The Court directed that the Notice be mailed to you because you or someone in your family or an investment account for which you serve as a custodian may have purchased or otherwise acquired Bumble Class A common stock during the Settlement Class Period directly in or traceable to the SPO. 

The purpose of the Notice was to inform you of the existence of this case, that it is a class action, how you might be affected.  It has also being sent to inform you of the terms of the approved Settlement and of a hearing held by the Court to consider the fairness, reasonableness, and adequacy of the Settlement, the Plan of Allocation, and the motion by Lead Counsel for an award of attorneys’ fees and payment of Litigation Expenses (the “Settlement Fairness Hearing”). See below for details about the Settlement Fairness Hearing, including the date and location of the hearing.

Bumble is a public holding company that operates the online Bumble and Badoo dating applications.  Defendants took Bumble public in February 2021 and then launched an SPO in September 2021.  This Action arises from allegedly materially false and misleading statements and omissions concerning Bumble’s business and financial performance made in the Company’s Offering Documents filed in connection with the SPO.

This Action was commenced on January 24, 2022 with the filing of a putative class action complaint, styled UA Local 13 Pension Fund v. Bumble Inc., et al., Case 1:22-cv-00624-DLC, alleging violations of the federal securities laws.

By Order entered on August 25, 2022, the Court appointed Louisiana Sheriffs as Lead Plaintiff in the Action and ordered that BLB&G shall serve as Lead Counsel for Lead Plaintiff and the putative class in this Action.  The Court also ordered that the Parties engage in mediation no later than November 2022.

Lead Plaintiff and Bumble retained Jed D. Melnick, Esq., a neutral with extensive experience in mediating securities cases, to act as mediator in the Action (the “Mediator”).

Following several months of extensive arm’s length negotiations supervised by the Mediator, on February 6, 2023, the Parties executed a settlement term sheet (the “Term Sheet”) memorializing their non-binding agreement to settle the Action.

On March 27, 2023, the Parties entered into the Stipulation and Agreement of Settlement, which sets forth the terms and conditions of the Settlement.  The Stipulation is available on the Important Documents tab of this website.

On April 14, 2023, the Court preliminarily approved the Settlement, authorized the Notice to be disseminated to potential Settlement Class Members, and scheduled the Settlement Fairness Hearing to consider whether to grant final approval to the Settlement.

If you are a member of the Settlement Class, you are subject to the Settlement, unless you timely request to be excluded.  The Settlement Class consists of:

Excluded from the Settlement Class are: (i) Defendants and their Immediate Family Members, and each of their legal representatives, heirs, successors, or assigns; (ii) the Officers and directors of Bumble, the Blackstone Defendants, and the Underwriter Defendants during the Settlement Class Period and their Immediate Family Members, and each of their legal representatives, heirs, successors, or assigns; (iii) the subsidiaries of Bumble, the Blackstone Defendants, and the Underwriter Defendants; and (iv) any entity in which Defendants or any other excluded persons or entities, have or had a controlling interest, provided, however, that any Investment Vehicle shall not be excluded from the Settlement Class.  Investment Vehicle means any investment company or pooled investment fund, including but not limited to, mutual fund families, exchange traded funds, fund of funds and hedge funds, in which Defendants or any other excluded persons or entities, or any of them, have, has or may have a direct or indirect interest, or as to which his, her, or its affiliates may act as an investment advisor, but in which any Defendant or any other excluded person or entity alone or together with its, his, or her respective affiliates is not a majority owner or does not hold a majority beneficial interest.  Also excluded from the Settlement Class are any persons or entities who or that exclude themselves by submitting a request for exclusion in accordance with the requirements set forth in the Notice.  See “What If I Do Not Want To Be A Member Of The Settlement Class?  How Do I Exclude Myself,” below.

Please note:  Receipt of the Notice does not mean that you are a Settlement Class Member or that you will be entitled to a payment from the Settlement.  If you are a Settlement Class Member and you wish to be eligible to receive a payment from the Settlement, you are required to submit the Claim Form that is being distributed with the Notice and the required supporting documentation as set forth therein postmarked no later than September 11, 2023.

