HQ Sustainable Maritime Industries Securities Class Action
Keller Rohrback L.L.P. served as liaison counsel in a securities fraud class action case filed on November 22, 2011 in the United States District Court for the Western District of Washington on behalf of shareholders who acquired the common stock of HQ Sustainable Maritime Industries, Inc. Defendants included HQSM, several of its officers and directors, and the underwriters in secondary offerings that occurred during June 2009 and August 2010.
Lead Plaintiff Trigon Emerging Agri-Sector Fund alleged violations of the federal securities laws, seeking remedies (1) under the Securities Act of 1933 on behalf of all those who acquired HQ Sustainable Marine Industries, Inc. common stock, or warrants to purchase common stock, issued pursuant or traceable to secondary offerings that occurred during June 2009 and August 2010; and (2) under the Securities Exchange Act of 1934 on behalf of persons who purchased or otherwise acquired the common stock of HQSM, from May 12, 2009 through and including April 1, 2011 (the “Class Period”).
HQSM processes and sells fish, especially tilapia, and certain health and beauty products made from fish and from other materials. Although the Company’s headquarters is in Seattle, virtually all of its reported employees, operations and sales are in China. Until trading was suspended on the last day of the Class Period, April 1, 2011, the Company’s stock traded on the NYSE Amex Stock Exchange.
The Complaint alleged that during the Class Period, the Company and its key insiders—Defendants Norbert Sporns, Jean-Pierre Dallaire, and Lillian Wang Li (the “Individual Defendants”)—provided false information to the Company’s outside auditor as part of a fraudulent scheme to inflate HQSM’s key financial metrics, including revenue and cash on hand. When the Company’s auditor eventually discovered evidence of misconduct, HQSM and the Individual Defendants quashed attempts by the auditor and the Company’s own Audit Committee to investigate and then, according to a formal finding by the NYSE Amex Stock Exchange (formerly the American Stock Exchange), lied to regulators about their efforts to block such an independent investigation. Ultimately the Exchange delisted HQSM, leaving Class Members with nearly worthless shares of the Company’s stock.
On November 1, 2012, the Court issued an Order preliminarily approving terms of the Settlement Agreement negotiated by the parties, and scheduled a settlement Fairness hearing. At the Fairness hearing on March 21, 2013, the Court certified the subject class, granted final approval of the settlement and granted plaintiffs’ motion for attorney fees and reimbursement of costs. The Court’s orders are attached below.