BigBear.ai Holdings, Inc. Class Action Lawsuit - BBAI
Case Summary
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The BigBear.ai class action lawsuit seeks to represent purchasers or acquirers of BigBear.ai Holdings, Inc. (NYSE: BBAI) securities between March 31, 2022 and March 25, 2025, inclusive (the “Class Period”). Captioned Priewe v. BigBear.ai Holdings, Inc., No. 25-cv-00623 (E.D. Va.), the BigBear.ai class action lawsuit charges BigBear.ai and certain of BigBear.ai’s top current and former executives with violations of the Securities Exchange Act of 1934.
If you suffered substantial losses and wish to serve as lead plaintiff of the BigBear.ai class action lawsuit, please provide your information in the form on this page. You can also contact attorney J.C. Sanchez or Jennifer N. Caringal of Robbins Geller by calling 800/449-4900 or via e-mail at info@rgrdlaw.com. Lead plaintiff motions for the BigBear.ai class action lawsuit must be filed with the court no later than June 10, 2025.
CASE ALLEGATIONS: BigBear.ai provides artificial intelligence-powered decision intelligence solutions. According to the complaint, in June 2021, BigBear.ai entered into a merger agreement with GigCapital4, Inc., a special purpose acquisition company (“SPAC”), GigCapital4 Merger Sub Corporation, and BBAI Ultimate Holdings, upon completion of which BigBear.ai issued $200 million of unsecured convertible notes – debt instruments that can be converted into equity at a future date – due to mature on December 15, 2026 (“2026 Convertible Notes”).
The BigBear.ai class action lawsuit alleges that defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) BigBear.ai maintained deficient accounting review policies related to the reporting and disclosure of certain non-routine, unusual, or complex transactions; (ii) as a result, BigBear.ai incorrectly determined that the conversion option within the 2026 Convertible Notes qualified for the derivative scope exception under Accounting Standards Codification (“ASC”) 815-40 and failed to bifurcate the conversion option as required by ASC 815-15; (iii) accordingly, BigBear.ai had improperly accounted for the 2026 Convertible Notes; (iv) the foregoing error caused BigBear.ai to misstate various items in several of BigBear.ai’s previously issued financial statements; (v) as a result, these financial statements were inaccurate and would likely need to be restated; and (vi) BigBear.ai would require extra time and expense to correct the inaccurate financial statements, thereby increasing the risk that BigBear.ai would be unable to timely file certain financial reports with the U.S. Securities and Exchange Commission.
The BigBear.ai class action lawsuit alleges that on March 18, 2025 BigBear.ai disclosed that certain of its financial statements since fiscal year 2021 should no longer be relied upon and would be restated, identifying a material error in the previously reported financial statements related to the accounting treatment of BigBear.ai’s 2026 Convertible Notes. On this news, the price of BigBear.ai stock fell nearly 15%, according to the complaint.
Then, on March 25, 2025, the BigBear.ai class action lawsuit further alleges that BigBear.ai filed its 2024 Form 10-K, disclosing that a “conversion option embedded within the 2026 Notes was incorrectly deemed to be eligible for a scope exception from the bifurcation requirements of ASC 815-15 and therefore requires bifurcation as a derivative (‘2026 Notes Conversion Option’)” and that “[t]he 2026 Notes include certain adjustments to the conversion rate that violate the ‘fixed-for-fixed’ criteria described in [ASC] 815-40.” As a result, the consolidated financial statements were restated “to reflect the issuance of the 2026 Notes Conversion Option at fair value as of December 7, 2021 and the subsequent remeasurement to fair value at each reporting date,” according to the complaint. The BigBear.ai class action lawsuit further alleges that BigBear.ai also revealed that it had identified a material weakness in its internal control over financial reporting – specifically, that BigBear.ai had not “consistently executed [its] technical accounting review policies, inclusive of the application of certain interpretations subject to significant judgement or differences in interpretation, at a precision level sufficient to achieve complete, accurate and timely financial accounting, reporting and disclosures of certain non-routine, unusual, or complex transactions.” On this news, the price of BigBear.ai stock fell more than 9%, according to the complaint.
THE LEAD PLAINTIFF PROCESS: The Private Securities Litigation Reform Act of 1995 permits any investor who purchased or acquired BigBear.ai securities during the Class Period to seek appointment as lead plaintiff in the BigBear.ai class action lawsuit. A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class. A lead plaintiff acts on behalf of all other class members in directing the BigBear.ai class action lawsuit. The lead plaintiff can select a law firm of its choice to litigate the BigBear.ai class action lawsuit. An investor’s ability to share in any potential future recovery is not dependent upon serving as lead plaintiff of the BigBear.ai class action lawsuit.
ABOUT ROBBINS GELLER: Robbins Geller Rudman & Dowd LLP is one of the world’s leading law firms representing investors in securities fraud and shareholder litigation. Our Firm has been ranked #1 in the ISS Securities Class Action Services rankings for four out of the last five years for securing the most monetary relief for investors. In 2024, we recovered over $2.5 billion for investors in securities-related class action cases – more than the next five law firms combined, according to ISS. With 200 lawyers in 10 offices, Robbins Geller is one of the largest plaintiffs’ firms in the world, and the Firm’s attorneys have obtained many of the largest securities class action recoveries in history, including the largest ever – $7.2 billion – in In re Enron Corp. Sec. Litig.