Sunday, November 12, 2006

Settlements, Dismissals, and Newly Filed Complaints, Oh My

This will be the first of a series of quick posts cleaning out the overflowing "to blog about" folder. Settles Securities Class Action Inc. (NASDAQ: MAMA) announced last week that it has entered into an agreement to settle the class action securities litigation pending against the company and certain officers and directors in the United States District Court for the Southern District of New York before Judge Harold Baer, Jr.

The settlement is valued at $3.15 million, $2.5 million of which will be paid by the company's insurance carrier and $650,000 from the company.

Five individuals are lead plaintiffs and Cohen, Milstein, Hausfeld & Toll, P.L.L.C. and Milberg Weiss Bershad & Schulman LLP are lead counsel in the litigation.

A copy of the consolidated amended complaint can be found here.

This blog previously discussed the litigation here.

Barrier Therapeutics Litigation Voluntarily Dismissed

Last week, Barrier Therapeutics, Inc. (NASDAQ: BTRX) announced that the putative securities class action lawsuit filed against the company, certain of its officers and certain of the underwriters for the company's 2004 initial public offering and 2005 secondary offering has been voluntarily dismissed, in its entirety and with prejudice, by the lead plaintiffs' counsel.

The Barrier litigation was pending in the United States District Court for the District of New Jersey before Judge Joel A. Pisano.

Five individuals were appointed lead plaintiffs by the Court and Lerach Coughlin Stoia Geller Rudman & Robbins LLP and the Rosen Law Firm P.A. were appointed co-lead counsel.

According to the release, lead counsel submitted the stipulation of dismissal "without any payment by the company or any of the defendants to the plaintiffs or their counsel. The company expects the court to enter an order with respect to the submission promptly."

Intergraph Settles Merger-Related Class Actions

Also last week, Intergraph Corporation (NASDAQ: INGR) announced that Intergraph and the other named defendants have entered into a memorandum of understanding with plaintiffs' counsel to settle two purported class action lawsuits pending in the Chancery Court for the State of Delaware in and for New Castle County that have been filed in connection with the proposed acquisition of Intergraph by an entity primarily owned by entities affiliated with Hellman & Friedman LLC and Texas Pacific Group.

Under the terms of the settlement, Intergraph has agreed to provide additional information to shareholders in order to supplement the proxy statement that was previously provided to Intergraph's shareholders in connection with the special meeting of stockholders concerning the proposed merger as to the following matters, among others:
  • Projected financial information considered by Intergraph's Board of Directors;
  • Certain intellectual property litigation updates; and
  • Certain of Intergraph's non-core assets, including real estate and an equity investment in Bentley Systems, Inc.
Additionally, Intergraph has agreed to pay the legal fees and expenses of plaintiffs' counsel, subject to the approval by the court.

Gateway Announces the Filing of a Derivative Complaint

According to this 10-Q filed by Gateway, Inc. (NYSE: GTW), a derivative lawsuit was filed in Orange County (California) Superior Court against the individual members of Gateway's board of directors and Gateway (as a nominal defendant) alleging that the board members breached their fiduciary duties in connection with the Gateway's September 1, 2006 announcement that it had rejected an earlier offer by shareholder Lap Shun "John" Hui to acquire Gateway's retail operations for approximately $450 million.

A review of the docket reveals that the plaintiff is represented by the Johnson Law Firm and the defendants are represented by Sheppard, Mullin, Richter & Hampton LLP. According to his bio, name partner Frank J. Johnson is a former partner at Sheppard Mullin.

Daily Trivia: Gateway's famous corporate symbol - the black and white cows, are both real, and were chosen for a reason other than whimsy. According to this 1996 annual report, the three official mascots are Holstein cows named Bonnie, Hanako and Colleen that joined Gateway in 1996. Gateway was founded in 1985, which was the Chinese Year of the Cow.

1 comment:

Pro Se Thought said...

Does Intergraph have to disclose all their lawsuits to shareholders? I have a lawsuit against Intergraph but I haven't seen any mention of it yet to shareholders. Where do you get your news about their lawsuits from? The media here is very hush hush about my lawsuit.