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Przybylowski\n600 Third Avenue, 20th Floor\nNew York, New York 10016\nTelephone: (212) 661-1100\nFacsimile: (917) 463-1044\ntprzybylowski@pomlaw.com\n\nAttorney for Plaintiff\n\n- additional counsel on signature page -\n\n                         UNITED STATES DISTRICT COURT\n                            DISTRICT OF NEW JERSEY\n\n\nJARRYD ANTHONY MALOUF,                     Case No. 1:22-cv-07137\nIndividually and on Behalf of All\nOthers Similarly Situated,\n\n                             Plaintiff,\n\n                    v.\n\nIRIS ENERGY LIMITED, DANIEL\nROBERTS, WILLIAM ROBERTS,\nBELINDA NUCIFORA, DAVID\nBARTHOLOMEW, CHRISTOPHER\nGUZOWSKI, and MICHAEL\nALFRED,\n\n                             Defendants.\n\n\n                   NOTICE OF VOLUNTARY DISMISSAL\n\fCase 1:22-cv-07137-CPO-SAK Document 3 Filed 12/08/22 Page 2 of 2 PageID: 47\n\n\n\n\nTO: ALL PARTIES AND THEIR COUNSEL OF RECORD\n\n      WHEREAS, no defendant in the above-captioned action Malouf v. Iris Energy\n\nLimited et al., No. 1:22-cv-07137, brought before the United States District Court\n\nfor the District of New Jersey, has served an answer or motion for summary\n\njudgment;\n\n      NOTICE IS HEREBY GIVEN that, pursuant to Federal Rule of Civil\n\nProcedure 41(a)(1)(A), plaintiff Jarryd Anthony Malouf hereby voluntarily\n\ndismisses the above-captioned action, without prejudice, as to all defendants.\n\nDated: December 8, 2022                Respectfully submitted,\n\n                                       POMERANTZ LLP\n\n                                       /s/ Thomas H. Przybylowski\n                                       Thomas H. Przybylowski\n                                       Jeremy A. Lieberman\n                                       J. Alexander Hood II\n                                       600 Third Avenue, 20th Floor\n                                       New York, New York 10016\n                                       Telephone: (212) 661-1100\n                                       Facsimile: (917) 463-1044\n                                       tprzybylowski@pomlaw.com\n                                       jalieberman@pomlaw.com\n                                       ahood@pomlaw.com\n\n                                       Attorneys for Plaintiff\n\f","ocr_status":2,"date_upload":"2022-12-13T19:32:55.200474-08:00","document_number":"3","attachment_number":null,"pacer_doc_id":"119019332813","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Notice of Voluntary Dismissal (aty)","acms_document_guid":""}],"date_created":"2022-12-08T08:38:08.225513-08:00","date_modified":"2025-05-19T00:22:32.150424-07:00","date_filed":"2022-12-08","time_filed":null,"entry_number":3,"recap_sequence_number":"2022-12-08.001","pacer_sequence_number":14,"description":"NOTICE of Voluntary Dismissal by JARRYD ANTHONY MALOUF (PRZYBYLOWSKI, THOMAS) (Entered: 12/08/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/213610274/","id":213610274,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/66619835/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/219582534/","id":219582534,"tags":[],"absolute_url":"/docket/66619835/1/malouf-v-iris-energy-limited/","date_created":"2022-12-07T16:37:45.498404-08:00","date_modified":"2025-05-19T00:22:32.062587-07:00","sha1":"289923ab38a3872e7f3fcaaf6874aa3390b644e2","page_count":41,"file_size":510412,"filepath_local":"recap/gov.uscourts.njd.505511/gov.uscourts.njd.505511.1.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.njd.505511/gov.uscourts.njd.505511.1.0.pdf","ia_upload_failure_count":null,"thumbnail":"recap-thumbnails/gov.uscourts.njd.505511/219582534.thumb.1068.png","thumbnail_status":1,"plain_text":"Case 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 1 of 41 PageID: 1\n\n\n\n\nPOMERANTZ LLP\nThomas H. Przybylowski\n600 Third Avenue, 20th Floor\nNew York, New York 10016\nTelephone: (212) 661-1100\nFacsimile: (917) 463-1044\ntprzybylowski@pomlaw.com\n\nAttorney for Plaintiff\n\n- additional counsel on signature page -\n\n                         UNITED STATES DISTRICT COURT\n                            DISTRICT OF NEW JERSEY\n\n\nJARRYD ANTHONY MALOUF,                     Case No.\nIndividually and on Behalf of All\nOthers Similarly Situated,\n                                           CLASS ACTION COMPLAINT\n                             Plaintiff,\n\n                    v.                     JURY TRIAL DEMANDED\n\nIRIS ENERGY LIMITED, DANIEL\nROBERTS, WILLIAM ROBERTS,\nBELINDA NUCIFORA, DAVID\nBARTHOLOMEW, CHRISTOPHER\nGUZOWSKI, and MICHAEL\nALFRED,\n\n                             Defendants.\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 2 of 41 PageID: 2\n\n\n\n\n      Plaintiff Jarryd Anthony Malouf (\u201cPlaintiff\u201d), individually and on behalf of\n\nall others similarly situated, by Plaintiff\u2019s undersigned attorneys, for Plaintiff\u2019s\n\ncomplaint against Defendants, alleges the following based upon personal knowledge\n\nas to Plaintiff and Plaintiff\u2019s own acts, and information and belief as to all other\n\nmatters, based upon, inter alia, the investigation conducted by and through\n\nPlaintiff\u2019s attorneys, which included, among other things, a review of the\n\nDefendants\u2019 public documents, conference calls and announcements made by\n\nDefendants, United States (\u201cU.S.\u201d) Securities and Exchange Commission (\u201cSEC\u201d)\n\nfilings, wire and press releases published by and regarding Iris Energy Limited\n\n(\u201cIris\u201d or the \u201cCompany\u201d), analysts\u2019 reports and advisories about the Company, and\n\ninformation readily obtainable on the Internet. Plaintiff believes that substantial,\n\nadditional evidentiary support will exist for the allegations set forth herein after a\n\nreasonable opportunity for discovery.\n\n                          NATURE OF THE ACTION\n\n      1.     This is a federal securities class action on behalf of a class consisting\n\nof all persons and entities other than Defendants that purchased or otherwise\n\nacquired: (a) Iris ordinary shares pursuant and/or traceable to the Offering\n\nDocuments (defined below) issued in connection with the Company\u2019s initial public\n\noffering conducted on or about November 17, 2021 (the \u201cIPO\u201d or \u201cOffering\u201d);\n\nand/or (b) Iris securities between November 17, 2021 and November 1, 2022, both\n\n\n\n                                          1\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 3 of 41 PageID: 3\n\n\n\n\ndates inclusive (the \u201cClass Period\u201d). Plaintiff pursues claims against the Defendants\n\nunder the Securities Act of 1933 (the \u201cSecurities Act\u201d) and the Securities Exchange\n\nAct of 1934 (the \u201cExchange Act\u201d).\n\n      2.     Iris touts itself as a leading owner and operator of institutional-grade,\n\nhighly efficient, proprietary Bitcoin mining data centers powered by 100%\n\nrenewable energy.\n\n      3.     Iris\u2019s Bitcoin mining operations purportedly generate revenue by\n\nearning Bitcoin through a combination of block rewards and transaction fees from\n\nthe operation of specialized computing equipment called \u201cminers\u201d or \u201cBitcoin\n\nminers\u201d and exchanging these Bitcoin for fiat currencies such as U.S. dollars\n\n(\u201cUSD\u201d) or Canadian dollars (\u201cCAD\u201d) on a daily basis.\n\n      4.     Iris has three wholly-owned special purpose vehicles, referred to as\n\n\u201cNon-Recourse SPV 1\u201d, \u201cNon-Recourse SPV 2\u201d, and \u201cNon-Recourse SPV 3\u201d\n\n(collectively, the \u201cNon-Recourse SPVs\u201d), each of which was incorporated for the\n\nspecific purpose of financing certain of the Bitcoin miners operated by the Company.\n\n      5.     On October 25, 2021, Iris filed a registration statement on Form F-1\n\nwith the SEC in connection with the IPO, which, after several amendments, was\n\ndeclared effective by the SEC on November 16, 2021 (the \u201cRegistration Statement\u201d).\n\n      6.     On or about November 17, 2021, Iris conducted the IPO, issuing\n\napproximately 8.27 million of its ordinary shares to the public at the Offering price\n\n\n\n                                          2\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 4 of 41 PageID: 4\n\n\n\n\nof $28 per ordinary share for approximate proceeds to the Company of $215 million,\n\nbefore expenses, and after applicable underwriting discounts and commissions.\n\n      7.     On November 18, 2021, Iris filed a prospectus on Form 424B4 with the\n\nSEC in connection with the IPO, which incorporated and formed part of the\n\nRegistration Statement (the \u201cProspectus\u201d and, together with the Registration\n\nStatement, the \u201cOffering Documents\u201d).\n\n      8.     The Offering Documents were negligently prepared and, as a result,\n\ncontained untrue statements of material fact or omitted to state other facts necessary\n\nto make the statements made not misleading and were not prepared in accordance\n\nwith the rules and regulations governing their preparation. Additionally, throughout\n\nthe Class Period, Defendants made materially false and misleading statements\n\nregarding the Company\u2019s business, operations, and prospects. Specifically, the\n\nOffering Documents and Defendants made false and/or misleading statements\n\nand/or failed to disclose that: (i) certain of Iris\u2019s Bitcoin miners, owned through its\n\nNon-Recourse SPVs, were unlikely to produce sufficient cash flow to service their\n\nrespective debt financing obligations; (ii) accordingly, Iris\u2019s use of equipment\n\nfinancing agreements to procure Bitcoin miners was not as sustainable as Defendants\n\nhad represented; (iii) the foregoing was likely to have a material negative impact on\n\nthe Company\u2019s business, operations, and financial condition; and (iv) as a result, the\n\nOffering Documents and Defendants\u2019 public statements throughout the Class Period\n\n\n\n                                          3\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 5 of 41 PageID: 5\n\n\n\n\nwere materially false and/or misleading and failed to state information required to\n\nbe stated therein.\n\n      9.     On November 2, 2022, Iris issued a press release disclosing, among\n\nother things, that \u201c[c]ertain equipment (i.e., Bitcoin miners) owned by [Non-\n\nRecourse SPV 2 and Non-Recourse SPV 3] currently produce insufficient cash flow\n\nto service their respective debt financing obligations, and have a current market\n\nvalue well below the principal amount of the relevant loans\u201d and that \u201c[r]estructuring\n\ndiscussions with the lender remain ongoing.\u201d\n\n      10.    On this news, Iris\u2019s ordinary share price fell $0.51 per share, or 15.04%,\n\nto close at $2.88 per share on November 2, 2022\u2014a nearly 90% decline from the\n\nOffering price.\n\n      11.    As of the time this Complaint was filed, Iris\u2019s ordinary shares continue\n\nto trade significantly below the $28 per share Offering price, damaging investors.\n\n      12.    As a result of Defendants\u2019 wrongful acts and omissions, and the\n\nprecipitous decline in the market value of the Company\u2019s securities, Plaintiff and\n\nother Class members have suffered significant losses and damages.\n\n                         JURISDICTION AND VENUE\n\n      13.    The claims asserted herein arise under and pursuant to Sections 11 and\n\n15 of the Securities Act (15 U.S.C. \u00a7\u00a7 77k and 77o), and Sections 10(b) and 20(a)\n\n\n\n\n                                          4\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 6 of 41 PageID: 6\n\n\n\n\nof the Exchange Act (15 U.S.C. \u00a7\u00a7 78j(b) and 78t(a)) and Rule 10b-5 promulgated\n\nthereunder by the SEC (17 C.F.R. \u00a7 240.10b-5).\n\n      14.    This Court has jurisdiction over the subject matter of this action\n\npursuant to 28 U.S.C. \u00a7 1331, Section 22 of the Securities Act (15 U.S.C. \u00a7 77v),\n\nand Section 27 of the Exchange Act (15 U.S.C. \u00a7 78aa).\n\n      15.    Venue is proper in this Judicial District pursuant to 28 U.S.C. \u00a7 1391(b)\n\nand Section 27 of the Exchange Act (15 U.S.C. \u00a7 78aa(c)). Pursuant to Iris\u2019s most\n\nrecent annual report on Form 20-F, as of June 30, 2022, there were 54,982,916 of\n\nthe Company\u2019s ordinary shares outstanding. Iris\u2019s ordinary shares trade on the\n\nNasdaq Global Select Market (\u201cNASDAQ\u201d). Accordingly, there are presumably\n\nhundreds, if not thousands, of investors in Iris\u2019s ordinary shares located within the\n\nU.S., some of whom undoubtedly reside in this Judicial District.\n\n      16.    