b'Boston Retirement System v. UberUS Safety Report detailing data and statistics related Technologies, Inc., Case No. 19-cv-06361,to passenger safety for rides in the United States, 2020 WL 4569846 (N.D. Cal. Aug. 7, 2020)including thousands of instances of passenger safety Reputational Risks Threatening Growth,incidents such as 107 deaths across 97 fatal crashes,19 fatal physical assaults, and nearly 6,000 sexual State And Local Law Violations,assaults for the two calendar years prior to Ubers IPO. Financial InstabilityOn January 1, 2020, plaintiff filed an amended Uber Technologies, Inc. is an app-based globalcomplaint incorporating allegations related to the US transportation company, offering peer-to-peerSafety report. Specifically, the plaintiff alleged that ridesharing, ride service hailing, and food deliverydefendants misrepresented or omitted material facts services. In advance of its May 2019 IPO, Uber filed aregarding Ubers (i) purported reliance on violating Registration Statement with the SEC disclosing that itstate and local anti-competition laws (and bribes to was subject to national, state, local, or municipal lawsavoid paying associated fines) to sustain growth, (ii) and regulations that are ambiguous in their applicationdeteriorating passenger safety record and pattern or enforcement or that we believe are invalid orof workplace sexual harassment, and (iii) unstable inapplicable. Uber also warned that there had beenfinancial condition and increasing competition. Plaintiff numerous incidents and allegations worldwide byfurther alleged that defendants misled shareholders customers of sexual assault and other abuse by drivers,by inflating the companys business prospects through and that it would soon release a transparency reportfalse and misleading statements in its Registration about such incidents which could cause reputationalStatement while failing to disclose Ubers allegedly damage. Uber further expressed that its new CEO wasballooning losses, stagnating growth rate, and cost-leading Uber down a new path and that, although itcutting measures that purportedly undercut its key was not blemish-free, the company was on a positivegrowth initiatives. trajectory. Finally, the Registration Statement outlinedDefendants moved to dismiss the amended complaint, the risk that Ubers operating expenses would increase. and the court denied the motion holding that On May 10, 2019, Uber completed its IPO and issuedplaintiff met its burden to plausibly allege that Ubers approximately 180 million shares of common stock atRegistration Statement contained an untrue statement $45 per share, generating nearly $8 billion in proceeds.of material fact or omitted to state a material fact. After the IPO, Ubers shares consistently traded atAs an initial matter, the court applied the lower notice approximately $11 to $20 below the initial IPO price.pleading standard under Rule 8 of the Federal Rules of On May 30, 2019, Uber reported a $1.012 billion lossCivil Procedure because [plaintiff] has made an effort for the first quarter of 2019 and the slowest quarterlyto plead a non-fraudulent basis for Section 11 liability revenue in Ubers history, but stated that it expectedand instead based its claims against Uber on a strict growth to continue. Uber also announced that it wasliability theory and on a negligence theory against the dissolving its chief marketing officer and chief operatingother defendants. Under this lower standard, the court officer positions with the IPO behind us. On August 8,held that plaintiff plausibly alleged that the Registration 2019 Uber reported a $5.236 billion loss in the secondStatement was misleading by affirmatively creat[ing] quarter of 2019five times greater than any otheran impression of optimistic state affairs, by stating that quarterly loss in the companys historyand continuedUber had turned over a new leaf and failing to suggest declining revenue growth.that any of th[e] identified potential risk] scenarios On October 4, 2019, investors filed a putative securitiesalready exist[ed]. The court found plaintiffs amended class action against Uber, certain of its current and formercomplaint plausibly alleged that Uber was aware of the officers and directors, and its IPO underwriters allegingexistence of concrete risks related to passenger safety violations of Sections 11, 12(a)(2), and 15 of the 1933 Act record, the legality of its business model, and its financial based on purported misleading statements in thecondition despite the Registration Statement expressing Registration Statement related to Ubers financial health.doubt about certain laws and regulations impacting its business. Indeed, the court noted that these risks On November 4, 2019, Uber released its financialhad been realized well into 2019 as Uber was relying results for 3Q 2019, reporting a $1.162 billion loss.on a playbook for growth that the company and its Ten days later, on November 14, 2019, news outletsexecutives knew was undoubtedly illegal under state reported that the New Jersey Department of Labor andand local laws and that the defendants viewed as a Workforce Development was seeking $642 million incost of doing business. unpaid unemployment and disability taxes from Uber for past-due taxes from 2015-2018. That day, UbersThe court rejected defendants truth-on-the-market stock price fell to an all-time low of $25.99. defensethat several media articles leading up to Ubers On December 5, 2019, Uber released its 84-pageIPO adequately disclosed the relevant risksholding 36'