Lead Plaintiff’s Claims.  In the Action, Lead Plaintiff asserted claims against Defendants under Sections 11, 12(a)(2), and 15 of the Securities Act of 1933 on behalf of all investors who purchased Bumble Class A common stock between September 10, 2021 and January 24, 2022, inclusive. By way of brief summary, Lead Plaintiff alleged that Defendants made materially false and misleading statements and omissions concerning Bumble’s growth in paying users in offering documents for the Company’s September 10, 2021 Secondary Public Offering.  Lead Plaintiff also alleged that, when the truth was revealed by the Company on November 10, 2021, Bumble’s stock price fell over 24.4%.

Defendants’ Significant Defenses.  Defendants contended that Lead Plaintiff’s claims were wholly without merit, denied liability and disputed damages.  Indeed, Defendants insisted that they did not make any actionable false statements at all.  For example, Defendants argued that many of the challenged statements were simply not false, others were not misleading in context, and still other statements were honestly held opinions that do not give rise to liability under the federal securities laws. Defendants also vigorously disputed materiality, arguing that the allegedly misrepresented and omitted intra-quarter decline in paying users was not material given that, for the same quarter, Bumble announced overall positive results including revenue increases.  Defendants likely would have also vigorously challenged damages, including by arguing that the alleged declines in the price of Bumble’s Class A common stock were not caused by any false statements.

As a result, Lead Plaintiff assessed that it faced significant risks in establishing Defendants’ liability as well as in proving Class-wide damages.

If you are a Settlement Class Member and you did not exclude yourself from the Settlement Class, you have been bound by any orders issued by the Court. The Court has entered a judgment (the “Judgment”).  The Judgment has dismissed with prejudice the claims against Defendants and has provided that, upon the Effective Date of the Settlement, Lead Plaintiff and all other Settlement Class Members, on behalf of themselves and their respective predecessors, successors, assigns, heirs, representatives, administrators, executors, devisees, legatees, and estates in their capacities as such only, will have fully, finally, and forever compromised, settled, released, resolved, relinquished, waived, discharged, and dismissed with prejudice any or all of the Released Plaintiff’s Claims (as defined below) against Defendants and the other Defendants’ Releasees (as defined below), and have been forever barred and enjoined from directly or indirectly commencing, instituting, participating in, prosecuting, or continuing to prosecute any action or other proceeding in any court of law or equity, arbitration, tribunal, administrative forum, or any other forum, asserting any or all of the Released Plaintiff’s Claims against any of the Defendants’ Releasees.

“Released Plaintiff’s Claims” means all claims, demands, losses, actions, obligations, duties, judgments, costs, expenses, rights, liabilities, accountings, matters, issues, suits, and causes of action of every kind, nature, and description whatsoever for damages, injunctive relief, or any other remedies, contingent or absolute, suspected or unsuspected, foreseen or unforeseen, disclosed or undisclosed, liquidated or unliquidated, matured or unmatured, accrued or unaccrued, apparent or unapparent, whether based on federal, state, local, statutory, or common law or any other law, rule, or regulation (whether foreign or domestic), including both known claims and Unknown Claims, that (i) were alleged in the Complaint, or (ii) could have been alleged in the Complaint or elsewhere that arise out of, are based upon, or relate to the transactions, facts, matters or occurrences, representations, or omissions alleged in the Complaint and relate to the purchase, acquisition, holding, sale, or disposition of Bumble Class A common stock during the Settlement Class Period directly in or traceable to the SPO.  Released Plaintiff’s Claims do not cover, include, settle, or release:  (i) claims asserted in Colon v. Bumble Inc. et al., C.A. No. 2022-0824 (Del. Ch.); (ii) claims asserted in City of Vero Beach Police Officers’ Retirement Trust Fund v. Bumble Inc., C.A. No. 2022-0841 (Del. Ch.); (iii) claims asserted in Glover-Mott v. Herd et al, No. C.A. No. 2022-1070 (D. Del.); (iv) claims asserted in Federman Irrevocable Trust v. Mather, et al., C.A. No. 2022-4413 (D. Del.); (v) claims asserted in Messana v. Anderson et al., C.A. No. No. 2022-1195 (D. Del.); (vi) claims asserted in Wilbert Alberto Otero Sanchez v. Herd et al., C.A. No. 2023-0060 (Del. Ch.); (vii) claims by any governmental entity that arise out of any governmental investigation of Defendants relating to the conduct alleged in the Action; (viii) claims relating to the enforcement of the Settlement; or (ix) claims of any person or entity who or that submits a request for exclusion that is accepted by the Court (“Excluded Plaintiff’s Claims”).

