The Amgen class action lawsuit alleges that defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) the U.S. government claimed Amgen owed more than $3 billion in back taxes for tax years 2010, 2011, and 2012; (ii) the U.S. government claimed Amgen owed more than $5 billion in back taxes for tax years 2013, 2014, and 2015; (iii) the U.S. government would likely claim Amgen owed materially more to the U.S. government than investors had been led to believe for subsequent tax years for which Amgen had used the same profit allocation treatment between its U.S. and Puerto Rico operations; (iv) Amgen had not taken sufficient accruals to account for its outstanding tax liabilities; (v) Amgen had failed to comply with ASC 450 and other rules and regulations regarding the preparation of its periodic U.S. Securities and Exchange Commission filings; and (vi) Amgen’s refusal to pay taxes claimed by the U.S. government exposed Amgen to a substantial risk of severe financial penalties imposed by the U.S. Internal Revenue Service (“IRS”).
On August 3, 2021, Amgen issued an earnings release for its second fiscal quarter of 2021, which, for the first time, disclosed massive outstanding tax liabilities sought by the IRS. The release stated that Amgen had received a Notice of Deficiency from the IRS in July 2021 which sought $3.6 billion in back taxes, plus interest, for tax years 2010, 2011, and 2012. On this news, the price of Amgen common stock fell by more than 6%.
Then, on April 27, 2022, Amgen issued an earnings release for its first fiscal quarter of 2022, which disclosed that Amgen had received a Notice of Deficiency from the IRS in April 2022 which sought $5.1 billion in back taxes, plus interest, for tax years 2013, 2014, and 2015, and proposed a $2 billion penalty as a result of Amgen’s improper tax avoidance strategies. On this news, the price of Amgen common stock fell by an additional 4.3%, further damaging investors.
Amgen has additionally disclosed that it is under examination by the IRS for the years 2016 to 2018 for similar issues as the prior Notices of Deficiency for years 2010 to 2015, as well as examination by various state and foreign tax jurisdictions. Amgen has also admitted that “the ultimate outcome of any tax matters may result in payments substantially greater than amounts accrued and could have a material adverse effect on the results of our operations.”
