Monday, December 17, 2012

Judge OKs Settlement In Temple-Inland Shareholder Suit

DECEMBER 17, 2012

Judge OKs Settlement In Temple-Inland Shareholder Suit
By Jamie Santo
Law360, Wilmington (December 17, 2012, 9:11 PM ET) -- A Delaware judge on Monday approved a settlement between Temple-Inland Inc. investors and directors, putting to rest claims stemming from International Paper Co.'s initially contentious takeover offer, which after sweetening eventually paid shareholders as much as $3.7 billion.
Vice Chancellor Donald F. Parsons Jr. signed off on the pact, which provides for full releases for the Temple-Inland's board and associated parties in exchange for two rounds of additional disclosures provided before the December 2011 shareholder vote on the deal.
The vice chancellor also endorsed an award of $750,000 in fees to the plaintiffs attorneys, finding the requested sum “reasonable” in the light of the result achieved for the investors.
Shareholders Tammy Raul and Alan Kahn brought separate suits in July 2011 accusing Temple-Inland directors of refusing to negotiate and adopting a poison-pill measure after rebuffing International Paper's $30.60-per-share offer in June 2011.
The claims of those suits, consolidated that August, were moot the following month after Temple-Inland and International Paper announced a negotiated deal that would see shareholders collect $32 per share. Investor George Buxton then filed suit demanding more information on the deal, and the further consolidated action eventually led to two rounds of financial disclosures.
The additional information, provided in a November 2011 proxy statement and a supplemental filing with the U.S. Securities and Exchange Commission, included Temple-Inland's financial projections for 2011 to 2015, information regarding the board's consideration of both strategic and financial buyers for the company and the methodology behind its acceptance of the $32-per-share deal, plaintiffs attorney Juan E. Monteverde told the court.
The information presented as a result of the settlement resulted in shareholders seeing a model of  “what we think a disclosure document should look like,” Monteverde said.
The agreement, notice of which was widely disseminated, received no objections, he said.
Counsel for the defendants, who admit no wrongdoing under the settlement, consented to the deal and presented no argument for or against it in court.
The court used its business judgment in approving the fees, said Vice Chancellor Parsons, who noted that material disclosures can result in the award of attorneys fees even in settlements with no financial component.
While the information alone likely justified an award between $500,000 and $600,000, he said, the full award was reasonable when considered with the added compensation provided to shareholders, which came in “somewhere north of $150 million.”
Though the entrenchment claims against the Temple-Inland board had been made moot by the acceptance of the renegotiated offer, he said, the claims were meritorious when filed and the defense had not contested that there was a “causal link” between the initial suit and the directors' entering into a new deal.
The buyout had a total value of approximately $4.3 billion, according to court documents, as International Paper took on some $600 million in Temple-Inland debt.
Following the deal's close in February, International Paper sold three mills for $470 million to defuse antitrust concerns, and last Thursday agreed to sell off Temple-Inland's building products manufacturing unit to Georgia-Pacific LLC in a $750 million all-cash transaction.
Shareholders are represented by Juan E. Monteverde and James P. McEvilly III of Faruqi & Faruqi LLP, Donald J. Enright of Levi & Korsinsky LLP and Jennifer Sarnelli of Gardy & Notis LLP.
Temple-Inland and its board are represented by Martin S. Lessner of Young Conaway Stargatt & Taylor LLP and William D. Savitt of Wachtell Lipton Rosen & Katz.
International Paper is represented by Daniel A. Dreisbach of Richards Layton & Finger PA and Gary W. Kubek of Debevoise & Plimpton LLP.
The consolidated case is In re: Temple-Inland Inc. Shareholders Litigation, case number 6702, in the Delaware Court of Chancery.
--Additional reporting by Lisa Uhlman and Pete Brush. Editing by Richard McVay.

Thursday, September 27, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in Securities Class Action Against American Oriental Bioengineering, Inc.

SEPTEMBER 27, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in Securities Class Action Against American Oriental Bioengineering, Inc.
On September 24, 2012, District Court Judge Stephen V. Wilson of the United States District Court for the Central District of California appointed Faruqi & Faruqi, LLP to serve as sole Lead Counsel in McGee v. American Oriental Bioengineering, Inc., Case No. 2:12-cv-05476-SVW-SHx.
For further inquiries regarding this matter, please contact Richard Gonnello at rgonnello@faruqilaw.com or (212) 983-9330.

