/raid1/www/Hosts/bankrupt/CAR_Public/080915.mbx
C L A S S A C T I O N R E P O R T E R
Monday, September 15, 2008, Vol. 10, No. 183
Headlines
AIG: Parties Reach $115MM Deal in Derivative Shareholder Lawsuit
APPLEBEE'S INTERNATIONAL: Kansas Lawsuit Calls Diet Menu a Fraud
ASTORIA FINANCIAL: Opposes Intervention Bid in "McAnaney" Suit
BLACKSTONE GROUP: Faces Consolidated Antitrust Lawsuit in Mass.
BLACKSTONE GROUP: Faces Several Lawsuits in N.Y. Over 2007 IPO
CINTAS CORP: UNITE HERE to Pay at Least $5 Mln. in Unpaid Wages
CIT GROUP: Runs Ponzi Scheme, N.Y. SSH Derivative Suit Alleges
CITIMORTGAGE INC: Sued in Ill. Over Excessive Interest Charges
DRUG COS: Proposed Settlement Provides Consumers With Money Back
EPIQ SYSTEMS: Faces Kansas Suit Over Alleged Stock Manipulation
GENERAL MOTORS: Dex-Cool Settlement Claimants Has 6 More Weeks
GEO GROUP: Faces Suit in Pa. Over Strip-Search Policy at Jails
KRAFT FOODS: Workers in Labor Code Violations Suit May Settle
MASSBANK CORP: Settles Mass. Suit Over Eastern Bank Merger Deal
MBIA INC: Faces Consolidated Securities Fraud Suit in New York
MBIA INC: No Hearing Set for Securities Suit Dismissal Appeal
MET-RX USA: California Court Dismisses Pro-hormone Lawsuit
MET-RX USA: N.J. Suit Over Prohormone Supplements Remains Stayed
NORTHSTAR EDUCATION: Faces Michigan Suit Over Breach of Contract
PERINI CORP: Amended Complaint Filed in Tutor-Saliba Merger Suit
PETROLEUM DEV'T: Parties in Royalties Lawsuit Begin Mediation
POMEROY IT: Faces Amended Suit Over Stock Acquisition Proposal
PREMIERE GLOBAL: Calif. Court Considers Approving "Gibson" Deal
REXALL SUNDOWN: Calif. Lawsuit Over Nutrition Bars Still Stayed
ROSENTHAL COLLINS: Texas Suit Alleges $29-Million Customer Fraud
SEMGROUP: Lead Plaintiff Application Deadline Is On Sept. 19
STEWART INFORMATION: Faces N.Y. Title Insurance Antitrust Suits
THIRD FEDERAL: To Appeal "Greenspan" Ruling to Ohio High Court
New Securities Fraud Cases
HANSEN NATURAL: Coughlin Stoia Files Calif. Securities Lawsuit
NVIDIA CORP: Brower Piven Files Securities Fraud Suit in Calif.
PERINI CORP: Schiffrin Barroway Files Mass Securities Fraud Suit
SSGA INTERMEDIATE: Coughlin Stoia Files N.Y. Securities Lawsuit
*********
AIG: Parties Reach $115MM Deal in Derivative Shareholder Lawsuit
----------------------------------------------------------------
After six years of litigation with trial scheduled to start
today, September 15, leading shareholder and corporate
governance law firm Grant & Eisenhofer has reached a
$115-million settlement on behalf of AIG with the insurer's
former Chairman and CEO Maurice "Hank" Greenberg and three other
former AIG executives who were accused of conducting an extended
series of transactions expressly engineered to siphon money away
from the company and into private affiliates they controlled.
The recovery, which includes a $29.5-million payment from
Mr. Greenberg and the other individual-defendants, is the
largest settlement of a derivative suit in Delaware Court of
Chancery, more than doubling a $50-million settlement in a case
on behalf of Hollinger International in 2006.
In addition to Mr. Greenberg, payments will be made from AIG's
former Chief Financial Officer Howard Smith, along with the
company's former Vice Chairman of Investments Edward Matthews
and former Vice Chairman of Insurance Thomas Tizzio. All four
men had also been executives of C.V. Starr & Co., a privately-
held AIG affiliate controlled by Mr. Greenberg and other AIG
executives.
The remaining $85.5 million will be covered by director's &
officer's liability insurance.