In connection with the acts alleged in this Complaint, Defendants,\n\ndirectly or indirectly, used the means and instrumentalities of interstate commerce,\n\nincluding, but not limited to, the mails, interstate telephone communications, and the\n\nfacilities of the national securities markets.\n\n                                       PARTIES\n\n      17.    Plaintiff, as set forth in the attached Certification, purchased or\n\notherwise acquired Iris ordinary shares pursuant and/or traceable to the Offering\n\nDocuments issued in connection with the IPO, and/or Iris securities during the Class\n\n\n\n                                            5\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 7 of 41 PageID: 7\n\n\n\n\nPeriod, and suffered damages as a result of the federal securities law violations and\n\nfalse and/or misleading statements and/or material omissions alleged herein.\n\n      18.    Defendant Iris is organized under the laws of Australia with principal\n\nexecutive offices located at Level 12, 44 Market Street, Sydney, NSW 2000\n\nAustralia. The Company\u2019s ordinary shares trade in an efficient market on the\n\nNASDAQ under the ticker symbol \u201cIREN\u201d.\n\n      19.    Defendant Daniel Roberts (\u201cD. Roberts\u201d) has served as a Co-Chief\n\nExecutive Officer (\u201cCo-CEO\u201d) and Director of the Company at all relevant times.\n\nD. Roberts signed or authorized the signing of the Registration Statement filed with\n\nthe SEC.\n\n      20.    Defendant William Roberts (\u201cW. Roberts\u201d) has served as a Co-CEO\n\nand Director of the Company at all relevant times. W. Roberts signed or authorized\n\nthe signing of the Registration Statement filed with the SEC.\n\n      21.    Defendant Belinda Nucifora (\u201cNucifora\u201d) has served as Iris\u2019s Chief\n\nFinancial Officer since May 16, 2022.\n\n      22.    Defendants D. Roberts, W. Roberts, and Nucifora are sometimes\n\nreferred to herein collectively as the \u201cExchange Act Individual Defendants.\u201d\n\n      23.    The Exchange Act Individual Defendants possessed the power and\n\nauthority to control the contents of Iris\u2019s SEC filings, press releases, and other\n\nmarket communications. The Exchange Act Individual Defendants were provided\n\n\n\n                                         6\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 8 of 41 PageID: 8\n\n\n\n\nwith copies of Iris\u2019s SEC filings and press releases alleged herein to be misleading\n\nprior to or shortly after their issuance and had the ability and opportunity to prevent\n\ntheir issuance or to cause them to be corrected. Because of their positions with Iris,\n\nand their access to material information available to them but not to the public, the\n\nExchange Act Individual Defendants knew that the adverse facts specified herein\n\nhad not been disclosed to and were being concealed from the public, and that the\n\npositive representations being made were then materially false and misleading. The\n\nExchange Act Individual Defendants are liable for the false statements and\n\nomissions pleaded herein.\n\n      24.    Iris and the Exchange Act Individual Defendants are sometimes\n\nreferred to herein collectively as the \u201cExchange Act Defendants.\u201d\n\n      25.    Defendant David Bartholomew (\u201cBartholomew\u201d) has served as the\n\nChair of Iris at all relevant times. Bartholomew signed or authorized the signing of\n\nthe Registration Statement filed with the SEC.\n\n      26.    Defendant Christopher Guzowski (\u201cGuzowski\u201d) has served as a\n\nDirector of Iris at all relevant times. Guzowski signed or authorized the signing of\n\nthe Registration Statement filed with the SEC.\n\n      27.    Defendant Michael Alfred (\u201cAlfred\u201d) has served as a Director of Iris at\n\nall relevant times. Alfred signed or authorized the signing of the Registration\n\nStatement filed with the SEC.\n\n\n\n                                          7\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 9 of 41 PageID: 9\n\n\n\n\n      28.    Defendants D. Roberts, W. Roberts, Bartholomew, Guzowski, and\n\nAlfred are sometimes referred to herein collectively as the \u201cSecurities Act Individual\n\nDefendants.\u201d\n\n      29.    As directors, executive officers, and/or major shareholders of the\n\nCompany, the Securities Act Individual Defendants participated in the solicitation\n\nand sale of Iris ordinary shares in the IPO for their own benefit and the benefit of the\n\nCompany. The Securities Act Individual Defendants were key members of the IPO\n\nworking group and executives of the Company who pitched investors to purchase\n\nthe shares sold in the IPO.\n\n      30.    Iris and the Securities Act Individual Defendants are sometimes\n\nreferred to herein collectively as the \u201cSecurities Act Defendants.\u201d\n\n      31.    The Exchange Act Defendants and Securities Act Defendants are\n\nsometimes collectively, in whole or in part, referred to herein as \u201cDefendants.\u201d\n\n                        SUBSTANTIVE ALLEGATIONS\n\n                                     Background\n\n      32.    Iris touts itself as a leading owner and operator of institutional-grade,\n\nhighly efficient, proprietary Bitcoin mining data centers powered by 100%\n\nrenewable energy.\n\n      33.    Iris\u2019s Bitcoin mining operations purportedly generate revenue by\n\nearning Bitcoin through a combination of block rewards and transaction fees from\n\n\n\n                                           8\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 10 of 41 PageID: 10\n\n\n\n\nthe operation of specialized computing equipment called \u201cminers\u201d or \u201cBitcoin\n\nminers\u201d and exchanging these Bitcoin for fiat currencies such as USD or CAD on a\n\ndaily basis.\n\n      34.      Iris has three wholly-owned special purpose vehicles, referred to as\n\n\u201cNon-Recourse SPV 1\u201d, \u201cNon-Recourse SPV 2\u201d, and \u201cNon-Recourse SPV 3\u201d, each\n\nof which was incorporated for the specific purpose of financing certain of the Bitcoin\n\nminers operated by the Company.\n\n      35.      On October 25, 2021, Iris filed the Registration Statement on Form F-\n\n1 with the SEC in connection with the IPO, which, after several amendments, was\n\ndeclared effective by the SEC on November 16, 2021.\n\n      36.      On or about November 17, 2021, Iris conducted the IPO, issuing\n\napproximately 8.27 million of its ordinary shares to the public at the Offering price\n\nof $28 per ordinary share for approximate proceeds to the Company of $215 million,\n\nbefore expenses, and after applicable underwriting discounts and commissions.\n\n      37.      On November 18, 2021, Iris filed the Prospectus on Form 424B4 with\n\nthe SEC in connection with the IPO, which incorporated and formed part of the\n\nRegistration Statement.\n\nMaterially False and Misleading Statements Issued in the Offering Documents\n\n      38.      With respect to Iris\u2019s use of equipment financing agreements to procure\n\nBitcoin miners, the Offering Documents stated, in relevant part:\n\n\n\n                                           9\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 11 of 41 PageID: 11\n\n\n\n\n      We are party to equipment finance and security agreements,\n      denominated in US dollars, pursuant to which an equipment financier\n      has agreed to finance part of the purchase of various miners that have\n      been delivered to us or will be delivered to us. As of September 30,\n      2021, the aggregate amount of the loan facilities was $53.9 million, and\n      the aggregate amount of funds borrowed under these loans was $22.9\n      million. The loans carry an annual interest rate of 12% and are to repaid\n      through monthly payments of interest and principal through September\n      2023. The agreements include customary restrictions and outstanding\n      borrowings are secured by the financed mining units purchased with\n      the loans.\n\n      39.    With respect to the capacity and overall quality of the Bitcoin miners\n\nthat Iris would procure, at least in part, through its use of equipment financing\n\nagreements, the Offering Documents stated, inter alia:\n\n      As of September 30, 2021, we have entered into binding hardware\n      purchase contracts with Bitmain Technologies Limited, a leading\n      producer of Bitcoin mining hardware, to acquire new generation\n      miners, Antminer S19j and Antminer S19j Pro, with an aggregate\n      nameplate hashrate capacity of 14.5 EH/s and deliveries commencing\n      in October 2021 and ending in September 2023, which is expected to\n      increase our operating and contracted nameplate hashrate capacity to\n      15.2 EH/s and result in an average nameplate hardware efficiency of\n      approximately 30 W/TH.\n\n      40.    With respect to the purported efficiency and overall operational quality\n\nof Iris\u2019s Bitcoin mining operations, the Offering Documents stated, inter alia:\n\n      As both the owner and operator of our hardware and infrastructure, we\n      are directly incentivized to optimize each component of our value\n      chain. Learnings and efficiency gains can then be applied across our\n      entire portfolio.\n\n      In addition, we believe that we are able to identify and respond to\n      operational issues in a more efficient and timely manner than would be\n\n\n\n                                         10\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 12 of 41 PageID: 12\n\n\n\n\n      the case under an outsourced hosted model. We believe this allows us\n      to maximize operating performance as well as hardware life.\n\n      While outsourcing infrastructure and operations and maintenance to\n      third-parties may result in near-term returns and scale, short-term\n      contractual arrangements may result in increased counterparty risk (e.g.\n      potential non-performance, delays and disputes) and renewal risk.\n\n      41.    The statements referenced in \u00b6\u00b6 38-40 were materially false and\n\nmisleading because the Offering Documents were negligently prepared and, as a\n\nresult, contained untrue statements of material fact or omitted to state other facts\n\nnecessary to make the statements made not misleading and were not prepared in\n\naccordance with the rules and regulations governing their preparation. Specifically,\n\nthe Offering Documents made false and/or misleading statements and/or failed to\n\ndisclose that: (i) certain of Iris\u2019s Bitcoin miners, owned through its Non-Recourse\n\nSPVs, were unlikely to produce sufficient cash flow to service their respective debt\n\nfinancing obligations; (ii) accordingly, Iris\u2019s use of equipment financing agreements\n\nto procure Bitcoin miners was not as sustainable as Defendants had represented; (iii)\n\nthe foregoing was likely to have a material negative impact on the Company\u2019s\n\nbusiness, operations, and financial condition; and (iv) as a result, the Offering\n\nDocuments were materially false and/or misleading and failed to state information\n\nrequired to be stated therein.\n\n\n\n\n                                         11\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 13 of 41 PageID: 13\n\n\n\n\n Materially False and Misleading Statements Issued During the Class Period\n\n      42.   The Class Period begins on November 17, 2021, when Iris\u2019s ordinary\n\nshares began publicly trading on the NASDAQ pursuant to the materially false or\n\nmisleading statements or omissions contained in the Offering Documents, as\n\nreferenced in \u00b6\u00b6 38-40, supra.\n\n      43.   On February 9, 2022, Iris issued a press release reporting the\n\nCompany\u2019s second quarter 2022 results for the period ended December 31, 2021.\n\nThat press release quoted Defendant D. Roberts, who stated, in relevant part, that\n\nIris \u201cis on track to be one of the largest listed Bitcoin miners with 15 EH/s3 of\n\nhardware secured[.]\u201d\n\n      44.   Also on February 9, 2022, Iris filed a report of foreign issuer on Form\n\n6-K with the SEC, appended to which were the Company\u2019s Unaudited Interim\n\nConsolidated Financial Statements for the Three and Six Months ended December\n\n31, 2021 (the \u201c2Q22 6-K\u201d). With respect to the Company\u2019s equipment financing\n\nagreements to procure Bitcoin miners, the 2Q22 6-K stated, in relevant part:\n\n      The [Company] has entered into equipment finance and security\n      agreements pursuant to which an equipment financier has agreed to\n      finance the purchase of various mining hardware that have been\n      delivered or yet to be delivered. These facilities carry an annual\n      contractual interest rate of 12% and are denominated in United States\n      dollars. The facilities are repaid through blended monthly payments of\n      interest and principal with the final payment due to the financier on 25\n      September 2023.