Thursday, September 6, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in Securities Class Action Against BioSante Pharmaceuticals, Inc.

SEPTEMBER 06, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in Securities Class Action Against BioSante Pharmaceuticals, Inc.
On September 6, 2012, District Court Judge Joan B. Gottschall of the United States District Court for the Northern District of Illinois appointed Faruqi & Faruqi, LLP to serve as sole Lead Counsel in Lauria v. BioSante Pharms. Inc. et al., Case No. 12 C 0772.
For further inquiries regarding this matter, please contact Richard Gonnello at rgonnello@faruqilaw.com or (212) 983-9330.

Wednesday, September 5, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in Securities Class Action Against AEterna Zentaris Inc.

SEPTEMBER 05, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in Securities Class Action Against AEterna Zentaris Inc.
On September 5, 2012, District Court Judge P. Kevin Castel of the United States District Court for the Southern District of New York appointed Faruqi & Faruqi, LLP to serve as sole Lead Counsel in Austin v. AEterna Zentaris Inc. et al., Case No. 1:12-Civ-4711-(PKC).
For further inquiries regarding this matter, please contact Richard Gonnello at rgonnello@faruqilaw.com or (212) 983-9330 or Francis McConville at fmcconville@faruqilaw.com or (212) 983-9330.

Thursday, August 16, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in securities class action against Chelsea Therapeutics International Ltd.

AUGUST 16, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in securities class action against Chelsea Therapeutics International Ltd.
On August 16, 2012, District Court Judge Max O. Cogburn, Jr. of the United States District Court for the Western District of North Carolina appointed Faruqi & Faruqi, LLP to serve as sole Lead Counsel in McIntyre v. Chelsea Therapeutics International, Ltd., et al., Case No. 3:12-CV-213-MOC-DCK.
For further inquiries regarding this matter, please contact Richard Gonnello at rgonnello@faruqilaw.com or (212) 983-9330 or Francis McConville at fmcconville@faruqilaw.com or (212) 983-9330.

Wednesday, August 1, 2012

Court Appoints Faruqi & Faruqi, LLP Co-Lead Class Counsel in In Re: Eastman Kodak ERISA Litigation

AUGUST 01, 2012

Court Appoints Faruqi & Faruqi, LLP Co-Lead Class Counsel in In Re: Eastman Kodak ERISA Litigation
On August 1, 2012, the District Court for the Western District of New York entered an order appointing Faruqi & Faruqi, LLP as Interim Co-Lead Class Counsel for the proposed class of plan participants enrolled in Eastman Kodak’s Savings and Investment Plan and/or the Kodak Employee Stock Ownership Plan.  In determining which of the competing firms to appoint as Interim Co-Lead Counsel, the Court found that Faruqi & Faruqi, LLP and its co-lead counsel would best represent the interests of the class.
For further inquiries please contact Jerry Wells at (215) 277-5770 or jwells@faruqilaw.com.

Tuesday, July 31, 2012

Court certifies class in securities class action against Matrixx Initiatives, Inc.

JULY 31, 2012

Court certifies class in securities class action against Matrixx Initiatives, Inc.
On July 31, 2012, Chief District Court Roslyn O. Silver of the United States District Court for the District of Arizona appointed Faruqi & Faruqi, LLP Co-Class Counsel and certified the class in Shapiro v. Matrixx Initiatives, Inc., et al., Case No. CV-09-01479-PHX-ROS.
The Court certified the Class as:
All persons and entities who purchased or otherwise acquired the publicly traded common stock of Matrixx Initiatives, Inc. from December 22, 2007 through June 15, 2009, inclusive, and who were damaged thereby.  Excluded from the Class are Defendants and their respective officers, affiliates and directors, members of their immediate families and their legal representative, heirs, successors or assigns of any such excluded party and any entity in which Defendants have or had a controlling interest.
For further inquiries regarding this matter, please contact Richard Gonnello at rgonnello@faruqilaw.com or (212) 983-9330 or Francis McConville at fmcconville@faruqilaw.com or (212) 983-9330.

