Robbins Geller Rudman & Dowd LLP announces
SAN DIEGO, 06 Feb. 2022 (GLOBE NEWSWIRE) — The law firm of Robbins Geller Rudman & Dowd LLP announces that it has filed a class action – Baron v Talkspace, Inc., No. 22-cv-00163 (SDNY) – seeking to represent the common stockholders of Talkspace, Inc. (NASDAQ: TALK) on the record date of the special meeting of shareholders held June 17, 2021 for consider approval of the merger between Talkspace and Hudson Executive Investment Corporation (“HEIC”) and entitled to vote on the merger. A similar lawsuit – Valdez vs. Talkspace, Inc., # 22-cv-00840 (SDNY) – is also pending representation from purchasers of Talkspace securities between June 11, 2020 and November 15, 2021, both dates inclusive (the “Class Period”). the Discussion area The class action lawsuit was filed on January 7, 2022, and charges Talkspace and other defendants with violations of the Securities Exchange Act of 1934.
the Baron Plaintiff is represented by Robbins Geller, who has extensive experience in pursuing investor class actions, including actions involving financial fraud. You can view a copy of the complaint by clicking here.
If you have suffered significant losses and wish to act as the lead plaintiff of the Discussion area class action, please provide your information by clicking here. You can also contact a lawyer JC Sanchez of Robbins Geller by calling 800/449-4900 or emailing [email protected]. Principal Applicant’s Requests for Discussion area the class action must be filed with the court no later than March 8, 2022.
CASE ALLEGATIONS: Talkspace is a behavioral healthcare company that markets itself as powered by a “purpose-built technology platform.” The Talkspace platform serves two different business channels: (i) business-to-consumer (“B2C”), consisting of individual consumers who subscribe directly to the Talkspace platform; and (ii) business-to-business (“B2B”), consisting of large enterprise customers such as Google and Expedia and large health plans and employee assistance programs. Talkspace began as HEIC, a blank check company (also known as a Special Purpose Acquisition Company, or SPAC) formed by HEC Sponsor LLC, the sponsor of the blank check. On January 13, 2021, HEIC announced that it had entered into a merger agreement with Talkspace. On May 28, 2021, the defendants issued the final proxy statement for the merger which urged shareholders to vote in favor of the deal.
the Discussion area The class action alleges that the final proxy statement contained numerous materially false and misleading statements and omissions, as set forth below. Specifically, the final proxy statement misrepresented Talkspace’s business, financials and outlook, omitting, among other things, that: (i) Talkspace was experiencing a significant increase in online advertising costs in its B2C business since the beginning of 2021; (ii) Talkspace was experiencing lower conversion rates in its online advertising in its B2C business; (iii) Talkspace was experiencing rising customer acquisition costs and weaker B2C demand than represented to investors; (iv) Talkspace was suffering from skyrocketing customer acquisition costs and deteriorating growth and gross margin trends; (v) Talkspace had overstated its accounts receivable from some of its health plan customers in its B2B business, the amounts of which required downward adjustment; and (vi) therefore, Talkspace’s financial forecast for 2021 was not achievable and lacked a reasonable basis in fact.
On August 9, 2021, Talkspace disclosed certain issues related to increased customer acquisition costs due to rising digital advertising costs while minimizing their impact, and confirmed a significant increase in customer acquisition costs. customers since the beginning of the year. At this news, Talkspace’s share price fell nearly 19%.
Then, on November 15, 2021, Talkspace issued a press release announcing Talkspace’s third quarter 2021 financial results and disclosing, among other things, that “[i]In the third quarter, we increased the provision for credit losses by $3.4 million, including $2.8 million related to prior quarters” and that “net sales in the third quarter were lower management’s expectations due to a lower number of B2C customers and a non-cash reserve adjustment for credit losses on receivables related to prior periods. Talkspace also announced that day that, effective immediately, Talkspace Co-Founder, CEO and Board Member, Defendant Oren Frank, is stepping down. Likewise, his wife Roni Frank would also step down as head of clinical services and board member. At this news, Talkspace’s share price fell more than 36%, further hurting investors.
Following and due to the closing of the merger, Talkspace’s common stock price fell precipitously as the truth about Talkspace and the false and misleading nature of the final proxy statement came to light over time. As of December 30, 2021, the price of Talkspace common stock was trading below $2 per share, 80% below the price shareholders would have received had they redeemed their shares instead of approving the merger less than one year earlier.
THE PRINCIPAL APPLICANT PROCESS: The Private Securities Litigation Reform Act of 1995 allows any investor who: (1) held ordinary shares of Talkspace on the record date of the special meeting of shareholders held on June 17, 2021 to consider the approval of the merger and ability to vote on the merger; and/or (2) purchased Talkspace securities during the Class Period to seek appointment as lead plaintiff in the Discussion area class action. A principal plaintiff is generally the plaintiff with the greatest financial interest in the remedy sought by the putative class that is also typical and adequate of the putative class. A lead plaintiff acts on behalf of all other class members by directing the Discussion area class action. The main plaintiff can select a law firm of his choice to plead Discussion area class action. An investor’s ability to participate in any potential future upturn in the Discussion area the class action does not depend on the status of principal plaintiff.
ABOUT ROBBINS GELLER RUDMAN & DOWD LLP: With 200 attorneys in 9 offices across the country, Robbins Geller Rudman & Dowd LLP is the largest US law firm representing investors in securities class actions. Robbins Geller’s lawyers secured many of the largest shareholder recoveries in history, including the largest ever securities class action lawsuit – $7.2 billion – in In re Enron Corp. Dry. Dispute. The 2020 ISS Securities Class Action Services Top 50 report ranked Robbins Geller first for recovering $1.6 billion for investors that year, more than double the amount recovered by any other securities plaintiff firm. . Please visit http://www.rgrdlaw.com for more information.
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