\n\n\n\n\n                                        12\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 14 of 41 PageID: 14\n\n\n\n\n      45.    The 2Q22 6-K also purported to warn that Iris\u2019s \u201cability . . . to continue\n\nas a going concern depends upon the [Company] maintaining sustained positive free\n\noperating cash flows and securing additional capital to fund the contracted mining\n\nhardware purchases and infrastructure spend, as part of its growth plan[,]\u201d while\n\nsimultaneously assuring investors that \u201c[t]he strategy to mitigate these risks and\n\nuncertainties is to execute a business plan aimed at continued operational efficiency,\n\nrevenue growth, improving overall mining profit, managing operating and capital\n\nexpenditure and working capital requirements, and securing additional financing, as\n\nneeded.\u201d The Company\u2019s assurances regarding the strength of its business plan\n\neffectively negated any meaningful disclosure of risk that its cautionary statements\n\nmight have otherwise provided.\n\n      46.    Similarly, the 2Q22 6-K assured investors that Iris\u2019s \u201cability to continue\n\nas a going concern and meet its debts and commitments as they fall due, are . . .\n\ndependent upon a number of factors which have been considered in preparing a cash\n\nflow forecast over the next 12 months to consider the going concern of the\n\n[Company] and the ability of the [Company] to achieve its growth plans[,]\u201d\n\nincluding the following \u201ckey assumptions\u201d:\n\n      \uf0b7 the Bitcoin price remaining at a level higher than prior financial\n        years and a lag in global hashrate, thereby contributing to sustained\n        forecast positive free cash flow; and\n\n      \uf0b7 the [Company]\u2019s contracted mining hardware purchases and\n        infrastructure spend will be funded by a combination of available\n\n                                         13\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 15 of 41 PageID: 15\n\n\n\n\n            cash (A$351.7 million as at 31 December 2021), operating cashflow\n            and additional financing. Of the total contracted mining hardware\n            purchases, US$326.7 million (A$450 million) is due to be paid\n            before 31 December 2022, with a further US$172.4 million\n            (A$237.5 million) due in 2023 giving a total contracted mining\n            hardware purchases of US$449.1 million (A$687.5 million)\n            (including estimated shipping and provincial sales tax) as at 31\n            December 2021.\n\n      47.      On March 28, 2022, Iris issued a press release announcing the closing\n\nof a $71 million equipment financing facility with a Bitcoin company called\n\nNYDIG. That press release highlighted that this was the \u201c[t]hird facility secured\n\nwith NYDIG, further cementing [a] long-term partnership\u201d; that the facility was\n\n\u201c[s]ecured by 19,800 Bitmain S19j Pro miners\u201d; and that \u201c~10 EH/s of the\n\nCompany\u2019s total stock of contracted miners remain unencumbered, providing\n\nsubstantial balance sheet flexibility to secure additional non-dilutive funding in due\n\ncourse.\u201d\n\n      48.      The same March 28, 2022 press release also quoted Defendant D.\n\nRoberts, who stated, in relevant part:\n\n      \u201cWe are delighted to again partner with an industry leader such as\n      NYDIG who have been a long-standing supporter of our business. This\n      is our third equipment financing facility together and we look forward\n      to formalizing additional loan facilities as miners continue to be\n      delivered and installed. This transaction further demonstrates the\n      capital structure benefits in having a strong balance sheet and owning\n      and controlling our own infrastructure.\u201d\n\n      \u201cWith substantial equity raised to date, meaningful operational\n      cashflow and a 15 EH/s installation schedule which remains on track,\n      we are pursuing a number of other sources of non-dilutive funding to\n\n                                          14\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 16 of 41 PageID: 16\n\n\n\n\n      continue the Company\u2019s rapid growth trajectory and delivery of\n      shareholder value, noting that we as management continue to hold\n      approximately one quarter of the shares on issue.\u201d\n\n      49.    On May 11, 2022, Iris filed a report of foreign issuer on Form 6-K with\n\nthe SEC, appended to which were the Company\u2019s Unaudited Interim Consolidated\n\nFinancial Statements for the Three and Nine Months ended March 31, 2022 (the\n\n\u201c3Q22 6-K\u201d). With respect to the Company\u2019s equipment financing agreements to\n\nprocure Bitcoin miners, the 3Q22 6-K stated, in relevant part:\n\n      During the year ended 30 June 2021, the [Company] entered into\n      equipment finance and security agreements pursuant to which an\n      equipment financier agreed to finance the purchase of various mining\n      hardware that have been delivered or yet to be delivered. These\n      facilities carry an annual contractual interest rate of 12% and are\n      denominated in United States dollars. The facilities are repaid through\n      blended monthly payments of interest and principal with the final\n      payment due to the financier on 25 September 2023.\n\n      50.    The 3Q22 6-K also contained substantively the same statements as\n\nreferenced in \u00b6 45, supra, purporting to warn that Iris\u2019s ability to continue as a going\n\nconcern depends upon, among other things, maintaining sustained positive free\n\noperating cash flows and securing additional capital to fund contracted mining\n\nhardware purchases, while simultaneously assuring investors regarding the\n\nCompany\u2019s strategy to mitigate these risks through, among other things, continued\n\noperational efficiency and securing additional financing.\n\n      51.    In addition, the 3Q22 6-K contained substantively the same statements\n\nas referenced in \u00b6 46, supra, regarding Iris\u2019s ability to meet its debts and\n\n                                          15\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 17 of 41 PageID: 17\n\n\n\n\ncommitments as they fall due, while providing the following updated key\n\nassumption:\n\n      \uf0b7 the [Company]\u2019s contracted mining hardware purchases and\n        infrastructure spend will be funded by a combination of available\n        cash (A$210.7 million as at 31 March 2022), operating cashflow and\n        additional financing (including A$31.4 million financing committed\n        to the [Company] which as of 31 March 2022 remained undrawn).\n        Of the total contracted mining hardware purchases, US$285.7\n        million (A$381.9 million) is due to be paid before 31 March 2023,\n        with a further US$90.5 million (A$120.9 million) due beyond 31\n        March 2023 giving a total contracted mining hardware purchases of\n        US$376.2 million (A$502.8 million) (including estimated shipping\n        and provincial sales tax) as at 31 March 2022.\n\n      52.     On June 7, 2022, Iris issued a press release announcing an investor\n\nupdate for May 2022. That press release advised, inter alia, that \u201c[m]ultiple debt\n\nprocesses remain underway, with discussions involving various aspects of the capital\n\nstructure, for example, equipment financing similar to the recent $71m NYDIG\n\nfacility (1.98 EH/s of miners secured),\u201d while simultaneously assuring investors that\n\n\u201c[t]he Company remains focused on prudently assessing various options and\n\nensuring that any decisions consider an appropriate long-term capital structure for\n\nthe Company.\u201d\n\n      53.     In addition, the same June 7, 2022 press release downplayed the\n\nseverity of debt from equipment financing agreements by highlighting in its\n\n\u201cBusiness summary\u201d that there was \u201c[n]il corporate-level debt\u201d, while\n\n\n\n\n                                         16\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 18 of 41 PageID: 18\n\n\n\n\nacknowledging in a footnote that \u201c[e]quipment financing is limited recourse\n\nfinancing within wholly owned subsidiaries of the Company.\u201d\n\n      54.    On June 21, 2022, Iris issued a press release providing an updated\n\noperating and capital expenditure guidance, stating, in relevant part:\n\n      The Company has explored multiple financing options presented to it\n      in recent months, and has determined that maintaining balance sheet\n      flexibility is prudent having regard to market conditions and available\n      financing terms.\n\n      As market conditions have deteriorated, the Company continues to\n      believe this is the prudent approach. As a result, the Company expects\n      to defer major additional capital expenditure until the current market\n      uncertainty subsides and financing terms improve. The Company will\n      continue to monitor funding markets closely, and if conditions become\n      favorable, the Company expects to explore raising additional capital.\n\n      55.    The same June 21, 2022 press release also continued to downplay the\n\nseverity of debt from equipment financing agreements by stating that \u201c[t]he\n\nCompany currently has no corporate debt on its balance sheet\u201d, while\n\nacknowledging in a footnote that \u201c[e]xisting equipment financing is limited recourse\n\nfinancing within wholly owned subsidiaries of the Company.\u201d\n\n      56.    On September 13, 2022, Iris issued a press release reporting the\n\nCompany\u2019s full year 2022 results for the period ended June 30, 2022. That press\n\nrelease quoted Defendant D. Roberts, who represented, in relevant part: \u201cLooking\n\nforward, the recent volatility in the Bitcoin price and related industry challenges\n\nreaffirms our confidence in our long-term, vertically integrated strategy. We remain\n\n\n\n                                         17\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 19 of 41 PageID: 19\n\n\n\n\nfocused on building a multi-decade, institutional grade, infrastructure platform while\n\nmaintaining balance sheet discipline.\u201d\n\n      57.    The same September 13, 2022 press release also continued to downplay\n\nthe severity of debt from equipment financing agreements, stating, in relevant part,\n\nthat \u201c[c]ash and cash equivalents as of June 30, 2022 was $110.0 million, with no\n\ncorporate debt held by the Company on its balance sheet\u201d, while acknowledging in\n\na footnote that \u201c[e]xisting equipment financing ($109.4 million as of June 30, 2022)\n\nis limited recourse financing within wholly owned subsidiaries of the Company.\u201d\n\n      58.    Also on September 13, 2022, Iris filed an annual report on Form 20-F\n\nwith the SEC, reporting the Company\u2019s financial and operational results for the\n\nCompany\u2019s fiscal fourth quarter and year ended June 30, 2022 (the \u201c2022 20-F\u201d).\n\nThat filing contained substantively the same statements as referenced in \u00b6 40, supra,\n\nregarding the purported efficiency and overall operational quality of Iris\u2019s Bitcoin\n\nmining operations.\n\n      59.    With respect to Iris\u2019s use of equipment financing agreements to procure\n\nBitcoin miners, the 2022 20-F stated, in relevant part:\n\n      We are party to equipment finance and security agreements,\n      denominated in US dollars, pursuant to which an equipment financier\n      has agreed to finance part of the purchase of various miners that have\n      been delivered to us or will be delivered to us. As of June 30, 2022, the\n      aggregate amount drawn under the loan facilities was $109.4 million.\n\n\n\n\n                                         18\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 20 of 41 PageID: 20\n\n\n\n\n      60.    With specific respect to Iris\u2019s Bitcoin miner equipment financing\n\nagreements with NYDIG, the 2022 20-F stated, in relevant part:\n\n      The facility established pursuant to this agreement (the \u201cNYDIG\n      Facility\u201d) has a contractual term of 25 months and is secured by 19,800\n      Bitmain S19j Pro miners (1.98 EH/s), as well as the digital assets mined\n      therewith, with an applicable interest rate of 11% per annum. The\n      NYDIG Facility is repaid through blended monthly payments of\n      principal and interest with the final payment due April 2024. As of June\n      30, 2022, the facility was fully utilized with $71.2 million of\n      borrowings outstanding.