“Defendants’ Releasees” means Defendants, together with, as applicable, all of their respective past, present, and future parents, subsidiaries, affiliates, directors, Officers, general partners, managers, employees, insurers, attorneys, agents, Immediate Family Members, heirs, representatives, administrators, executors, devisees, legatees, and estates.

“Unknown Claims” means any Released Plaintiff’s Claims that Lead Plaintiff or any other Settlement Class Member does not know or suspect to exist in his, her, or its favor at the time of the release of such claims, and any Released Defendants’ Claims that any Defendant does not know or suspect to exist in his, her, or its favor at the time of the release of such claims, that, if known by him, her, or it, might have affected his, her, or its decision(s) with respect to this Settlement.  With respect to any and all Released Claims, the Parties stipulate and agree that, upon the Effective Date of the Settlement, Lead Plaintiff and Defendants shall expressly waive, and each of the other Settlement Class Members shall be deemed to have waived, and by operation of the Judgment or the Alternate Judgment, if applicable, shall have expressly waived, any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States, or principle of common law or foreign law that is similar, comparable, or equivalent to California Civil Code §1542, which provides:

Lead Plaintiff and Defendants acknowledge, and each of the other Settlement Class Members shall be deemed by operation of law to have acknowledged, that the foregoing waiver was separately bargained for and a key element of the Settlement.

The Judgment also provided that, upon the Effective Date of the Settlement, Defendants, on behalf of themselves and their respective predecessors, successors, assigns, heirs, representatives, administrators, executors, devisees, legatees, and estates in their capacities as such only, have been, fully, finally, and forever compromised, settled, released, resolved, relinquished, waived, and discharged any or all of the Released Defendants’ Claims (as defined below) against Lead Plaintiff and the other Plaintiff’s Releasees (as defined below), and have been forever barred and enjoined from directly or indirectly commencing, instituting, participating in, prosecuting, or continuing to prosecute any action or other proceeding in any court of law or equity, arbitration, tribunal, administrative forum, or any other forum, asserting any or all of the Released Defendants’ Claims against any of the Plaintiff’s Releasees.

“Released Defendants’ Claims” means all claims, demands, losses, actions, obligations, duties, judgments, costs, expenses, rights, liabilities, accountings, matters, issues, suits, and causes of action of every kind, nature, and description whatsoever for damages, injunctive relief, or any other remedies, contingent or absolute, suspected or unsuspected, foreseen or unforeseen, disclosed or undisclosed, liquidated or unliquidated, matured or unmatured, accrued or unaccrued, apparent or unapparent, whether based on federal, state, local, statutory, or common law or any other law, rule, or regulation (whether foreign or domestic), including both known claims and Unknown Claims, that arise out of or relate to the institution, prosecution, or settlement of the claims asserted in the Action against Defendants.  Released Defendants’ Claims do not cover, include, settle, or release:  (i) claims relating to the enforcement of the Settlement; or (ii) claims against any person or entity who or that submits a request for exclusion that is accepted by the Court (“Excluded Defendants’ Claims”).

Plaintiff’s Releasees” means Lead Plaintiff, all other Settlement Class Members, and Lead Plaintiff’s counsel, together with, as applicable, all of their respective past, present, and future parents, subsidiaries, affiliates, directors, Officers, general partners, managers, employees, insurers, attorneys, agents, Immediate Family Members, heirs, representatives, administrators, executors, devisees, legatees, and estates.

