Investigations
BigBear.ai Holdings, Inc.
Overview
Overview
- Deadline:
- Jun 10, 2025
Company Name: | Company Name: BigBear.ai Holdings, Inc. |
Stock Symbol: | Stock Symbol: BBAI |
BigBear.ai Holdings, Inc. (NYSE: BBAI): BigBear.ai Holdings, Inc. (“BigBear.ai” or the “Company”) and certain of the Company’s senior executives have been sued for violations of the federal securities laws. The complaint asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 on behalf of investors in BigBear.ai securities. The case is pending in the U.S. District Court for the Eastern District of Virginia and is captioned Priewe v. BigBear.ai Holdings, Inc., et al., No. 25-cv-00623.
If you incurred losses on your investments in BigBear.ai, you are encouraged to submit your information.
Why was BigBear.ai Sued for Securities Fraud?
BigBear.ai is an AI-driven technology solutions company that helps organizations operationalize AI by analyzing complex data and providing actionable insights in areas of national security, supply chain management, and digital identity and biometrics solutions. It provides both software and services to its customers.
BigBear.ai went public via a special purpose acquisition company (“SPAC”) transaction, completing merging first with GigCapital4 Merger Sub Corporation, and subsequently with GigCapital4, Inc. Upon completion of the merger, BigBear.ai issued $200 million of unsecured convertible notes with a maturity date of December 15, 2026. The 2026 Convertible Notes bear interest at a rate of 6.0% per annum, payable semi-annually, and not including any interest payments that are settled with the issuance of shares, and were convertible into 17,391,304 shares of the Company’s common stock at an initial Conversion Price of $11.50.
During the relevant period, BigBear.ai improperly accounted for the 2026 Convertible Notes, causing it to misstate various items in several of the Company’s previously issued financial statements.
The Stock Declines as the Truth is Revealed
On March 18, 2025, BigBear.ai disclosed in a filing with the SEC that certain of the Company’s financial statements since fiscal year 2021 should no longer be relied upon and would be restated. Specifically, management identified a material error in the previously reported financial statements related to the accounting treatment of the Company’s 2026 Convertible Notes. In addition, BigBear.ai revealed that, as a result of the foregoing, the Company would be unable to timely file its 2024 10-K “without unreasonable effort or expense.” On this news, the price of BigBear.ai stock declined roughly 15%, from a closing price of $3.49 per share on March 17, 2025, to $2.97 per share on March 18, 2025.
Then, on March 25, 2025, after market, BigBear filed its 2024 10-K restating its consolidated financial statements “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.” The 2024 10-K also disclosed that the Company had identified a material weakness in its internal control over financial reporting—specifically, that BigBear 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 declined roughly 9%, from a closing price of $3.51 per share on March 25, 2025, to $3.19 per share on March 26, 2025.
What are my Rights?
If you purchased or otherwise acquired BigBear.ai securities, you may ask the Court no later than June 10, 2025, which is the first business day after 60 days from the date of the publication of notice of pendency of the action, to appoint you as Lead Plaintiff through counsel of your choice. To be a member of the Class, you need not take any action at this time. The ability to share in any potential future recovery is not dependent on serving as Lead Plaintiff.
If you incurred losses on your investments in BigBear.ai, you are encouraged to submit your information to speak with an attorney about your rights.
You can also contact:
Ross Shikowitz
ross@bfalaw.com
212-789-3619
All representation is on a contingency fee basis. Shareholders are not responsible for any court costs or expenses of litigation. The Firm will seek court approval for any potential fees and expenses.
Why Bleichmar Fonti & Auld LLP?
BFA is a leading international law firm representing plaintiffs in securities class actions and shareholder litigation. It was named among the Top 5 plaintiff law firms by ISS SCAS in 2023 and its attorneys have been named Titans of the Plaintiffs’ Bar by Law360 and SuperLawyers by Thompson Reuters. Among its recent notable successes, BFA recovered over $900 million in value from Tesla, Inc.’s Board of Directors, as well as $420 million from Teva Pharmaceutical Ind. Ltd.
Attorney advertising. Past results do not guarantee future outcomes.
If you incurred losses on your investments in BigBear.ai, you are encouraged to submit your information.
Why was BigBear.ai Sued for Securities Fraud?
BigBear.ai is an AI-driven technology solutions company that helps organizations operationalize AI by analyzing complex data and providing actionable insights in areas of national security, supply chain management, and digital identity and biometrics solutions. It provides both software and services to its customers.
BigBear.ai went public via a special purpose acquisition company (“SPAC”) transaction, completing merging first with GigCapital4 Merger Sub Corporation, and subsequently with GigCapital4, Inc. Upon completion of the merger, BigBear.ai issued $200 million of unsecured convertible notes with a maturity date of December 15, 2026. The 2026 Convertible Notes bear interest at a rate of 6.0% per annum, payable semi-annually, and not including any interest payments that are settled with the issuance of shares, and were convertible into 17,391,304 shares of the Company’s common stock at an initial Conversion Price of $11.50.
During the relevant period, BigBear.ai improperly accounted for the 2026 Convertible Notes, causing it to misstate various items in several of the Company’s previously issued financial statements.
The Stock Declines as the Truth is Revealed
On March 18, 2025, BigBear.ai disclosed in a filing with the SEC that certain of the Company’s financial statements since fiscal year 2021 should no longer be relied upon and would be restated. Specifically, management identified a material error in the previously reported financial statements related to the accounting treatment of the Company’s 2026 Convertible Notes. In addition, BigBear.ai revealed that, as a result of the foregoing, the Company would be unable to timely file its 2024 10-K “without unreasonable effort or expense.” On this news, the price of BigBear.ai stock declined roughly 15%, from a closing price of $3.49 per share on March 17, 2025, to $2.97 per share on March 18, 2025.
Then, on March 25, 2025, after market, BigBear filed its 2024 10-K restating its consolidated financial statements “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.” The 2024 10-K also disclosed that the Company had identified a material weakness in its internal control over financial reporting—specifically, that BigBear 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 declined roughly 9%, from a closing price of $3.51 per share on March 25, 2025, to $3.19 per share on March 26, 2025.
What are my Rights?
If you purchased or otherwise acquired BigBear.ai securities, you may ask the Court no later than June 10, 2025, which is the first business day after 60 days from the date of the publication of notice of pendency of the action, to appoint you as Lead Plaintiff through counsel of your choice. To be a member of the Class, you need not take any action at this time. The ability to share in any potential future recovery is not dependent on serving as Lead Plaintiff.
If you incurred losses on your investments in BigBear.ai, you are encouraged to submit your information to speak with an attorney about your rights.
You can also contact:
Ross Shikowitz
ross@bfalaw.com
212-789-3619
All representation is on a contingency fee basis. Shareholders are not responsible for any court costs or expenses of litigation. The Firm will seek court approval for any potential fees and expenses.
Why Bleichmar Fonti & Auld LLP?
BFA is a leading international law firm representing plaintiffs in securities class actions and shareholder litigation. It was named among the Top 5 plaintiff law firms by ISS SCAS in 2023 and its attorneys have been named Titans of the Plaintiffs’ Bar by Law360 and SuperLawyers by Thompson Reuters. Among its recent notable successes, BFA recovered over $900 million in value from Tesla, Inc.’s Board of Directors, as well as $420 million from Teva Pharmaceutical Ind. Ltd.
Attorney advertising. Past results do not guarantee future outcomes.