A class action has been filed in the Western District Court of Oklahoma against Dobson Communications, a wireless communications services provider, (NASDAQ: DCEL) and certain of its officers and directors by stockholders who purchased the company's common stock between May 19, 2003 and August 9, 2004. The action claims that the defendants violated federal securities laws by issuing a series of material misrepresentations to the market over this time period, thereby artificially inflating the price of the company's securities. The stockholders seek to recover compensatory damages for the loss of value of their stock.
Specifically, the complaint alleges that through a joint venture with AT&T Wireless and American Cellular Corporation, Dobson co-owned and managed American Cellular's operations. However, in September 2003, through complex reorganizations, Dobson issued its own stock to acquire the fifty (50) percent of American Cellular that it did not already own. News of the reorganization caused Dobson's stock to soar and it was able to conduct a $650 million private debt placement, obtain a new $700 million credit facility and was upgraded on NASDAQ.
While the Company touted its success and growth, class members allege that:
• The Company's growth had actually declined during the class period
• AT&T had notified Dobson that it wanted to dispose of its equity interest in the Company
• Bank of America intended to dispose of its equity interest in the Company's family trust
• The Company had been missing sales quotas and losing market share
• The Company lacked internal controls required to report meaningful financial results
On February 17, 2004, Dobson announced that it had fallen short of hitting its earnings projections and would drastically reduce its 2004 projections. On this news, the Company's shares fell 36 percent. On August 9, 2004, the Company issued a press release reporting a net loss of $15.9 million per share. News of the second announcement caused their stock to fall another 55 percent per share.