\n\n      The NYDIG Agreement contains customary affirmative and negative\n      covenants applicable to the subsidiary borrower, but not to Iris Energy\n      Limited. These include restrictions on our ability to incur liens on the\n      equipment securing the NYDIG Facility, consummate mergers, dispose\n      of all or substantially all of our assets, consummate a change of control,\n      make certain payments with respect to our equity interests or make\n      certain investments. The NYDIG Agreement also contains customary\n      events of default.\n\n      61.    With respect to Iris\u2019s other Bitcoin miner equipment financing\n\nagreements, the 2022 20-F stated, in relevant part:\n\n      On December 15, 2020 and May 25, 2021, certain wholly-owned\n      subsidiaries of Iris Energy Limited entered into master equipment\n      finance and security agreements with a certain financier, pursuant to\n      which such financier agreed to provide financing (the \u201cOther Financing\n      Agreements\u201d).\n\n      Outstanding borrowings are secured by the financed mining units\n      purchased with the loans. The loans carry an annual interest rate of 12%\n      and are to repaid through monthly payments of interest and principal\n      through September 2023. As of June 30, 2022, we had $38.2 million of\n      loans outstanding under the facilities.\n\n      The Other Financing Agreements include customary affirmative and\n      negative covenants applicable to the subsidiary borrowers, but not to\n\n                                         19\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 21 of 41 PageID: 21\n\n\n\n\n      Iris Energy Limited. These include restrictions on our ability to incur\n      liens on the equipment securing the loans thereunder, consummate\n      mergers, dispose of all or substantially all of our assets or consummate\n      a change of control. The Other Financing Agreements also contain\n      customary events of default.\n\n      62.    Appended as exhibits to the 2022 20-F were signed certifications\n\npursuant to the Sarbanes-Oxley Act of 2002, wherein Defendants D. Roberts, W.\n\nRoberts, and Nucifora certified that \u201cthe [2022 20-F] fully complies with the\n\nrequirements of Section 13(a) or 15(d) of the [Exchange Act]\u201d and that \u201cthe\n\ninformation contained in the [2022 20-F] fairly presents, in all material respects, the\n\nfinancial condition and results of operations of the Company.\u201d\n\n      63.    The statements referenced in \u00b6\u00b6 42-62 were materially false and\n\nmisleading because the Exchange Act Defendants made false and/or misleading\n\nstatements, as well as failed to disclose material adverse facts about the Company\u2019s\n\nbusiness, operations, and prospects. Specifically, the Exchange Act Defendants\n\nmade false and/or misleading statements and/or failed to disclose that: (i) certain of\n\nIris\u2019s Bitcoin miners, owned through its Non-Recourse SPVs, were unlikely to\n\nproduce sufficient cash flow to service their respective debt financing obligations;\n\n(ii) accordingly, Iris\u2019s use of equipment financing agreements to procure Bitcoin\n\nminers was not as sustainable as Defendants had represented; (iii) the foregoing was\n\nlikely to have a material negative impact on the Company\u2019s business, operations,\n\n\n\n\n                                          20\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 22 of 41 PageID: 22\n\n\n\n\nand financial condition; and (iv) as a result, the Company\u2019s public statements were\n\nmaterially false and misleading at all relevant times.\n\n                                The Truth Emerges\n\n      64.      On November 2, 2022, during pre-market hours, Iris issued a press\n\nrelease (the \u201cNovember 2022 Press Release\u201d), disclosing, inter alia, that \u201c[c]ertain\n\nequipment (i.e., Bitcoin miners) owned by [Non-Recourse SPV 2 and Non-Recourse\n\nSPV 3] currently produce insufficient cash flow to service their respective debt\n\nfinancing obligations, and have a current market value well below the principal\n\namount of the relevant loans\u201d and that \u201c[r]estructuring discussions with the lender\n\nremain ongoing.\u201d\n\n      65.     With specific respect to each Non-Recourse SPV\u2019s respective\n\nequipment financing debt obligations, and the inability of Non-Recourse SPV 2 and\n\nNon-Recourse SPV 3 to produce sufficient cash flow to service those debts, the\n\nNovember 2022 Press Release disclosed, in relevant part:\n\n      As at September 30, 2022, the Non-Recourse SPVs had the following\n      principal amounts outstanding under their respective limited recourse\n      equipment financing facilities:\n\n            \uf0b7 Non-Recourse SPV 1 \u2013 $1 million, secured against 0.2 EH/s of\n              miners.\n\n            \uf0b7 Non-Recourse SPV 2 \u2013 $32 million, secured against 1.6 EH/s of\n              miners.\n\n            \uf0b7 Non-Recourse SPV 3 \u2013 $71 million, secured against 2.0 EH/s of\n              miners.\n\n                                         21\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 23 of 41 PageID: 23\n\n\n\n\n                                         ***\n\n      The secured miners owned by each of Non-Recourse SPV 2 and Non-\n      Recourse SPV 3 . . . in aggregate:\n\n            \uf0b7 Are currently capable of generating an indicative $2 million of\n              Bitcoin mining monthly gross profit[], compared to aggregate\n              required monthly principal and interest payment obligations of\n              $7 million.\n\n            \uf0b7 Have a market value which the Company currently estimates to\n              be approximately $65 to $70 million[], relative to an aggregate\n              $103 million principal amount of loans outstanding as at\n              September 30, 2022.\n\n      66.      With specific respect to Iris\u2019s ongoing discussions with the relevant\n\nlender for Non-Recourse SPV 2\u2019s and Non-Recourse SPV 3\u2019s respective equipment\n\nfinancing agreements, the November 2022 Press Release stated, in relevant part:\n\n      Non-Recourse SPV 2 and Non-Recourse SPV 3 are engaged in\n      discussions with their lender and reached an agreement for a two-week\n      deferral of scheduled principal payments originally due under both\n      equipment financing arrangements on October 25, 2022, to November\n      8, 2022.\n\n      Unless a suitable agreement is reached with the lender on modified\n      terms for both equipment financing arrangements, the Group does not\n      intend to provide further financial support to Non-Recourse SPV 2 and\n      Non-Recourse SPV 3.\n\n      67.      With respect to Iris\u2019s anticipated default on Non-Recourse SPV 2\u2019s and\n\nNon-Recourse SPV 3\u2019s respective equipment financing agreements, and the\n\ncorresponding negative impact this would have on Company\u2019s future operations and\n\nfinancial results, the November 2022 Press Release stated, in relevant part:\n\n\n                                          22\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 24 of 41 PageID: 24\n\n\n\n\n      In this case, the Company expects that neither of those Non-Recourse\n      SPVs will be able to make the scheduled principal payment on\n      November 8, 2022, which would result in a default for those Non-\n      Recourse SPVs under their respective limited recourse equipment\n      financing arrangements.5\n\n      . . . . The [Company] is exploring opportunities to utilize its data center\n      capacity that may become available in the event the [Company] elects\n      to no longer provide financial support to these financing arrangements\n      and the lender forecloses on the equipment owned by the relevant\n      special purpose vehicles.\n\n                                        ***\n      5\n        Such default would permit the lender to declare the entire $103\n      million aggregate principal amount of the relevant equipment financing\n      facilities to be immediately due and payable by Non-Recourse SPV 2\n      and Non-Recourse SPV 3. We expect that Non-Recourse SPV 2 and\n      Non-Recourse SPV 3 will not have sufficient funds to repay such\n      equipment financing facilities, in which case such lender could enforce\n      its security interest and foreclose on the Bitcoin miners owned by Non-\n      Recourse SPV 2 and Non-Recourse SPV 3, respectively, which could\n      result in the loss of such miners and materially reduce the Company\u2019s\n      operating capacity, and could also lead to bankruptcy or liquidation of\n      the relevant Non-Recourse SPVs.\n\n      68.   On this news, Iris\u2019s ordinary share price fell $0.51 per share, or 15.04%,\n\nto close at $2.88 per share on November 2, 2022\u2014a nearly 90% decline from the\n\nOffering price.\n\n      69.   As of the time this Complaint was filed, Iris\u2019s ordinary shares continue\n\nto trade significantly below the $28 per share Offering price, damaging investors.\n\n\n\n\n                                          23\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 25 of 41 PageID: 25\n\n\n\n\n      70.    As a result of Defendants\u2019 wrongful acts and omissions, and the\n\nprecipitous decline in the market value of the Company\u2019s securities, Plaintiff and\n\nother Class members have suffered significant losses and damages.\n\n               PLAINTIFF\u2019S CLASS ACTION ALLEGATIONS\n\n      71.    Plaintiff brings this action as a class action pursuant to Federal Rule of\n\nCivil Procedure 23(a) and (b)(3) on behalf of a class consisting of all persons and\n\nentities other than Defendants that purchased or otherwise acquired Iris ordinary\n\nshares pursuant and/or traceable to the Offering Documents issued in connection\n\nwith the IPO, and/or Iris securities during the Class Period; and were damaged\n\nthereby (the \u201cClass\u201d). Excluded from the Class are Defendants, the officers and\n\ndirectors of the Company, at all relevant times, members of their immediate families\n\nand their legal representatives, heirs, successors, or assigns, and any entity in which\n\nDefendants have or had a controlling interest.\n\n      72.    The members of the Class are so numerous that joinder of all members\n\nis impracticable. Throughout the Class Period, Iris securities were actively traded\n\non the NASDAQ. While the exact number of Class members is unknown to Plaintiff\n\nat this time and can be ascertained only through appropriate discovery, Plaintiff\n\nbelieves that there are hundreds or thousands of members in the proposed Class.\n\nRecord owners and other members of the Class may be identified from records\n\nmaintained by Iris or its transfer agent and may be notified of the pendency of this\n\n\n\n                                          24\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 26 of 41 PageID: 26\n\n\n\n\naction by mail, using the form of notice similar to that customarily used in securities\n\nclass actions.\n\n       73.       Plaintiff\u2019s claims are typical of the claims of the members of the Class\n\nas all members of the Class are similarly affected by Defendants\u2019 wrongful conduct\n\nin violation of federal law that is complained of herein.\n\n       74.       Plaintiff will fairly and adequately protect the interests of the members\n\nof the Class and has retained counsel competent and experienced in class and\n\nsecurities litigation. Plaintiff has no interests antagonistic to or in conflict with those\n\nof the Class.\n\n       75.       Common questions of law and fact exist as to all members of the Class\n\nand predominate over any questions solely affecting individual members of the\n\nClass. Among the questions of law and fact common to the Class are:\n\n             \uf0b7    whether the federal securities laws were violated by Defendants\u2019 acts\n                  as alleged herein;\n\n             \uf0b7    whether statements made by Defendants to the investing public in the\n                  Offering Documents for the IPO, or during the Class Period,\n                  misrepresented material facts about the business, operations and\n                  management of Iris;\n\n             \uf0b7    whether the Securities Act Individual Defendants negligently\n                  prepared the Offering Documents for the IPO and, as a result, the\n                  Offering Documents contained untrue statements of material fact or\n                  omitted to state other facts necessary to make the statements made not\n                  misleading, and were not prepared in accordance with the rules and\n                  regulations governing their preparation;\n\n\n\n                                             25\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 27 of 41 PageID: 27\n\n\n\n\n            \uf0b7    whether the Exchange Act Individual Defendants caused Iris to issue\n                 false and misleading financial statements during the Class Period;\n\n            \uf0b7    whether certain Defendants acted knowingly or recklessly in issuing\n                 false and misleading financial statements;\n\n            \uf0b7    whether the prices of Iris securities during the Class Period were\n                 artificially inflated because of the Defendants\u2019 conduct complained of\n                 herein; and\n\n            \uf0b7    whether the members of the Class have sustained damages and, if so,\n                 what is the proper measure of damages.