the feasibility of meeting the company-wide sales guidance for the 2020 fiscal year. The case is now in fact discovery.
Read Third Amended Class Action Complaint Here