Monday, May 21, 2012

Faruqi & Faruqi, LLP Achieves Settlement Containing Price Increase for Cogent Shareholders

MAY 21, 2012

Faruqi & Faruqi, LLP Achieves Settlement Containing Price Increase for Cogent Shareholders
On May 21, 2012, the parties to the litigation in In Re Cogent, Inc. Shareholders Litigation, Consolidated C.A. No. 5780-VCP, in the Delaware Chancery Court reached a settlement after two years of hotly contested litigation.  The settlement, subject to court approval, will pay $1.9 million to shareholders and is an excellent result for the class.  The action stemmed from the breaches of fiduciary duties to Cogent, Inc. (“Cogent”) shareholders in connection with the acceptance of 3M Company’s inadequate $10.50 per share offer for Cogent stock.
For further inquiries please contact Juan E. Monteverde at (212) 983-9330 or jmonteverde@faruqilaw.com.

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Thursday, April 19, 2012

Court Appoints Faruqi & Faruqi, LLP Interim Class Counsel in Dei Rossi v. Whirlpool Corp., et al.

APRIL 19, 2012

Court Appoints Faruqi & Faruqi, LLP Interim Class Counsel in Dei Rossi v. Whirlpool Corp., et al.
On April 19, 2012, Judge John A. Mendez of the United States District Court for the Eastern District of California appointed Faruqi & Faruqi, LLP to serve as Co-Lead Interim Class Counsel in Dei Rossi v. Whirlpool Corp., et al., Case No. 2:12-cv-00125-JAM-JFM, to represent a proposed nationwide class of persons who purchased mislabeled KitchenAid refrigerators from Whirlpool Corporation, Best Buy, and other retailers.
The lawsuit alleges that Whirlpool and others misrepresented the energy efficiency of KitchenAid refrigerators by promoting them as ENERGY STAR-qualified and labeling them with the ENERGY STAR logo. In fact, the refrigerators do not meet the ENERGY STAR standards for energy efficiency and consume significantly more energy than the label states.
For further inquiries regarding this matter, please contact Antonio Vozzolo at avozzolo@faruqilaw.com or (212) 983-9330.

Thursday, April 5, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in In re China Organic Securities Litigation

APRIL 05, 2012

Court Appoints Faruqi & Faruqi, LLP Lead Counsel in In re China Organic Securities Litigation
On April 4, 2012, District Court Judge Leonard B. Sand of the United States District Court for the Southern District of New York appointed Faruqi & Faruqi, LLP to serve as sole Lead Counsel in In re China Organic Securities Litigation, Case No. 1:11-cv-08623-LBS.
For further inquiries regarding this matter, please contact Richard Gonnello at rgonnello@faruqilaw.com or (212) 983-9330 or Francis McConville at fmcconville@faruqilaw.com or (212) 983-9330.