\n\n      76.       A class action is superior to all other available methods for the fair and\n\nefficient adjudication of this controversy since joinder of all members is\n\nimpracticable. Furthermore, as the damages suffered by individual Class members\n\nmay be relatively small, the expense and burden of individual litigation make it\n\nimpossible for members of the Class to individually redress the wrongs done to them.\n\nThere will be no difficulty in the management of this action as a class action.\n\n      77.       Plaintiff will rely, in part, upon the presumption of reliance established\n\nby the fraud-on-the-market doctrine in that:\n\n            \uf0b7    Defendants made public misrepresentations or failed to disclose\n                 material facts during the Class Period;\n\n            \uf0b7    the omissions and misrepresentations were material;\n\n            \uf0b7    Iris securities are traded in an efficient market;\n\n            \uf0b7    the Company\u2019s shares were liquid and traded with moderate to heavy\n                 volume during the Class Period;\n\n\n\n\n                                            26\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 28 of 41 PageID: 28\n\n\n\n\n            \uf0b7    the Company traded on the NASDAQ and was covered by multiple\n                 analysts;\n\n            \uf0b7    the misrepresentations and omissions alleged would tend to induce a\n                 reasonable investor to misjudge the value of the Company\u2019s\n                 securities; and\n\n            \uf0b7    Plaintiff and members of the Class purchased, acquired and/or sold\n                 Iris securities between the time the Defendants failed to disclose or\n                 misrepresented material facts and the time the true facts were\n                 disclosed, without knowledge of the omitted or misrepresented facts.\n\n      78.       Based upon the foregoing, Plaintiff and the members of the Class are\n\nentitled to a presumption of reliance upon the integrity of the market.\n\n      79.       Alternatively, Plaintiff and the members of the Class are entitled to the\n\npresumption of reliance established by the Supreme Court in Affiliated Ute Citizens\n\nof the State of Utah v. United States, 406 U.S. 128, 92 S. Ct. 2430 (1972), as\n\nDefendants omitted material information in their Class Period statements in violation\n\nof a duty to disclose such information, as detailed above.\n\n                                        COUNT I\n\n        (Violations of Section 10(b) of the Exchange Act and Rule 10b-5\n       Promulgated Thereunder Against the Exchange Act Defendants)\n\n      80.       Plaintiff repeats and re-alleges each and every allegation contained\n\nabove as if fully set forth herein.\n\n      81.       This Count is asserted against the Exchange Act Defendants and is\n\nbased upon Section 10(b) of the Exchange Act, 15 U.S.C. \u00a7 78j(b), and Rule 10b-5\n\npromulgated thereunder by the SEC.\n\n\n                                            27\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 29 of 41 PageID: 29\n\n\n\n\n      82.       During the Class Period, the Exchange Act Defendants engaged in a\n\nplan, scheme, conspiracy and course of conduct, pursuant to which they knowingly\n\nor recklessly engaged in acts, transactions, practices and courses of business which\n\noperated as a fraud and deceit upon Plaintiff and the other members of the Class;\n\nmade various untrue statements of material facts and omitted to state material facts\n\nnecessary in order to make the statements made, in light of the circumstances under\n\nwhich they were made, not misleading; and employed devices, schemes and artifices\n\nto defraud in connection with the purchase and sale of securities. Such scheme was\n\nintended to, and, throughout the Class Period, did: (i) deceive the investing public,\n\nincluding Plaintiff and other Class members, as alleged herein; (ii) artificially inflate\n\nand maintain the market price of Iris securities; and (iii) cause Plaintiff and other\n\nmembers of the Class to purchase or otherwise acquire Iris securities and options at\n\nartificially inflated prices. In furtherance of this unlawful scheme, plan and course\n\nof conduct, the Exchange Act Defendants, and each of them, took the actions set\n\nforth herein.\n\n      83.       Pursuant to the above plan, scheme, conspiracy, and course of conduct,\n\neach of the Exchange Act Defendants participated directly or indirectly in the\n\npreparation and/or issuance of the quarterly and annual reports, SEC filings, press\n\nreleases and other statements and documents described above, including statements\n\nmade to securities analysts and the media that were designed to influence the market\n\n\n\n                                           28\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 30 of 41 PageID: 30\n\n\n\n\nfor Iris securities. Such reports, filings, releases and statements were materially false\n\nand misleading in that they failed to disclose material adverse information and\n\nmisrepresented the truth about Iris\u2019s finances and business prospects.\n\n       84.     By virtue of their positions at Iris, the Exchange Act Defendants had\n\nactual knowledge of the materially false and misleading statements and material\n\nomissions alleged herein and intended thereby to deceive Plaintiff and the other\n\nmembers of the Class, or, in the alternative, the Exchange Act Defendants acted with\n\nreckless disregard for the truth in that they failed or refused to ascertain and disclose\n\nsuch facts as would reveal the materially false and misleading nature of the\n\nstatements made, although such facts were readily available to the Exchange Act\n\nDefendants.     Said acts and omissions of the Exchange Act Defendants were\n\ncommitted willfully or with reckless disregard for the truth. In addition, each of the\n\nExchange Act Defendants knew or recklessly disregarded that material facts were\n\nbeing misrepresented or omitted as described above.\n\n       85.    Information showing that the Exchange Act Defendants acted\n\nknowingly or with reckless disregard for the truth is peculiarly within the Exchange\n\nAct Defendants\u2019 knowledge and control. As the senior managers and/or directors of\n\nIris, the Exchange Act Individual Defendants had knowledge of the details of Iris\u2019s\n\ninternal affairs.\n\n\n\n\n                                           29\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 31 of 41 PageID: 31\n\n\n\n\n      86.    The Exchange Act Individual Defendants are liable both directly and\n\nindirectly for the wrongs complained of herein. Because of their positions of control\n\nand authority, the Exchange Act Individual Defendants were able to and did, directly\n\nor indirectly, control the content of the statements of Iris. As officers and/or\n\ndirectors of a publicly-held company, the Exchange Act Individual Defendants had\n\na duty to disseminate timely, accurate, and truthful information with respect to Iris\u2019s\n\nbusinesses, operations, future financial condition, and future prospects. As a result\n\nof the dissemination of the aforementioned false and misleading reports, releases\n\nand public statements, the market price of Iris securities was artificially inflated\n\nthroughout the Class Period. In ignorance of the adverse facts concerning Iris\u2019s\n\nbusiness and financial condition which were concealed by the Exchange Act\n\nDefendants, Plaintiff and the other members of the Class purchased or otherwise\n\nacquired Iris securities at artificially inflated prices and relied upon the price of the\n\nsecurities, the integrity of the market for the securities and/or upon statements\n\ndisseminated by the Exchange Act Defendants, and were damaged thereby.\n\n      87.    During the Class Period, Iris securities were traded on an active and\n\nefficient market. Plaintiff and the other members of the Class, relying on the\n\nmaterially false and misleading statements described herein, which the Exchange\n\nAct Defendants made, issued or caused to be disseminated, or relying upon the\n\nintegrity of the market, purchased or otherwise acquired shares of Iris securities at\n\n\n\n                                           30\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 32 of 41 PageID: 32\n\n\n\n\nprices artificially inflated by the Exchange Act Defendants\u2019 wrongful conduct. Had\n\nPlaintiff and the other members of the Class known the truth, they would not have\n\npurchased or otherwise acquired said securities, or would not have purchased or\n\notherwise acquired them at the inflated prices that were paid. At the time of the\n\npurchases and/or acquisitions by Plaintiff and the Class, the true value of Iris\n\nsecurities was substantially lower than the prices paid by Plaintiff and the other\n\nmembers of the Class. The market price of Iris securities declined sharply upon\n\npublic disclosure of the facts alleged herein to the injury of Plaintiff and Class\n\nmembers.\n\n      88.   By reason of the conduct alleged herein, the Exchange Act Defendants\n\nknowingly or recklessly, directly or indirectly, have violated Section 10(b) of the\n\nExchange Act and Rule 10b-5 promulgated thereunder.\n\n      89.   As a direct and proximate result of the Exchange Act Defendants\u2019\n\nwrongful conduct, Plaintiff and the other members of the Class suffered damages in\n\nconnection with their respective purchases, acquisitions, and sales of the Company\u2019s\n\nsecurities during the Class Period, upon the disclosure that the Company had been\n\ndisseminating misrepresented financial statements to the investing public.\n\n\n\n\n                                        31\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 33 of 41 PageID: 33\n\n\n\n\n                                      COUNT II\n\n  (Violations of Section 20(a) of the Exchange Act Against the Exchange Act\n                            Individual Defendants)\n\n      90.    Plaintiff repeats and re-alleges each and every allegation contained in\n\nthe foregoing paragraphs as if fully set forth herein.\n\n      91.    During the Class Period, the Exchange Act Individual Defendants\n\nparticipated in the operation and management of Iris, and conducted and\n\nparticipated, directly and indirectly, in the conduct of Iris\u2019s business affairs. Because\n\nof their senior positions, they knew the adverse non-public information about Iris\u2019s\n\nmisstatement of income and expenses and false financial statements.\n\n      92.    As officers and/or directors of a publicly owned company, the\n\nExchange Act Individual Defendants had a duty to disseminate accurate and truthful\n\ninformation with respect to Iris\u2019s financial condition and results of operations, and\n\nto correct promptly any public statements issued by Iris which had become\n\nmaterially false or misleading.\n\n      93.    Because of their positions of control and authority as senior officers,\n\nthe Exchange Act Individual Defendants were able to, and did, control the contents\n\nof the various reports, press releases and public filings which Iris disseminated in\n\nthe marketplace during the Class Period concerning Iris\u2019s results of operations.\n\nThroughout the Class Period, the Exchange Act Individual Defendants exercised\n\ntheir power and authority to cause Iris to engage in the wrongful acts complained of\n\n                                           32\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 34 of 41 PageID: 34\n\n\n\n\nherein. The Exchange Act Individual Defendants, therefore, were \u201ccontrolling\n\npersons\u201d of Iris within the meaning of Section 20(a) of the Exchange Act. In this\n\ncapacity, they participated in the unlawful conduct alleged which artificially inflated\n\nthe market price of Iris securities.