Bollinger Innovations Inc (BINI)

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Litigation

ALLEGING MISTATEMENTS!!!!! Could derail $5B shares about to be authorized Dec 23 and diluting/destroying the stock price to a dime or less in the coming days.

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On December 7, 2022, a putative stockholder class action was filed in the Court of Chancery of the State of Delaware, styled as Robbins v. Michery, et al., C.A. No. 2022-1131-LWW (the “Robbins Action”). On December 13, 2022, a second putative stockholder class action was filed in the Court of Chancery of the State of Delaware, styled as Foley v. Michery, et al., C.A. No. 2022-1147-LWW (the “Foley Action” and, together with the Robbins Action, the “Stockholder Actions”). The defendants in the Stockholder Actions are the Company, David Michery, Ignacio Novoa, Mary Winter, Mark Betor, John K. Anderson, William Miltner, Kent Puckett, and Jonathan New. The plaintiffs in the Stockholder Actions filed complaints alleging that the number of number of shares of Common Stock issued and outstanding as of the Annual Meeting Record Date was 477,510,822 and that, based on this eligible share total, a majority of shares of Common Stock, The plaintiffs in the Swhen considered separately as a class, did not vote in favor of the increase in authorized shares at the 2022 Annual Meeting. Stockholder Actions also alleged that the Company’s board of directors misstated certain information material to the stockholders’ votes. Lastly, the plaintiffs in the Stockholder Actions alleged that the Series AA Preferred Stock impermissibly subverts the voting standard applicable to the Reverse Stock Split Proposal. The plaintiffs in the Stockholder Actions have moved the Court of Chancery of the State of Delaware for, among other things, entry of a status quo order to preserve the issues raised in the Stockholder Actions for adjudication.



While the Company believes that the Stockholder Actions lack merit and that the disclosures set forth in the Proxy Statement comply fully with applicable law, in order to moot plaintiffs’ disclosure claims, avoid nuisance and expense associated with litigation and provide additional information to our stockholders, the Company has determined to voluntarily supplement the Proxy Statement. This supplemental information shall not be deemed an admission of the legal necessity or materiality under applicable law of any of the disclosures provided herein. To the contrary, the Company specifically denies all allegations that any additional disclosure was or is required in the Proxy Statement. The defendants intend to defend themselves against the Stockholder Actions. There can be no assurances that the court will not enjoin the Special Meeting or the consummation of the transactions contemplated thereby.