A class action has been filed against Host America Corporation (NasdaqSC:CAFE), certain of its officers and directors by stockholders who purchased the company's common stock between July 12, 2005 and July 22, 2005. 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 forxc the loss of value of their stock.
According to a press release dated August 8, 2005, a class action lawsuit has been filed seeking to pursue remedies under the Securities Exchange Act of 1934 against defendants Host America, EnergyNSync and certain of their officers and directors.
The complaint alleges that from May 12, 2004 to June 15, 2005, the Company often announced agreements to install their LightMasterPlus product or perform other energy saving services for various companies. The Company claims that the LightMasterPlus "efficiently runs your lighting systems by reducing kilowatt consumption yet maintaining visible light. It also allows for fully automated dimming or accent lighting throughout your building.”
On July 12, 2005, the first day of the Class Period, Host America filed a Form 8-K with the SEC, and issued a press release titled “Host America's Energy Division Announces Wal-Mart Transaction Ten Store First-Phase for LightMasterPlus.” Market reaction to this announcement, unlike reactions to previous announcements in 2004 and 2005 regarding potential contracts for installing LightMasterPlus, was drastic. Trading volume increased from 41,000 trades on July 11, 2005, to 13,813,100 on July 12, 2005. Furthermore, the Company’s stock, which opened at $4.25 on July 12, 2005 prior to the announcement, closed at $6.35, after reaching a high of $7.47. Over the next eight trading days, volume reached a high of approximately 32,569,600 shares on July 18, 2005, and the Company’s stock price reached a high of $16.88 on July 19, 2005.
The complaint further alleges that the above statements in the July 12, 2005 Form 8-K and press release were false and misleading because they misrepresented the nature of the “Wal-Mart Transaction” as one whereby the Company had a firm commitment by Wal-Mart to purchase the Company’s LIGHTMasterPlus for installation in Wal-Mart stores. The true facts which were not disclosed are that Wal-Mart was not a customer of the Company’s in connection to purchasing the LightMasterPlus and that the “Wal-Mart Transaction” was limited to a test installation unrelated to any commitment by Wal-Mart to install the LightMasterPlus in any of its facilities on a permanent basis. In fact, Wal-Mart had made no commitment to purchase or install the LightMasterPlus outside of the test installation. As a result, defendants had no basis for stating that the test installation was a “first-phase roll-out” or that “the next phase will involve a significant number of stores.” Moreover, defendants lacked any basis for stating that the Wal-Mart test installation was a “major event for our company.” In fact, such test installations in the past had resulted in no future customer relationship and no actual purchases of the LightMasterPlus by the party solicited for the test demonstration.
On July 22, 2005, trading of Host America securities was halted, pending SEC review. In halting trading, the SEC cautioned brokers, dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information, and any information subsequently issued by the company," the SEC statement read. At the time trading was halted, Host America stock was priced at $13.92 per share, down from $16.88 on July 19, 2005.
If you bought Host America Corporation securities between July 12, 2005 and July 22, 2005, inclusive, and would like to obtain information about the lawsuit, then you are invited to call (866) 467-1400 to speak with an attorney.