\n\n      94.    Each of the Exchange Act Individual Defendants, therefore, acted as a\n\ncontrolling person of Iris. By reason of their senior management positions and/or\n\nbeing directors of Iris, each of the Exchange Act Individual Defendants had the\n\npower to direct the actions of, and exercised the same to cause, Iris to engage in the\n\nunlawful acts and conduct complained of herein.          Each of the Exchange Act\n\nIndividual Defendants exercised control over the general operations of Iris and\n\npossessed the power to control the specific activities which comprise the primary\n\nviolations about which Plaintiff and the other members of the Class complain.\n\n      95.    By reason of the above conduct, the Exchange Act Individual\n\nDefendants are liable pursuant to Section 20(a) of the Exchange Act for the\n\nviolations committed by Iris.\n\n                                       COUNT III\n\n   (Violations of Section 11 of the Securities Act Against the Securities Act\n                                  Defendants)\n\n      96.    Plaintiff repeats and incorporates each and every allegation contained\n\nabove as if fully set forth herein, except any allegation of fraud, recklessness, or\n\nintentional misconduct.\n\n\n                                          33\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 35 of 41 PageID: 35\n\n\n\n\n      97.    This Count is brought pursuant to Section 11 of the Securities Act, 15\n\nU.S.C. \u00a7 77k, on behalf of the Class, against Defendants.\n\n      98.    The Offering Documents for the IPO were inaccurate and misleading,\n\ncontained untrue statements of material facts, omitted to state other facts necessary\n\nto make the statements made not misleading, and omitted to state material facts\n\nrequired to be stated therein.\n\n      99.    Iris is the registrant for the IPO. Defendants named herein were\n\nresponsible for the contents and dissemination of the Offering Documents.\n\n      100. As issuer of the shares, Iris is strictly liable to Plaintiff and the Class\n\nfor the misstatements and omissions in the Offering Documents.\n\n      101. None of the Defendants named herein made a reasonable investigation\n\nor possessed reasonable grounds for the belief that the statements contained in the\n\nOffering Documents were true and without omissions of any material facts and were\n\nnot misleading.\n\n      102. By reasons of the conduct herein alleged, each Defendant violated,\n\nand/or controlled a person who violated Section 11 of the Securities Act.\n\n      103. Plaintiff acquired Iris shares pursuant and/or traceable to the Offering\n\nDocuments for the IPO.\n\n\n\n\n                                         34\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 36 of 41 PageID: 36\n\n\n\n\n      104. Plaintiff and the Class have sustained damages. The value of Iris\n\nordinary shares has declined substantially subsequent to and because of Defendants\u2019\n\nviolations.\n\n                                    COUNT IV\n\n   (Violations of Section 15 of the Securities Act Against the Securities Act\n                            Individual Defendants)\n\n      105. Plaintiff repeats and incorporates each and every allegation contained\n\nabove as if fully set forth herein, except any allegation of fraud, recklessness, or\n\nintentional misconduct.\n\n      106. This Count is asserted against the Securities Act Individual Defendants\n\nand is based upon Section 15 of the Securities Act, 15 U.S.C. \u00a7 77o.\n\n      107. The Securities Act Individual Defendants, by virtue of their offices,\n\ndirectorship, and specific acts were, at the time of the wrongs alleged herein and as\n\nset forth herein, controlling persons of Iris within the meaning of Section 15 of the\n\nSecurities Act.   The Securities Act Individual Defendants had the power and\n\ninfluence and exercised the same to cause Iris to engage in the acts described herein.\n\n      108. The Securities Act Individual Defendants\u2019 positions made them privy\n\nto and provided them with actual knowledge of the material facts concealed from\n\nPlaintiff and the Class.\n\n\n\n\n                                         35\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 37 of 41 PageID: 37\n\n\n\n\n      109. By virtue of the conduct alleged herein, the Securities Act Individual\n\nDefendants are liable for the aforesaid wrongful conduct and are liable to Plaintiff\n\nand the Class for damages suffered.\n\n                             PRAYER FOR RELIEF\n\nWHEREFORE, Plaintiff demands judgment against Defendants as follows:\n\n      A.     Determining that the instant action may be maintained as a class action\n\nunder Rule 23 of the Federal Rules of Civil Procedure, and certifying Plaintiff as the\n\nClass representative;\n\n      B.     Requiring Defendants to pay damages sustained by Plaintiff and the\n\nClass by reason of the acts and transactions alleged herein;\n\n      C.     Awarding Plaintiff and the other members of the Class prejudgment and\n\npost-judgment interest, as well as their reasonable attorneys\u2019 fees, expert fees and\n\nother costs; and\n\n      D.     Awarding such other and further relief as this Court may deem just and\n\nproper.\n\n                        DEMAND FOR TRIAL BY JURY\n\n      Plaintiff hereby demands a trial by jury.\n\nDated: December 7, 2022                Respectfully submitted,\n\n                                       POMERANTZ LLP\n\n                                       /s/ Thomas H. Przybylowski\n                                       Thomas H. Przybylowski\n\n\n                                         36\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 38 of 41 PageID: 38\n\n\n\n\n                                   Jeremy A. Lieberman\n                                   (pro hac vice application forthcoming)\n                                   J. Alexander Hood II\n                                   (pro hac vice application forthcoming)\n                                   600 Third Avenue, 20th Floor\n                                   New York, New York 10016\n                                   Telephone: (212) 661-1100\n                                   Facsimile: (917) 463-1044\n                                   tprzybylowski@pomlaw.com\n                                   jalieberman@pomlaw.com\n                                   ahood@pomlaw.com\n\n                                   Attorneys for Plaintiff\n\n\n\n\n                                     37\n\fDocuSign Envelope ID: D9D7B14C-BA4B-411C-8CB2-794891F7A5B0\n           Case 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 39 of 41 PageID: 39\n\n\n\n                                                  CERTIFICATION PURSUANT\n                                                TO FEDERAL SECURITIES LAWS\n\n\n                     1.           Jarryd Anthony Malouf\n                              I, __________________________________________, make this declaration pursuant to\n\n            Section 27(a)(2) of the Securities Act of 1933 (\u201cSecurities Act\u201d) and/or Section 21D(a)(2) of the Securities\n\n            Exchange Act of 1934 (\u201cExchange Act\u201d) as amended by the Private Securities Litigation Reform Act of\n\n            1995.\n\n                     2.       I have reviewed a Complaint against Iris Energy Limited (\u201cIris\u201d or the \u201cCompany\u201d) and\n\n            authorize the filing of a comparable complaint on my behalf.\n\n                     3.       I did not purchase or acquire Iris securities at the direction of plaintiffs\u2019 counsel or in order\n\n            to participate in any private action arising under the Securities Act or Exchange Act.\n\n                     4.       I am willing to serve as a representative party on behalf of a Class of investors who\n\n            purchased or otherwise acquired Iris securities pursuant and/or traceable to the Registration Statement\n\n            issued in connection with the Company\u2019s IPO, as specified in the Complaint, including providing testimony\n\n            at deposition and trial, if necessary. I understand that the Court has the authority to select the most adequate\n\n            lead plaintiff in this action.\n\n                     5.       The attached sheet lists all of my transactions in Iris securities pursuant and/or traceable to\n\n            the Registration Statement issued in connection with the Company\u2019s IPO, as specified in the Complaint.\n\n                     6.       During the three-year period preceding the date on which this Certification is signed, I have\n\n            not served or sought to serve as a representative party on behalf of a class under the federal securities laws.\n\n                     7.       I agree not to accept any payment for serving as a representative party on behalf of the\n\n            class as set forth in the Complaint, beyond my pro rata share of any recovery, except such reasonable costs\n\n            and expenses directly relating to the representation of the class as ordered or approved by the Court.\n\fDocuSign Envelope ID: D9D7B14C-BA4B-411C-8CB2-794891F7A5B0\n           Case 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 40 of 41 PageID: 40\n\n\n\n                     8.      I declare under penalty of perjury under the laws of the United States of America that the\n\n            foregoing is true and correct.\n\n\n\n\n                      11/27/2022\n            Executed _____________________________\n                          (Date)\n\n\n\n                                                             _______________________________________\n                                                                    (Signature)\n\n\n                                                              Jarryd Anthony Malouf\n                                                             _______________________________________\n                                                                    (Type or Print Name)\n\fCase 1:22-cv-07137-CPO-SAK Document 1 Filed 12/07/22 Page 41 of 41 PageID: 41\n\n\n\n Iris Energy Limited (IREN)                                              Jarryd Anthony Malouf\n\n                                           List of Purchases and Sales\n\n      Transaction                                          Number of       Price Per\n         Type                   Date                       Shares/Unit    Share/Unit\n\n       Purchase               12/28/2021                     1,029        $16.9727\n       Purchase               12/28/2021                       7          $16.8999\n\f","ocr_status":2,"date_upload":"2022-12-13T04:22:48.946865-08:00","document_number":"1","attachment_number":null,"pacer_doc_id":"119019331686","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Complaint","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/219977833/","id":219977833,"tags":[],"absolute_url":"/docket/66619835/1/1/malouf-v-iris-energy-limited/","date_created":"2022-12-13T04:22:44.800150-08:00","date_modified":"2025-01-24T06:55:43.287383-08:00","sha1":"b8840eebb33da76ffa8dd33e6581a08d82a7fffa","page_count":2,"file_size":193201,"filepath_local":"recap/gov.uscourts.njd.505511/gov.uscourts.njd.505511.1.1.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.njd.505511/gov.uscourts.njd.505511.1.1.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"                Case 1:22-cv-07137-CPO-SAK\nJS 44 (Rev. 04/21)                         Document\n                                         CIVIL COVER1-1 SHEET\n                                                         Filed 12/07/22 Page 1 of 2 PageID: 42\nThe JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required by law, except as\nprovided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the\npurpose of initiating the civil docket sheet. (SEE INSTRUCTIONS ON NEXT PAGE OF THIS FORM.)\nI. (a) PLAINTIFFS                                                                                        DEFENDANTS\n                                                                                                         ,5,6\u0003(1(5*<\u0003/,0,7('\u000f\u0003'$1,(/\u000352%(576\u000f\u0003:,//,$0\u000352%(576\u000f\n   -$55<'\u0003$17+21<\u00030$/28)\u000f\u0003,QGLYLGXDOO\\\u0003DQG\u0003RQ\u0003%HKDOI\u0003RI\u0003$OO\n                                                                                                         %(/,1'$\u000318&,)25$\u000f\u0003'$9,'\u0003%$57+2/20(:\u000f\u0003&+5,6723+(5\n   2WKHUV\u00036LPLODUO\\\u00036LWXDWHG                                                                             *8=2:6.,\u000f\u0003DQG\u00030,&+$(/\u0003$/)5('\n   (b) County of Residence of First Listed Plaintiff $XVWUDOLD                                           County of Residence of First Listed Defendant 1HZ\u0003<RUN\u0003&RXQW\\\u000f\u00031HZ\u0003<RUN\n                                (EXCEPT IN U.S. PLAINTIFF CASES)                                                                (IN U.S. PLAINTIFF CASES ONLY)\n                                                                                                         NOTE:      IN LAND CONDEMNATION CASES, USE THE LOCATION OF\n                                                                                                                    THE TRACT OF LAND INVOLVED.