According to the Complaint, Clover Health Investments, Corp. purports to be a Medicare Advantage insurer that uses its software platform, the Clover Assistant, to provide America's seniors with PPO and HMO insurance plans. On January 7, 2021, Clover merged with SPAC Social Capital Hedosophia Holdings Corp. III and began to trade under the symbol CLOV on NASDAQ. On February 4, 2021, Hindenburg Research issued a report stating that prior to the merger, Clover has been under active investigation by the U.S. Department of Justice for issues ranging from kickbacks to marketing practices to undisclosed third-party deals.

The Complaint alleges that during the Class Period, Defendants misled investors by misrepresenting and/or failing to disclose that: (i) Clover was the recipient of a Civil Investigative Demand from the DOJ; (ii) much of Clover's sales are driven by a major related party deal that Clover not only failed to disclose but took active steps to conceal; (iii) Clover's subsidiary Seek Insurance failed to disclose its relationship with Clover and misled consumers as to its purported independence; (iv) Clover's software was in fact rudimentary; and (v) as a result, the Company's public statements were materially false and misleading at all relevant times.