Instadose does not have significant operations and was at all relevant times classified as a “shell” company. Instadose was formerly known as “Mikrocoze, Inc.”, which was organized to sell micro-furniture for small spaces via the Internet. The Company has since pivoted its business to focus on growth and acquisition of pharmaceutical grade agricultural products. On December 7, 2020, Instadose (then still known as Mikrocoze) entered into a non-binding letter of intent with Instadose Pharma Corp., a Canadian-based cannabis producer (“Instadose Canada”), and holders of a majority of its outstanding shares for a transaction to acquire 100% of the outstanding common shares of Instadose Canada in exchange for approximately 80% of the issued and outstanding shares of common stock of the Company following such exchange (the “Business Combination”). The complaint alleges that, throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operations, and compliance policies. Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) Instadose had performed inadequate due diligence into the Business Combination and/or ignored significant red flags associated with Instadose Canada; (ii) Instadose’s internal controls and policies were inadequate to detect and/or prevent impermissible trading activity by control persons of the Company; (iii) the foregoing subjected Instadose to a heightened risk of regulatory scrutiny and enforcement action; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times. On July 9, 2021, the Ontario Securities Commission (“OSC”) announced that the Chairman and Chief Executive Officer (“CEO”) of Instadose Canada, Grant Ferdinand Sanders (“Sanders”), was charged quasi-criminally with one count of fraud in relation to his role as Chairman and CEO of Instadose Canada, which, since July 2017, had raised more than $9.4 million from investors. The OSC alleged that investor funds were diverted to the benefit of Sanders, his family, and associates, and that Instadose Canada materially misrepresented the nature of its business. Then, on October 15, 2021, Instadose Canada announced that an overwhelming majority of its shareholders voted in favor of the Business Combination, hich remains subject to customary closing conditions, including approval by a Canadian court. Following completion of the Business Combination, Instadose expected that its Board of Directors would consist of, among others, Sanders. Then, on November 24, 2021, in a filing with the U.S. Securities and Exchange Commission (“SEC”), Instadose disclosed that “[o]n November 23, 2021, the Company was notified by the SEC that it had ordered, pursuant to Section 12(k) of the [Exchange Act], that trading in the securities of [Instadose] is suspended for the period from 9:30 a.m. EDT on November 24, 2021, through 11:59 p.m. EDT on December 8, 2021.” Instadose advised investors that the SEC’s order specifically stated that “it appears to the [SEC] that the public interest and the protection of investors require a suspension in the trading of [Instadose] securities . . . because of questions and concerns regarding the adequacy and accuracy of information about Instadose . . . in the marketplace, including: (1) significant increases in the stock price and share volume unsupported by the company’s assets and financial information; (2) trading that may be associated with individuals related to a control person of Instadose . . .; and (3) the operations of Instadose[]’s Canadian affiliate.” On this news, and after Instadose’s common stock began publicly trading again on December 9, 2021, the Company’s stock price fell $22.61 per share, or 91.87%, to close at $2.00 per share on December 9, 2021.
Notes:
The alleged class includes : All persons and entities other than Defendants that purchased or otherwise acquired Instadose securities between December 8, 2020 and November 24, 2021, both dates inclusive.
For More information as well as to join this case please contact Atara Twersky, Esq. at atara@twerskylawgroup.com or atwersky@aftlaw.com. Atara is Principal at Twersky Law Group and Of counsel at AF&T law firm where she is director of Investor Services. Atara focuses her practice on assisting her clients with increasing their investment portfolio recoveries and ensuring that their portfolios remain healthy and robust. For more information on shareholder recoveries click here and to listen to Atara’s podcast with notable guests in the Pension fund Industry listen to Pension and Investments Podcast, on all matters related to your investment portfolio and more. For more information on Atara and her legal work connected to shareholder protection click here.