The Claim Filing Deadline has passed. 

At this time, it is not possible to make any determination as to how much any individual Settlement Class Member may receive from the Settlement.

Pursuant to the Settlement, Defendants have agreed to pay or cause to be paid a total of $18,000,000 in cash (the “Settlement Amount”).  The Settlement Amount will be deposited into an escrow account.  The Settlement Amount plus any interest earned thereon is referred to as the “Settlement Fund.” The “Net Settlement Fund” (that is, the Settlement Fund less (i) any Taxes; (ii) any Notice and Administration Costs; (iii) any Litigation Expenses awarded by the Court; (iv) any attorneys’ fees awarded by the Court; and (v) any other costs or fees approved by the Court) will be distributed to Settlement Class Members who submit valid Claim Forms, in accordance with the approved Plan of Allocation or such other plan of allocation as the Court may approve.

The Net Settlement Fund will not be distributed unless and until the Court has approved the Settlement and a plan of allocation, and the time for any petition for rehearing, appeal, or review, whether by certiorari or otherwise, has expired.

Neither Defendants nor any other person or entity that paid any portion of the Settlement Amount on their behalf are entitled to get back any portion of the Settlement Fund once the Court’s order or judgment approving the Settlement becomes Final.  Defendants shall not have any liability, obligation, or responsibility for the administration of the Settlement, the disbursement of the Net Settlement Fund, or the plan of allocation.

Approval of the Settlement is independent from approval of a plan of allocation.  Any determination with respect to a plan of allocation will not affect the Settlement.

Unless the Court otherwise orders, any Settlement Class Member who or that fails to submit a Claim Form postmarked on or before September 11, 2023, shall be fully and forever barred from receiving payments pursuant to the Settlement but will in all other respects remain a member of the Settlement Class and be subject to the provisions of the Stipulation, including the terms of any Judgment entered and the releases given.  This means that each Settlement Class Member releases the Released Plaintiff’s Claims (as defined above) against the Defendants’ Releasees (as defined above) and will be barred and enjoined from prosecuting any of the Released Plaintiff’s Claims against any of the Defendants’ Releasees whether or not such Settlement Class Member submits a Claim Form.

Participants in, and beneficiaries of, a Bumble employee benefit plan covered by ERISA (“ERISA Plan”) should NOT include any information relating to their transactions in Bumble Class A common stock held through the ERISA Plan in any Claim Form that they submit in this Action.  They should include ONLY those shares that they purchased or acquired outside of the ERISA Plan.  Claims based on any ERISA Plan’s purchases or acquisitions of Bumble Class A common stock during the Settlement Class Period may be made by the plan’s trustees.

The Court has reserved jurisdiction to allow, disallow, or adjust on equitable grounds the Claim of any Settlement Class Member.

Each Claimant shall be deemed to have submitted to the jurisdiction of the Court with respect to his, her, or its Claim Form.

Only Settlement Class Members, i.e., persons or entities who purchased or otherwise acquired publicly traded Bumble Class A common stock during the Settlement Class Period directly in or traceable to the SPO and were damaged as a result of such purchases or acquisitions, will be eligible to share in the distribution of the Net Settlement Fund.  Persons and entities that are excluded from the Settlement Class by definition or that exclude themselves from the Settlement Class pursuant to request will not be eligible for a payment and should not submit Claim Forms.  The only security that is included in the Settlement is publicly traded Bumble Class A common stock.

Appendix A to the Notice sets forth the Plan of Allocation for allocating the Net Settlement Fund among Authorized Claimants, as proposed by Lead Plaintiff.  At the Settlement Fairness Hearing, Lead Plaintiff will request the Court approve the Plan of Allocation.  The Court may modify the Plan of Allocation, or approve a different plan of allocation, without further notice to the Settlement Class.

