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BAKKT HOLDINGS, INC. SHAREHOLDERS HAVE AN OPPORTUNITY TO RECOVER THEIR INVESTMENT LOSSES

Bakkt Holdings, Inc.

Bernstein Liebhard LLP announces that a securities class action lawsuit has been filed on behalf of investors who purchased or acquired (a) Bakkt Holdings, Inc. (“Bakkt” or the “Company”) securities between March 31, 2021 and November 19, 2021, inclusive; and/or (b) Bakkt Class A common stock pursuant and/or traceable to the Offering Documents issued in connection with the business combination between the Company and Bakkt Holdings, LLC  completed on or about October 15, 2021. The lawsuit seeks to recover Bakkt Holdings shareholders’ investment losses.

If you purchased securities in Bakkt Holdings, Inc. between March 31, 2021 and November 19, 2021, inclusive; and/or (b) Bakkt Class A common stock pursuant and/or traceable to the Offering Documents issued in connection with the business combination between the Company and Bakkt Holdings, LLC  completed on or about October 15, 2021, and would like to discuss your legal rights and/or options, please click “Join Class Action” above.

Bakkt was formerly known as “VPC Impact Acquisition Holdings” (“VIH”) and operated as a special purpose acquisition company (“SPAC”), also called a blank-check company, which is a development stage company that has no specific business plan or purpose or has indicated its business plan is to engage in a merger or acquisition with an unidentified company or companies, other entity, or person.

On March 31, 2021, the Company filed a registration statement on Form S-4 with the SEC in connection with the Business Combination (the “Registration Statement”).  On September 17, 2021, the Company filed a proxy statement and prospectus on Form 424B3 with the SEC in connection with the Business Combination, which formed part of the Registration Statement (the “Proxy” and, together with the Registration Statement, the “Offering Documents”).

On or about October 15, 2021, the Company and Legacy Bakkt completed the Business Combination pursuant to the Offering Documents.  Thereafter, the Company changed its name to “Bakkt Holdings, Inc.” and began operating a digital asset platform that enables consumers to buy, sell, convert, and spend digital assets.

Plaintiff alleges that the Offering Documents were negligently prepared and, as a result, contained untrue statements of material fact or omitted to state other facts necessary to make the statements made not misleading and were not prepared in accordance with the rules and regulations governing their preparation.  Additionally, throughout the Class Period, Defendants allegedly made materially false and misleading statements regarding the Company’s business, operations, and compliance policies.  Specifically, the Offering Documents and Defendants made false and/or misleading statements and/or failed to disclose that: (i) the Company had defective financial controls; (ii) as a result, there were errors in the Company’s financial statements related to the misclassification of certain shares issued prior to the Business Combination; (iii) accordingly, the Company would need to restate certain of its financial statements; (iv) the Company downplayed the true scope and severity of these issues; (v) the Company overstated its remediation of its defective financial controls; and (vi) as a result, the Offering Documents and Defendants’ public statements throughout the Class Period contained omissions of material fact and were inaccurate..

On May 17, 2021, Bakkt – then still operating as VIH – notified the SEC of its inability to timely file its quarterly report for the quarter ended March 31, 2021.  Specifically, the Company advised that, as a result of a statement issued by the SEC, “the Company reevaluated the accounting treatment of its public warrants and private placement warrants” and “is currently determining the extent of the SEC Statement’s impact on its financial statements[.]”

Then, on October 13, 2021, the Company disclosed in an SEC filing that it had previously failed to properly account for the classification of its Class A ordinary shares and “adjust[ed] . . . the initial carrying value of the Class A ordinary shares subject to possible redemption with the offset recorded to additional paid-in capital (to the extent available), accumulated deficit and Class A ordinary shares.”  Notably, the Company revised its balance sheet as of December 31, 2020, including, among other changes, additional paid-in capital that was reduced from $9,860,338 to zero, an accumulated deficit that ballooned from $4,861,190 to $29,250,419, and total shareholders’ equity of $5,000,009 that swung to a total shareholders’ deficit of $29,249,901.

Finally, on November 22, 2021, Bakkt disclosed in another SEC filing that the Company’s management “has re-evaluated . . . the accounting classification of the Class A ordinary shares . . . of [VIH] . . . and has identified errors in the historical financial statements of VIH . . . related to the misclassification . . . of the Class A Ordinary Shares prior to the [Business Combination].”  Specifically, the Company found that, as a result of errors in its condensed consolidated financial statements for the year ended December 31, 2020, and the quarterly periods ended March 31, 2021, June 30, 2021 and September 30, 2021, Bakkt should “restate certain of VIH’s condensed consolidated financial statements from” those periods.

On this news, Bakkt’s stock price fell more than 13%, to close at $17.02 per share on November 22, 2021.

If you wish to serve as lead plaintiff, you must move the Court no later than June 20, 2022. A lead plaintiff is a representative party acting on behalf of other class members in directing the litigation. Your ability to share in any recovery doesn’t require that you serve as lead plaintiff. If you choose to take no action, you may remain an absent class member.

Since 1993, Bernstein Liebhard LLP has recovered over $3.5 billion for its clients. In addition to representing individual investors, the Firm has been retained by some of the largest public and private pension funds in the country to monitor their assets and pursue litigation on their behalf. As a result of its success litigating hundreds of lawsuits and class actions, the Firm has been named to The National Law Journal’s “Plaintiffs’ Hot List” thirteen times and listed in The Legal 500 for ten consecutive years.

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Contact Information:

Peter Allocco
Bernstein Liebhard LLP
https://www.bernlieb.com
(212) 951-2030
pallocco@bernlieb.com