Friday, March 30, 2012

Dynegy Coal Deal Flak Buried Stock, Investors Claim

MARCH 30, 2012

Dynegy Coal Deal Flak Buried Stock, Investors Claim
By Max Stendahl
Law360, New York (March 30, 2012, 12:06 PM ET) -- Dynegy Inc. investors lashed out again Wednesday at the power company’s $1.7 billion prebankruptcy restructuring, alleging in a putative class action in New York that controversy surrounding a coal asset transfer caused “devastating” stock losses.
Shareholder Charles Silsby’s complaint in federal court also targets billionaire investor and major Dynegy equity holder Carl Icahn. Dynegy purchased coal-fired and gas-powered facilities from Dynegy Holdings LLC in September, shortly before placing the holding company into bankruptcy as part of a pact with investors to sort out more than $4 billion in debt.
Dynegy creditors have since pilloried the coal transfer, contending it illegally allowed top shareholders like Icahn to jump ahead of them in bankruptcy court. As part of the transfer, Dynegy received a financial instrument called an undertaking that was later valued at $1.25 billion, a figure the creditors assert was too high.
Two weeks after the transfer, Dynegy’s stock priced in at nearly $6 per share, according to the suit. But on March 9, an examiner tapped by Dynegy Holdings’ bankruptcy judge to probe the transfer issued a scathing report deeming it fraudulent.
News of the report sent Dynegy’s stock tumbling to 76 cents per share, victimizing “unsuspecting” investors like Silsby, according to the complaint.
Public statements Dynegy made after striking the so-called CoalCo deal proved misleading in light of the report's findings, meaning Dynegy stock had been trading at artificially high levels, the suit alleges.
“Throughout the class period, defendants failed to disclose that Dynegy’s wholly owned subsidiary fraudulently transferred direct ownership in one of Dynegy’s indirectly owned subsidiaries directly to Dynegy,” the complaint said, referring to CoalCo.
Dynegy CEO Robert C. Flexon and chief financial officer Clint C. Freeland are also named as defendants in the suit, which seeks to represent hundreds of Dynegy stockholders.
Katy Sullivan, a Dynegy representative, declined Friday to comment.
Critics of the coal transfer, including examiner Susheel Kirpalani of Quinn Emanuel Urquhart & Sullivan LLP, claim it gave Dynegy valuable assets and the opportunity to use them as a vehicle for exchanging Dynegy Holdings outstanding bonds for structurally senior bonds at a discount.
Dynegy publicly rebuked Kirpalani’s report a week after its release, calling it “an advocacy piece” that attacked the deal without sufficient evidence. The report was based on thousands of hours of interviews with nondebtor parties, but less than eight hours of interviews with top Dynegy executives, the company said in a March 16 court filing.
Dynegy also rebutted claims that Dynegy Holdings was insolvent at the time of the transfer, a major point of contention among disgruntled creditors. The company said the unit then had more than $1 billion in liquidity, about $570 million in market capitalization and a bright financial future.
Dynegy and its creditors are scheduled to meet in bankruptcy court April 4 to provide a progress report on court-ordered mediation overseen by Kirpalani.
Silsby is represented by Richard W. Gonnello of Faruqi & Faruqi LLP.
Counsel information for the defendants was not immediately available.
The case is Silsby v. Icahn et al., case number 12-cv-02307, in the U.S. District Court for the Southern District of New York.
--Additional reporting by Lisa Uhlman and Carolina Bolado. Editing by Eydie Cubarrubia.
All Content © 2003-2012, Portfolio Media, Inc.

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Tuesday, February 21, 2012

Court Appoints Faruqi & Faruqi, LLP Interim Class Counsel in Dzielak v. Whirlpool Corporation, et al.

FEBRUARY 21, 2012

Court Appoints Faruqi & Faruqi, LLP Interim Class Counsel in Dzielak v. Whirlpool Corporation, et al.
On February 21, 2012, Judge Stanley R. Chesler of the United States District Court for the District of New Jersey appointed Faruqi & Faruqi, LLP to serve as Interim Class Counsel in Dzielak v. Whirlpool Corporation, et al., Case No. 12-CIV-0089 (SRC)(MAS), to represent a proposed nationwide class of persons who purchased mislabeled Maytag brand washing machines from Whirlpool Company, Lowe’s Companies, Inc. and Sears Holdings Corporation.
The lawsuit alleges that Whirlpool, Lowe’s and Sears misrepresented the energy efficiency of certain washing machines by promoting them as ENERGY STAR-qualified and labeling them with the ENERGY STAR logo. In fact, the washing machines do not meet the ENERGY STAR standards for energy efficiency and consume significantly more energy than the label states.
For further inquiries regarding this matter, please contact Antonio Vozzolo at avozzolo@faruqilaw.com or (212) 983-9330.