\n\n   (c) Attorneys (Firm Name, Address, and Telephone Number)                                               Attorneys (If Known)\n         7KRPDV\u0003+\u0011\u00033U]\\E\\ORZVNL\u000f\u00033RPHUDQW]\u0003//3\u000f\u0003\u0019\u0013\u0013\u00037KLUG\u0003$YHQXH\u000f\u0003\u0015\u0013WK\u0003)ORRU\n         1HZ\u0003<RUN\u000f\u00031HZ\u0003<RUN\u0003\u0014\u0013\u0013\u0014\u0019\u000f\u00037HOHSKRQH\u001d\u0003 \u0015\u0014\u0015 \u0003\u0019\u0019\u0014\u0010\u0014\u0014\u0013\u0013\n\nII. BASIS OF JURISDICTION (Place an \u201cX\u201d in One Box Only)                                     III. CITIZENSHIP OF PRINCIPAL PARTIES (Place an \u201cX\u201d in One Box for Plaintiff\n                                                                                                      (For Diversity Cases Only)                                    and One Box for Defendant)\n  1    U.S. Government              ;3     Federal Question                                                                    PTF        DEF                                         PTF      DEF\n         Plaintiff                           (U.S. Government Not a Party)                      Citizen of This State            1          1      Incorporated or Principal Place         4     4\n                                                                                                                                                     of Business In This State\n\n  2    U.S. Government                 4   Diversity                                            Citizen of Another State            2          2   Incorporated and Principal Place      5      5\n         Defendant                           (Indicate Citizenship of Parties in Item III)                                                           of Business In Another State\n\n                                                                                                Citizen or Subject of a             3          3   Foreign Nation                        6      6\n                                                                                                  Foreign Country\nIV. NATURE OF SUIT (Place an \u201cX\u201d in One Box Only)                                                                                   Click here for: Nature of Suit Code Descriptions.\n          CONTRACT                                              TORTS                             FORFEITURE/PENALTY                       BANKRUPTCY                       OTHER STATUTES\n  110 Insurance                       PERSONAL INJURY                  PERSONAL INJURY             625 Drug Related Seizure             422 Appeal 28 USC 158       375 False Claims Act\n  120 Marine                          310 Airplane                    365 Personal Injury -            of Property 21 USC 881           423 Withdrawal              376 Qui Tam (31 USC\n  130 Miller Act                      315 Airplane Product                Product Liability        690 Other                                28 USC 157                  3729(a))\n  140 Negotiable Instrument                Liability                  367 Health Care/                                                    INTELLECTUAL              400 State Reapportionment\n  150 Recovery of Overpayment         320 Assault, Libel &                Pharmaceutical                                                PROPERTY RIGHTS             410 Antitrust\n      & Enforcement of Judgment            Slander                        Personal Injury                                               820 Copyrights              430 Banks and Banking\n  151 Medicare Act                    330 Federal Employers\u2019              Product Liability                                             830 Patent                  450 Commerce\n  152 Recovery of Defaulted                Liability                  368 Asbestos Personal                                             835 Patent - Abbreviated    460 Deportation\n       Student Loans                  340 Marine                          Injury Product                                                    New Drug Application    470 Racketeer Influenced and\n       (Excludes Veterans)            345 Marine Product                  Liability                                                     840 Trademark                   Corrupt Organizations\n  153 Recovery of Overpayment              Liability                 PERSONAL PROPERTY                      LABOR                       880 Defend Trade Secrets    480 Consumer Credit\n      of Veteran\u2019s Benefits           350 Motor Vehicle               370 Other Fraud              710 Fair Labor Standards                 Act of 2016                 (15 USC 1681 or 1692)\n  160 Stockholders\u2019 Suits             355 Motor Vehicle               371 Truth in Lending             Act                                                          485 Telephone Consumer\n  190 Other Contract                      Product Liability           380 Other Personal           720 Labor/Management                  SOCIAL SECURITY                Protection Act\n  195 Contract Product Liability      360 Other Personal                  Property Damage              Relations                        861 HIA (1395ff)            490 Cable/Sat TV\n  196 Franchise                           Injury                      385 Property Damage          740 Railway Labor Act                862 Black Lung (923)      ; 850 Securities/Commodities/\n                                      362 Personal Injury -               Product Liability        751 Family and Medical               863 DIWC/DIWW (405(g))          Exchange\n                                          Medical Malpractice                                          Leave Act                        864 SSID Title XVI          890 Other Statutory Actions\n      REAL PROPERTY                     CIVIL RIGHTS                 PRISONER PETITIONS            790 Other Labor Litigation           865 RSI (405(g))            891 Agricultural Acts\n  210 Land Condemnation               440 Other Civil Rights          Habeas Corpus:               791 Employee Retirement                                          893 Environmental Matters\n  220 Foreclosure                     441 Voting                      463 Alien Detainee               Income Security Act              FEDERAL TAX SUITS           895 Freedom of Information\n  230 Rent Lease & Ejectment          442 Employment                  510 Motions to Vacate                                             870 Taxes (U.S. Plaintiff       Act\n  240 Torts to Land                   443 Housing/                        Sentence                                                           or Defendant)          896 Arbitration\n  245 Tort Product Liability              Accommodations              530 General                                                       871 IRS\u2014Third Party         899 Administrative Procedure\n  290 All Other Real Property         445 Amer. w/Disabilities -      535 Death Penalty                IMMIGRATION                           26 USC 7609                Act/Review or Appeal of\n                                          Employment                  Other:                       462 Naturalization Application                                       Agency Decision\n                                      446 Amer. w/Disabilities -      540 Mandamus & Other         465 Other Immigration                                            950 Constitutionality of\n                                          Other                       550 Civil Rights                 Actions                                                          State Statutes\n                                      448 Education                   555 Prison Condition\n                                                                      560 Civil Detainee -\n                                                                          Conditions of\n                                                                          Confinement\nV. ORIGIN (Place an \u201cX\u201d in One Box Only)\n; 1 Original       2 Removed from                           3      Remanded from              4 Reinstated or             5 Transferred from\n                                                                                                                               6 Multidistrict  8 Multidistrict\n       Proceeding           State Court                            Appellate Court              Reopened                    Another District\n                                                                                                                                   Litigation -   Litigation -\n                                                                                                                            (specify)\n                                                                                                                                   Transfer       Direct File\n                    Cite the U.S. Civil Statute under which you are filing (Do not cite jurisdictional statutes unless diversity):\n                    \u0014\u0018\u00038\u00116\u0011&\u0011\u0003\u0086\u0086\u0003\u001a\u001aN\u0003DQG\u0003\u001a\u001aR\u000f\u0003\u0014\u0018\u00038\u00116\u0011&\u0011\u0003\u0086\u0086\u0003\u001a\u001bM E \u0003DQG\u0003\u001a\u001bW D \u0003DQG\u00035XOH\u0003\u0014\u0013E\u0010\u0018\u0003SURPXOJDWHG\u0003WKHUHXQGHU\u0003E\\\u0003WKH\u00036(&\u0003 \u0014\u001a\u0003&\u0011)\u00115\u0011\u0003\u0086\u0003\u0015\u0017\u0013\u0011\u0014\u0013E\u0010\u0018 \u0011\nVI. CAUSE OF ACTION Brief description of cause:\n                    9LRODWLRQV\u0003RI\u0003WKH\u0003IHGHUDO\u0003VHFXULWLHV\u0003ODZV\u0011\nVII. REQUESTED IN    ; CHECK IF THIS IS A CLASS ACTION                                             DEMAND $                                    CHECK YES only if demanded in complaint:\n     COMPLAINT:         UNDER RULE 23, F.R.Cv.P.                                                                                               JURY DEMAND:                 ; Yes       No\nVIII. RELATED CASE(S)\n                      (See instructions):\n      IF ANY                              JUDGE                                                                                         DOCKET NUMBER\nDATE                                                                  SIGNATURE OF ATTORNEY OF RECORD\n'HFHPEHU\u0003\u001a\u000f\u0003\u0015\u0013\u0015\u0015                                                      \u0012V\u0012\u00037KRPDV\u0003+\u0011\u00033U]\\E\\ORZVNL\u0003\nFOR OFFICE USE ONLY\n\n  RECEIPT #                     AMOUNT                                    APPLYING IFP                                    JUDGE                           MAG. JUDGE\n\f                Case 1:22-cv-07137-CPO-SAK Document 1-1 Filed 12/07/22 Page 2 of 2 PageID: 43\nJS 44 Reverse (Rev. 04/21)\n\n\n                     INSTRUCTIONS FOR ATTORNEYS COMPLETING CIVIL COVER SHEET FORM JS 44\n                                                               Authority For Civil Cover Sheet\n\nThe JS 44 civil cover sheet and the information contained herein neither replaces nor supplements the filings and service of pleading or other papers as\nrequired by law, except as provided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is\nrequired for the use of the Clerk of Court for the purpose of initiating the civil docket sheet. Consequently, a civil cover sheet is submitted to the Clerk of\nCourt for each civil complaint filed. The attorney filing a case should complete the form as follows:\n\nI.(a)    Plaintiffs-Defendants. Enter names (last, first, middle initial) of plaintiff and defendant. If the plaintiff or defendant is a government agency, use\n         only the full name or standard abbreviations. If the plaintiff or defendant is an official within a government agency, identify first the agency and then\n         the official, giving both name and title.