Today, Grant & Eisenhofer P.A. filed a class action lawsuit on behalf of Operating Engineers Construction Industry and Miscellaneous Pension Fund against Neogen Corporation (“Neogen” or the “Company”), Neogen’s CEO John Adent, and Neogen’s COO & CFO David Naemura (collectively, the “Defendants”). The action alleges that Defendants defrauded investors by making materially false and/or misleading statements and failing to disclose materially adverse facts about the Company’s acquisition and subsequent integration of the Food Safety Division of 3M Corporation (“3M”).

The action is brought on behalf of all persons or entities who purchased or acquired Neogen common stock from January 5, 2023 through June 3, 2025, inclusive (the “Class Period”). The action, brought in the United States District Court for the Western District of Michigan, is captioned Operating Eng’rs Constr. Indus. & Misc. Pension Fund v. Neogen Corp., et al., No. 1:25-cv-00802 (W.D. Mich.).

Neogen is a food safety company that manufactures and markets products and services dedicated to food and animal safety. The Company’s products include diagnostic test kits and other products to test for dangerous substances in human and animal food. Neogen also develops and supplies pharmaceuticals and medical instruments in the veterinary market.

The complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. Specifically, the lawsuit alleges that throughout the Class Period, Defendants misrepresented the status of the 3M integration and failed to disclose the negative impact of integration issues on the financial health of Neogen. Defendants issued a series of materially false and misleading statements which led investors to believe that the integration was progressing smoothly. Defendants downplayed integration “inefficiencies” and assured investors that they were fully aware and committed to resolving the issues quickly.

Investors slowly learned the truth through a series of disclosures beginning on January 10, 2025. That day, the Company revealed that GAAP net income in the second quarter was significantly negative due to a $461 million non-cash goodwill impairment charge related to the 3M acquisition and cut its FY25 revenue and EBITDA guidance. Neogen also revealed that, as of November 30, 2024, the Company had material weaknesses in its internal control over financial reporting. On this news, the price of the Company’s common stock declined 5% to close at $12.36 per share.

In its next financial quarter, on April 9, 2025, Neogen announced that quarterly revenue fell 3.4% to $221 million due to integration issues and again cut its FY25 guidance and noted that capital expenditures were expected to be $100 million as a result of lowered adjusted EBITDA and a pull-forward of integration-related capital expenditures into FY25. Neogen also announced that CEO Adent would be stepping down. On this news, the price of the Company’s common stock plummeted 28% to close at $5.02 per share, on a volume spike of 47 million shares.

Finally, on June 4, 2025, Neogen revealed that it expected “EBITDA margin to probably be around the high-teens” which represented a considerable drop from the previous quarter’s profit margin of 22%. On this news, the price of the Company’s common stock fell an additional 17%, to close at $4.96 per share.

Investors who purchased or acquired Neogen common stock during the Class Period are members of this proposed Class and may be able to seek appointment as lead plaintiff, which is a court-appointed representative of the Class, by complying with the relevant provisions of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). See 15 U.S.C. Section 78u-4(a)(2)(A)(i)-(iv).

If you wish to serve as lead plaintiff, you must move the Court by no later than September 16, 2025. You do not need to seek to become a lead plaintiff in order to share in any possible recovery. You may also retain counsel of your choice to represent you in this action.

If you wish to discuss this action or have any questions concerning this notice or your rights, please contact Karin E. Fisch at Grant & Eisenhofer at 646-722-8500, or via email at kfisch@gelaw.com. You can also find more information at gelaw.com.

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