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Shift4 Payments, Inc.

Company NameShift4 Payments, Inc.
Stock SymbolFOUR
Class PeriodNovember 10, 2021 to April 18, 2023
Lead Plaintiff Motion DeadlineOctober 19, 2023

On October 21, 2022, Shift4 disclosed that its third quarter 2021, full year 2021, and first and second quarter 2022 financial statements should no longer be relied upon and would need to be restated due to a material weakness in the Company’s financial controls, which had caused it to incorrectly treat “customer acquisition costs” as cash used in investing activities rather that cash used in operating activities. As a result, Shift4 revised its net cash provided by operating activities to $3 million (down from its originally reported $29.2 million), $30.8 million (down from its originally reported $37.1 million), and $70.8 million (down from its originally reported $85 million) for the year ended December 31, 2021, the three months ended March 31, 2022, and the six months ended June 30, 2022, respectively.

On this news, Shift4’s stock price fell $1.21, or 2.7%, to close at $44.16 per share on October 24, 2022, thereby injuring investors.

 

Then, on April 19, 2023, Blue Orca Capital published a report alleging that Shift4 “engaged in a string of highly questionable and hyperaggressive accounting maneuvers seemingly designed to keep the stock afloat” including “cash flow manipulation” and “inexplicable distributor acquisitions that enabled it to capitalize a major component of COGS.” Blue Orca Capital also alleges that Shift4 engaged in unreported related-party transactions and that the Company’s questionable accounting maneuvers “inflated 2022 gross profit by 13%, Adj. EBITDA by 34%, and operating income by close to 3x.”

On this news, Shift4’s stock price fell $5.95, or 8.7%, to close at $62.59 per share on April 19, 2023, thereby injuring investors further.

The complaint filed in this class action alleges that throughout the Class Period, Defendants made materially false and/or misleading statements, as well as failed to disclose material adverse facts about the Company’s business, operations, and prospects. Specifically, Defendants failed to disclose to investors that: (1) Shift4 had inadequate disclosure controls and procedures and internal control over financial reporting; (2) as a result, Shift4 failed to properly account for customer acquisition costs, thereby artificially inflating its net cash provided by operating activities; (3) accordingly, Shift4 would likely be forced to restate one or more of its previously issued financial statements; (4) Shift4 employed accounting maneuvers in connection with, among other things, its mass strategic buyout program and sponsor bank merchant settlement account, that were designed to present an inaccurate picture of, inter alia, the Company’s performance, its underlying business quality, and its earnings power; (5) all the foregoing, once revealed, was likely to negatively impact Shift4’s reputation and business; and (6) as a result, Defendants’ positive statements about the Company’s business, operations, and prospects were materially misleading and/or lacked a reasonable basis at all relevant times.

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