Legal Proceedings
−Removed: Securities Class Action
−Removed: On January 3, 2018, a shareholder filed a class action complaint in the United States District Court for the District of Delaware against us and certain of our officers on behalf of all persons who purchased or otherwise acquired our stock between June 29, 2016 and April 3, 2017.
−Removed: On February 20, 2018, a different shareholder filed a second class action complaint in the same venue against the same parties on behalf of all persons who purchased or otherwise acquired our stock between October 15, 2015 and April 3, 2017.
−Removed: The cases were transferred on April 30, 2018, to the United States District Court for the Northern District of Georgia and subsequently were consolidated as In re Acuity Brands, Inc.
−Removed: Securities Litigation, Civil Action No.
−Removed: 1:18-cv-02140-MHC (N.D.
−Removed: On October 5, 2018, the court-appointed lead plaintiff filed a consolidated amended class action complaint (the “Consolidated Complaint”), which supersedes the initial complaints.
−Removed: The Consolidated Complaint is brought on behalf of all persons who purchased our common stock between October 7, 2015 and April 3, 2017 and alleges that we and certain of our current and former officers/executives violated the federal securities laws by making false or misleading statements and/or omitting to disclose material adverse facts that (i) concealed known trends negatively impacting sales of our products and (ii) overstated our ability to achieve profitable sales growth.
−Removed: The plaintiffs seek unspecified monetary damages, costs, and attorneys’ fees.
−Removed: We dispute the allegations in the complaints and intend to vigorously defend against the claims.
−Removed: We filed a motion to dismiss the Consolidated Complaint.
−Removed: On August 12, 2019, the court entered an order granting our motion to dismiss in part and dismissing all claims based on 42 of the 47 statements challenged in the Consolidated Complaint but also denying the motion in part and allowing claims based on five challenged statements to proceed to discovery.
−Removed: The Eleventh Circuit Court of Appeals granted the Company permission to file an interlocutory appeal of the District Court’s class certification order, and the briefing of that appeal has been completed.
−Removed: Estimating an amount or range of possible losses resulting from litigation proceedings is inherently difficult, particularly where the matters involve indeterminate claims for monetary damages and are in the stages of the proceedings where key evidentiary and legal issues have not been resolved.
−Removed: For these reasons, we are currently unable to predict the ultimate timing or outcome of or reasonably estimate the possible losses or a range of possible losses resulting from the matters described above.
−Removed: We are insured, in excess of a self-retention, for Directors and Officers liability.
−Removed: We are subject to various other legal claims arising in the normal course of business, including patent infringement, employment matters, and product liability claims.
−Removed: Based on information currently available, it is the opinion of management that the ultimate resolution of pending and threatened legal proceedings will not have a material adverse effect on our financial condition, results of operations, or cash flows.
−Removed: However, in the event of unexpected future developments, it is possible that the ultimate resolution of any such matters, if unfavorable, could have a material adverse effect on our financial condition, results of operations, or cash flows in future periods.
−Removed: We establish estimated liabilities for legal claims when associated costs become probable and can be reasonably estimated.
−Removed: The actual costs of resolving legal claims may be substantially higher than the amounts accrued for such claims.
−Removed: However, we cannot make a meaningful estimate of actual costs to be incurred that could possibly be higher or lower than the accrued amounts.
Information regarding reportable legal proceedings is contained in Part I, Item 3.
Legal Proceedings in our Form 10-K.
−Removed: Information set forth in this report’s Commitments and Contingencies footnote of the Notes to Consolidated Financial Statements describes any legal proceedings that became reportable during the quarter ended May 31, 2021, and updates any descriptions of previously reported legal proceedings in which there have been material developments during such quarter.
+Added: Information set forth in this report’s Commitments and Contingencies footnote of the Notes to Consolidated Financial Statements describes any legal proceedings that became reportable during the quarter ended November 30, 2021, and updates any descriptions of previously reported legal proceedings in which there have been material developments during such quarter.
The discussion of legal proceedings included within the Commitments and Contingencies footnote of the Notes to Consolidated Financial Statements is incorporated into this Item 1 by reference.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.