RADNOR, Pa., March 2, 2020 /PRNewswire/ -- The law firm of Kessler Topaz Meltzer & Check, LLP alerts investors that a securities fraud class action lawsuit has been filed against Tivity Health, Inc. (Nasdaq:TVTY) ("Tivity") on behalf of those who purchased or otherwise acquired Tivity securities between between March 8, 2019 and February 19, 2020, inclusive (the "Class Period").
According to the complaint, Tivity provides fitness and health improvement programs in the United States. Tivity was formerly known as Healthways, Inc. and changed its name to Tivity Health, Inc. in January 2017. In December 2018, Tivity announced that it would acquire Nutrisystem, Inc. ("Nutrisystem"), a provider of weight management products and services (the "Nutrisystem Acquisition").
The Class Period commences on March 8, 2019, when Tivity issued a press release entitled "Tivity Health Completes Acquisition of Nutrisystem." In the press release, Tivity announced the completion of the Nutrisystem Acquisition for approximately $1.3 billion in cash and stock. Tivity also assured investors that "[w]ith this acquisition, Tivity Health will be unique in offering, at scale, an integrated portfolio of fitness, nutrition and social engagement solutions to support overall health and wellness." The release further described the benefits of the Nutrisystem Acquisition including "double digit accretion to Tivity Health's adjusted EPS in 2020 and beyond, . . . [s]ignificant potential for value creation with expected annual cost synergies of ~$30-35 million . . . [and] [n]ew business model with projected substantial cash flow to de-lever the balance sheet."
On May 8, 2019, Tivity issued a press release announcing its financial results for the quarter ended March 31, 2019 and therein represented that the integration of Nutrisystem into Tivity's operations was "on track."
Then, on February 19, 2020, post-market, Tivity issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2019. Tivity disclosed, among other things, that its "Nutrition segment had a disappointing end to 2019," which included "a non-cash impairment charge of $(377.1) million," contributing to a net loss for Tivity of $272.8 million in the fourth quarter. Concurrently, Tivity announced the resignation of its CEO, Donato Tramuto. Discussing Tivity's financial results on an earnings call later that day, Tivity's interim CEO, Robert Greczyn, stated "[a]dmittedly, the nutrition business has not worked out as well as planned since the completion of the [Nutrisystem Acquisition] in March 2019."
Following this news, Tivity's stock price fell $10.43 per share, or 45.49%, to close at $12.50 per share on February 20, 2020.
The complaint alleges that, throughout the Class Period, the defendants made false and/or misleading statements and/or failed to disclose that: (i) following the Nutrisystem Acquisition, Tivity's Nutrition segment faced significant operational challenges; (ii) the foregoing would foreseeably have a significant impact on Tivity's revenues; and (iii) as a result, Tivity's public statements were materially false and misleading at all relevant times.
Tivity investors who wish to discuss this securities fraud class action lawsuit and their legal options are encouraged to contact Kessler Topaz Meltzer & Check, LLP (James Maro, Jr., Esq. or Adrienne Bell, Esq.) at (844) 877-9500 (toll free) or at [email protected].
Tivityinvestors may, no later than April 27, 2020, seek to be appointed as a lead plaintiff representative of the class through Kessler Topaz Meltzer & Check, or other counsel, or may choose to do nothing and remain an absent class member. A lead plaintiff is a representative party who acts on behalf of all class members in directing the litigation. In order to be appointed as a lead plaintiff, the Court must determine that the class member's claim is typical of the claims of other class members, and that the class member will adequately represent the class. Your ability to share in any recovery is not affected by the decision of whether or not to serve as a lead plaintiff.
Kessler Topaz Meltzer & Check prosecutes class actions in state and federal courts throughout the country involving securities fraud, breaches of fiduciary duties and other violations of state and federal law. Kessler Topaz Meltzer & Check is a driving force behind corporate governance reform, and has recovered billions of dollars on behalf of institutional and individual investors from the United States and around the world. The firm represents investors, consumers and whistleblowers (private citizens who report fraudulent practices against the government and share in the recovery of government dollars). The complaint in this action was not filed by Kessler Topaz Meltzer & Check. For more information about Kessler Topaz Meltzer & Check, please visit www.ktmc.com.
Kessler Topaz Meltzer & Check, LLP James Maro, Jr., Esq. Adrienne Bell, Esq. 280 King of Prussia Road Radnor, PA 19087 (844) 877-9500 (toll free) (610) 667-7706 [email protected]