\n  (b)    County of Residence. For each civil case filed, except U.S. plaintiff cases, enter the name of the county where the first listed plaintiff resides at the\n         time of filing. In U.S. plaintiff cases, enter the name of the county in which the first listed defendant resides at the time of filing. (NOTE: In land\n         condemnation cases, the county of residence of the \"defendant\" is the location of the tract of land involved.)\n  (c)    Attorneys. Enter the firm name, address, telephone number, and attorney of record. If there are several attorneys, list them on an attachment, noting\n         in this section \"(see attachment)\".\n\nII.      Jurisdiction. The basis of jurisdiction is set forth under Rule 8(a), F.R.Cv.P., which requires that jurisdictions be shown in pleadings. Place an \"X\"\n         in one of the boxes. If there is more than one basis of jurisdiction, precedence is given in the order shown below.\n         United States plaintiff. (1) Jurisdiction based on 28 U.S.C. 1345 and 1348. Suits by agencies and officers of the United States are included here.\n         United States defendant. (2) When the plaintiff is suing the United States, its officers or agencies, place an \"X\" in this box.\n         Federal question. (3) This refers to suits under 28 U.S.C. 1331, where jurisdiction arises under the Constitution of the United States, an amendment\n         to the Constitution, an act of Congress or a treaty of the United States. In cases where the U.S. is a party, the U.S. plaintiff or defendant code takes\n         precedence, and box 1 or 2 should be marked.\n         Diversity of citizenship. (4) This refers to suits under 28 U.S.C. 1332, where parties are citizens of different states. When Box 4 is checked, the\n         citizenship of the different parties must be checked. (See Section III below; NOTE: federal question actions take precedence over diversity\n         cases.)\n\nIII.     Residence (citizenship) of Principal Parties. This section of the JS 44 is to be completed if diversity of citizenship was indicated above. Mark this\n         section for each principal party.\n\nIV.      Nature of Suit. Place an \"X\" in the appropriate box. If there are multiple nature of suit codes associated with the case, pick the nature of suit code\n         that is most applicable. Click here for: Nature of Suit Code Descriptions.\n\nV.       Origin. Place an \"X\" in one of the seven boxes.\n         Original Proceedings. (1) Cases which originate in the United States district courts.\n         Removed from State Court. (2) Proceedings initiated in state courts may be removed to the district courts under Title 28 U.S.C., Section 1441.\n         Remanded from Appellate Court. (3) Check this box for cases remanded to the district court for further action. Use the date of remand as the filing\n         date.\n         Reinstated or Reopened. (4) Check this box for cases reinstated or reopened in the district court. Use the reopening date as the filing date.\n         Transferred from Another District. (5) For cases transferred under Title 28 U.S.C. Section 1404(a). Do not use this for within district transfers or\n         multidistrict litigation transfers.\n         Multidistrict Litigation \u2013 Transfer. (6) Check this box when a multidistrict case is transferred into the district under authority of Title 28 U.S.C.\n         Section 1407.\n         Multidistrict Litigation \u2013 Direct File. (8) Check this box when a multidistrict case is filed in the same district as the Master MDL docket.\n         PLEASE NOTE THAT THERE IS NOT AN ORIGIN CODE 7. Origin Code 7 was used for historical records and is no longer relevant due to\n         changes in statute.\n\nVI.      Cause of Action. Report the civil statute directly related to the cause of action and give a brief description of the cause. Do not cite jurisdictional\n         statutes unless diversity. Example: U.S. Civil Statute: 47 USC 553 Brief Description: Unauthorized reception of cable service.\n\nVII.     Requested in Complaint. Class Action. Place an \"X\" in this box if you are filing a class action under Rule 23, F.R.Cv.P.\n         Demand. In this space enter the actual dollar amount being demanded or indicate other demand, such as a preliminary injunction.\n         Jury Demand. Check the appropriate box to indicate whether or not a jury is being demanded.\n\nVIII. Related Cases. This section of the JS 44 is used to reference related pending cases, if any. If there are related pending cases, insert the docket\n      numbers and the corresponding judge names for such cases.\n\nDate and Attorney Signature. Date and sign the civil cover sheet.\n\f","ocr_status":2,"date_upload":"2023-09-17T20:14:07.669979-07:00","document_number":"1","attachment_number":1,"pacer_doc_id":"119019331687","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Civil Cover Sheet","acms_document_guid":""}],"date_created":"2022-12-07T16:37:45.495068-08:00","date_modified":"2025-05-19T00:22:32.000557-07:00","date_filed":"2022-12-07","time_filed":null,"entry_number":1,"recap_sequence_number":"2022-12-07.001","pacer_sequence_number":9,"description":"COMPLAINT against MICHAEL ALFRED, DAVID BARTHOLOMEW, CHRISTOPHER GUZOWSKI, IRIS ENERGY LIMITED, BELINDA NUCIFORA, DANIEL ROBERTS, WILLIAM ROBERTS ( Filing and Admin fee $ 402 receipt number ANJDC-13881311) with JURY DEMAND, filed by JARRYD ANTHONY MALOUF. (Attachments: # 1 Civil Cover Sheet)(PRZYBYLOWSKI, THOMAS) (Entered: 12/07/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/213610273/","id":213610273,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/66619835/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/219582533/","id":219582533,"tags":[],"absolute_url":"/docket/66619835/2/malouf-v-iris-energy-limited/","date_created":"2022-12-07T16:37:45.474897-08:00","date_modified":"2025-05-19T00:22:32.101582-07:00","sha1":"0490cfe0ce51daca346f442f6b37b795794f128f","page_count":2,"file_size":164494,"filepath_local":"recap/gov.uscourts.njd.505511/gov.uscourts.njd.505511.2.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.njd.505511/gov.uscourts.njd.505511.2.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"        Case 1:22-cv-07137-CPO-SAK                       Document 2          Filed 12/07/22     Page 1 of 2 PageID: 44\n\nAO 440 (Rev. 06/12) Summons in a Civil Action\n\n\n                                      UNITED STATES DISTRICT COURT\n                                                                   for the\n                                                          District\n                                                    __________     of New\n                                                                District ofJersey\n                                                                            __________\n\n  JARRYD ANTHONY MALOUF, Individually and on                         )\n      Behalf of All Others Similarly Situated,                       )\n                                                                     )\n                                                                     )\n                            Plaintiff(s)                             )\n                                                                     )\n                                v.                                           Civil Action No.\n                                                                     )\n   IRIS ENERGY LIMITED, DANIEL ROBERTS,                              )\n WILLIAM ROBERTS, BELINDA NUCIFORA, DAVID                            )\n  BARTHOLOMEW, CHRISTOPHER GUZOWSKI,                                 )\n            and MICHAEL ALFRED,                                      )\n                           Defendant(s)                              )\n\n                                                    SUMMONS IN A CIVIL ACTION\n\nTo: (Defendant\u2019s name and address) IRIS ENERGY LIMITED, DANIEL ROBERTS, WILLIAM ROBERTS, BELINDA\n                                           NUCIFORA, DAVID BARTHOLOMEW, CHRISTOPHER GUZOWSKI, and\n                                           MICHAEL ALFRED\n                                           c/o Cogency Global Inc.\n                                           122 E. 42nd Street, 18th Floor\n                                           New York, New York 10168\n\n\n          A lawsuit has been filed against you.\n\n         Within 21 days after service of this summons on you (not counting the day you received it) \u2014 or 60 days if you\nare the United States or a United States agency, or an officer or employee of the United States described in Fed. R. Civ.\nP. 12 (a)(2) or (3) \u2014 you must serve on the plaintiff an answer to the attached complaint or a motion under Rule 12 of\nthe Federal Rules of Civil Procedure. The answer or motion must be served on the plaintiff or plaintiff\u2019s attorney,\nwhose name and address are: Thomas H. Przybylowski\n                                           POMERANTZ LLP\n                                           600 Third Avenue, 20th Floor\n                                           New York, New York 10016\n\n\n\n       If you fail to respond, judgment by default will be entered against you for the relief demanded in the complaint.\nYou also must file your answer or motion with the court.\n\n\n\n                                                                                CLERK OF COURT\n\n\nDate:\n                                                                                          Signature of Clerk or Deputy Clerk\n\f         Case 1:22-cv-07137-CPO-SAK                       Document 2         Filed 12/07/22          Page 2 of 2 PageID: 45\n\nAO 440 (Rev. 06/12) Summons in a Civil Action (Page 2)\n\n Civil Action No.\n\n                                                     PROOF OF SERVICE\n                     (This section should not be filed with the court unless required by Fed. R. Civ. P. 4 (l))\n\n           This summons for (name of individual and title, if any)\n was received by me on (date)                                         .\n\n           u I personally served the summons on the individual at (place)\n                                                                                on (date)                             ; or\n\n           u I left the summons at the individual\u2019s residence or usual place of abode with (name)\n                                                                 , a person of suitable age and discretion who resides there,\n           on (date)                               , and mailed a copy to the individual\u2019s last known address; or\n\n           u I served the summons on (name of individual)                                                                      , who is\n            designated by law to accept service of process on behalf of (name of organization)\n                                                                                on (date)                             ; or\n\n           u I returned the summons unexecuted because                                                                              ; or\n\n           u Other (specify):\n                                                                                                                                           .\n\n\n           My fees are $                           for travel and $                  for services, for a total of $          0.00          .\n\n\n           I declare under penalty of perjury that this information is true.\n\n\n Date:\n                                                                                            Server\u2019s signature\n\n\n\n                                                                                        Printed name and title\n\n\n\n\n                                                                                            Server\u2019s address\n\n Additional information regarding attempted service, etc:\n\f","ocr_status":2,"date_upload":"2025-01-24T06:58:16.557718-08:00","document_number":"2","attachment_number":null,"pacer_doc_id":"119019331690","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Summons - Request for Issue","acms_document_guid":""}],"date_created":"2022-12-07T16:37:45.470509-08:00","date_modified":"2025-05-19T00:22:32.086766-07:00","date_filed":"2022-12-07","time_filed":null,"entry_number":2,"recap_sequence_number":"2022-12-07.002","pacer_sequence_number":12,"description":"Request for Summons to be Issued by JARRYD ANTHONY MALOUF as to MICHAEL ALFRED, DAVID BARTHOLOMEW, CHRISTOPHER GUZOWSKI, IRIS ENERGY LIMITED, BELINDA NUCIFORA, DANIEL ROBERTS, WILLIAM ROBERTS. (PRZYBYLOWSKI, THOMAS) (Entered: 12/07/2022)","tags":[]}],"entries_total":"https://www.courtlistener.com/api/rest/v4/docket-entries/?count=on&docket=66619835&page_size=40"}