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Tuesday, January 31, 2012

Stock Drop ERISA Case Develops For Kodak Execs

JANUARY 31, 2012

Stock Drop ERISA Case Develops For Kodak Execs
By Evan Weinberger
Law360, New York (January 31, 2012, 1:22 PM ET) -- An Eastman Kodak Co. employee on Friday launched a purported class action alleging the bankrupt photography icon's top executives and directors allowed employee benefit plans to invest in the company's stock even as it careened toward its Chapter 11 filing.
In a complaint filed in federal court in Rochester, N.Y., Kodak employee Mark Gedek alleged that the company's President and CEO Antonio M. Perez, Chief Financial Officer Antoinette P. McCorvey, several other top executives and the entire board of directors had breached their fiduciary duties to workers by allowing the Eastman Kodak Employees’ Savings And Investment Plan and the Kodak Employee Stock Ownership Plan to purchase company stock even as they knew it was not a prudent investment.
“Their fiduciary duties notwithstanding, defendants failed to protect the plans’ participants’ retirement savings from being imprudently invested in company stock, and as a result, the plans, and ultimately their participants, suffered losses,” the complaint said. “A prudent fiduciary facing similar circumstances would not have stood idly by as the plans lost tens of millions of dollars.”
Kodak, a onetime photography giant, filed for Chapter 11 bankruptcy protection Jan. 19 after failing to sell some of its digital patents and stem the ballooning losses that have long plagued the trailblazer. The move came after Kodak's ongoing struggle to right itself in the face of intense competition from new technologies.
The company had been refashioning itself since at least 2008, focusing more on its digital and commercial offerings and winnowing its film and consumer products.
According to the complaint, Perez, McCorvey and the other defendants were in breach of their fiduciary duties under the Employee Retirement Income Security Act because they continued to purchase Kodak stock even as the company's share price, and revenues, plummeted.
Kodak's stock has lost 99 percent of its value since 1999, the complaint said.
The stock, once valued at more than $80 per share, was hovering around the $1 mark as of November 2011. Once a component of the Dow Jones Industrial Average and traded on the New York Stock Exchange, Kodak shares began trading on the over-the-counter pink sheets in January, just before the bankruptcy filing, the complaint said.
The collapsing stock price did not stop fiduciaries of the two employee benefit plans from investing in the company stock. As of Dec. 30, 2010, the plans held more than $30.2 million in Kodak stock, the complaint said.
The company's executives and directors held more than 4.2 million shares, or well over 1 percent, of the total employee take of Kodak stock, representing a potential conflict of interest, the complaint said.
The complaint lists a proposed class period ranging from Jan. 1, 2010, to Jan. 27, 2011, the date the complaint was filed.
Kodak said the complaint was "without merit."
"We will defend vigorously against it," said company spokesman Christopher K. Veronda.
Counsel for the plaintiffs could not immediately be reached for comment.
Gedek and the purported class is represented by Nadeem Faruqi, Jacob A. Goldberg, Gerald D. Wells III and Robert Gray of Faruqi & Faruqi LLP.
The case is Gedek v. Perez et al., case number 6:12-cv-06051, in the U.S. District Court for the Western District of New York.
--Additional reporting by Hilary Russ. Editing by Kat Laskowski.

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Wednesday, January 18, 2012

Court Appoints Faruqi & Faruqi, LLP Class Counsel in Bates v. Kashi Co., et. al

JANUARY 18, 2012

Court Appoints Faruqi & Faruqi, LLP Class Counsel in Bates v. Kashi Co., et al.
On January 18, 2012, Judge Marilyn L. Huff of the United States District Court for the Southern District of California appointed Faruqi & Faruqi, LLP to serve as Interim Class Counsel in Bates v. Kashi Co., et al., Case No. 11-CV-1967-H (BGS) to represent a proposed nationwide class of purchasers of Kashi products that were labeled as “all natural,” yet contained artificial and synthetic ingredients.
For further inquiries regarding this matter, please contact Vahn Alexander at valexander@faruqilaw.com or (424) 256-2884.

Tuesday, January 3, 2012

Court Appoints Faruqi & Faruqi, LLP Interim Class Counsel in Avram v. Samsung Electronics America, Inc. et al.

JANUARY 03, 2012

Court Appoints Faruqi & Faruqi, LLP Interim Class Counsel in Avram v. Samsung Electronics America, Inc., et al.
On January 3, 2012, Judge Stanley R. Chesler of the United States District Court for the District of New Jersey appointed Faruqi & Faruqi, LLP to serve as Interim Class Counsel in Avram v. Samsung Electronics America, Inc., et al., Case No. 11-CIV-6973 (SRC)(MAS), to represent a proposed nationwide class of persons who purchased mislabeled refrigerators from Samsung Electronics America, Inc. and Lowe's Companies, Inc.
The lawsuit alleges that Samsung and Lowe's misrepresented the energy efficiency of certain refrigerators by promoting them as ENERGY STAR-qualified and labeling them with the ENERGY STAR logo. In fact, the refrigerators do not meet the ENERGY STAR standards for energy efficiency and consume significantly more energy than the label states.
For further inquiries regarding this matter, please contact Antonio Vozzolo at avozzolo@faruqilaw.com or (212) 983-9330.