Plaintiff’s Counsel have not received any payment for their services in pursuing claims asserted in the Action on behalf of the Settlement Class, nor have Plaintiff’s Counsel been paid for their Litigation Expenses.  Before final approval of the Settlement, Lead Counsel will apply to the Court for an award of attorneys’ fees for Plaintiff’s Counsel in an amount not to exceed 25% of the Settlement Fund.  Lead Counsel BLB&G has a retention agreement with Louisiana Sheriffs, which provides that Klausner Kaufman, additional fiduciary counsel for Louisiana Sheriffs, will work with Lead Counsel on this Action, and Lead Counsel will compensate Klausner Kaufman for that work from the attorneys’ fees that the Court approves in an amount commensurate with Klausner Kaufman’s efforts and contributions in the litigation.  At the same time, Lead Counsel also intends to apply for payment of Litigation Expenses incurred by Plaintiff’s Counsel in an amount not to exceed $200,000, which may include an application for reimbursement of the reasonable costs and expenses incurred by Lead Plaintiff directly related to its representation of the Settlement Class, pursuant to the PSLRA.  The Court will determine the amount of any award of attorneys’ fees or Litigation Expenses.  Any award of attorneys’ fees and Litigation Expenses, including any reimbursement of costs and expenses to Lead Plaintiff, will be paid from the Settlement Fund at the time of award by the Court and prior to allocation and payment to Authorized Claimants.  Settlement Class Members are not personally liable for any such fees or expenses.

The Exclusion Deadline has passed. 

The Court held a Settlement Hearing on August 8, 2023, at 2:30pm before the Honorable Denise L. Cote, in person at the United States District Court for the Southern District of New York, Courtroom 18B of the Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, New York 10007-1312. At this hearing, the Court approved the Settlement Fund and Proposed Plan of Allocation for the proceeds of the Settlement and the application of Lead Counsel for attorneys' fees and reimbursement of expenses. For more information, please see to the Judgment Approving Class Action Settlement, Order approving Plan of Allocation Of Net Settlement Fund and the Order Awarding Attorneys’ Fees and Litigation Expenses.

If you purchased or otherwise acquired shares of publicly traded Bumble Class A common stock during the period between September 10, 2021 and January 24, 2022, inclusive, directly in or traceable to the SPO, for the beneficial interest of persons or organizations other than yourself, you must either (i) within ten (10) calendar days of receipt of the Notice, request from the Claims Administrator sufficient copies of the Notice and Claim Form (the “Notice Packet”) to forward to all such beneficial owners and within ten (10) calendar days of receipt of those Notice Packets forward them to all such beneficial owners; or (ii) within ten (10) calendar days of receipt of the Notice, provide a list of the names, addresses, and email addresses (if available) of all such beneficial owners to Bumble Securities Litigation, c/o JND Legal Administration, P.O. Box 91460, Seattle, WA 98111.  If you choose the second option, the Claims Administrator will send a copy of the Notice Packet to the beneficial owners.  Upon full compliance with these directions, such nominees may seek reimbursement of their reasonable expenses actually incurred, by providing the Claims Administrator with proper documentation supporting the expenses for which reimbursement is sought.  Copies of the Notice and the Claim Form may also be obtained from this Settlement website, by calling the Claims Administrator toll-free at 844-798-0752, or by emailing the Claims Administrator at info@BumbleSecuritiesLitigation.com.

The Notice contains only a summary of the terms of the proposed Settlement.  For more detailed information about the matters involved in this Action, you are referred to the papers on file in the Action, including the Stipulation, which may be inspected during regular office hours at the Office of the Clerk, United States District Court for the Southern District of New York, Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, New York, NY 10007.  Additionally, copies of the Stipulation and any related orders entered by the Court will be posted on the Settlement website.

All inquiries concerning the Notice and the Claim Form should be directed to:

DO NOT CALL OR WRITE THE COURT, THE OFFICE OF THE CLERK OF THE COURT, DEFENDANTS, OR DEFENDANTS’ COUNSEL REGARDING THE NOTICE.