The Complaint alleges that Defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) Rockley’s joint venture agreement with Hengtong Rockley Technology Co., Ltd. was in jeopardy because Jiangsu Hengtong Optic-Electric Co., Ltd., Rockley’s joint venture partner, had acquired a majority interest in a company, Huawei Marine Networks Co., Ltd. on the banned entities list maintained by the U.S. Bureau of Industry and Security of the U.S. Department of Commerce since 2019; (ii) the joint venture agreement was in further jeopardy because in February 2021 the World Bank had invalidated a bid by Huawei Marine to build an undersea optical cable based on security concerns raised by the United States and other countries that China could use the infrastructure to spy on communications; (iii) the materially undisclosed risk that the joint venture agreement could fail as a result of Hengtong’s acquisition of a majority interest in HMN Tech jeopardized Rockley’s joint venture revenues, launch schedule, business prospects, and ultimately Rockley’s solvency; (iv) Rockley did not have the customer base or customer commitments that Defendants had represented to investors; and (v) Rockley did not have sufficient customer orders to allow it to develop and commercialize products, maintain and expand client relationships, reach cash flow break-even, or stave off bankruptcy following the Merger.