The action, brought in 2002 by the Teachers' Retirement System
of Louisiana, alleged that Mr. Greenberg and other AIG
executives and directors breached their fiduciary duties by
directing insurance business worth hundreds of millions of
dollars in commissions to C.V. Starr, despite the fact that AIG
could easily have generated the business for itself -- and in
fact, had been doing so.
During the discovery phase of the litigation, it was also
revealed that Starr had been using AIG employees and other AIG
resources to perform extensive work for which AIG was paying
Starr commissions.
Starr and its affiliates, currently run by Mr. Greenberg and
other former AIG executives, are AIG's largest shareholder.
When the lawsuit was first brought, Starr had regularly awarded
tens of millions of dollars in compensation to AIG executives
and served as a long-term incentive pool for top AIG executives
and employees. The plaintiffs had alleged that the resulting
self-dealing created a massive compensation pool for this small
coterie of beneficiaries. Remarkably, Mr. Greenberg, while not
denying this charge, claimed that the executive compensation
paid by Starr actually created a benefit to AIG by reducing the
amount of compensation that AIG had to pay these executives.
When the case began six years ago, Mr. Greenberg was still
firmly in charge at AIG and was widely regarded as one of the
world's most powerful business leaders. The global insurance
and financial services giant fought the complaint until 2005,
when Mr. Greenberg left AIG under a cloud of suspicion and the
company was forced to issue large restatements of its public
financials. In late 2005, AIG acknowledged the strength of the
derivative suit, and withdrew its motion to dismiss the case.
As the litigation proceeded, Grant & Eisenhofer attorneys
deposed Mr. Greenberg for three days, and were prepared for an
eight-day trial before Vice Chancellor Leo E. Strine, Jr. to
begin this week. Grant & Eisenhofer had also filed a series of
motions challenging the methodology and reliability of the
defendants' experts who were set to testify at the trial. In
the face of that risk, the defendants agreed to the $115-million
settlement.
"This is a hugely important settlement for shareholders, one
that not only returns some of C.V. Starr's ill-gotten profits to
AIG shareholders, but also advances critical corporate
governance goals," said Stuart Grant, managing partner at Grant
& Eisenhofer and lead counsel to plaintiffs.
Maureen Westgard, Director of Teachers' Retirement System of
Louisiana, noted that the combined efforts of Grant & Eisenhofer
and TRSL not only achieved a record settlement amount but also
advanced key corporate governance goals that are highly valued
by institutional shareholders. Ms. Westgard noted that the
settlement's requirement that the defendants personally pay more
than 25% of the total amount makes clear that shareholders will
not countenance self-dealing transactions by the company's
fiduciaries.
In addition to Mr. Grant, the G&E Trial Team consisted of Grant
& Eisenhofer partner Cynthia Calder, senior counsel Jennifer
Heisinger and associates Catherine Pratinakis and David Straite.
APPLEBEE'S INTERNATIONAL: Kansas Lawsuit Calls Diet Menu a Fraud
----------------------------------------------------------------
A lawsuit filed in federal court in Kansas City, Kan., accuses
Applebee's International of causing consumers to unwittingly
consume higher-than-advertised fat and calories by mislabeling
its Weight Watchers menu items.
The racketeering lawsuit, which also names Applebee's parent
company, DineEquity of Glendale, Calif., and Weight Watchers
International of New York, seeks class-action certification.
Among the counts listed in the lawsuit are fraud, unjust
enrichment and civil conspiracy.
It alleges that Applebee's, DineEquity and Weight Watchers have
perpetuated fraud on consumers, including the lead plaintiff,
Antonio Fidelis Valiente of Bethesda, Md.
A similar legal complaint by Mr. Valiente was filed in June in
federal court in Los Angeles but has been withdrawn. Another
lawsuit filed in June against Applebee's and other restaurant
chains made similar allegations but has also been withdrawn.
It's unclear whether it has been refiled in another
jurisdiction.
The complaint said that as obesity has become a growing problem
in the U.S. and as people have sought ways to control their fat
and caloric intake, restaurant chains, including Applebee's,
have "lied to and taken advantage" of those consumers.
For instance, the suit says, Applebee's Weight Watchers Cajun
Lime Tilapia is advertised as having 6 grams of fat and 310
calories, but when tested was found to actually contain more
than twice as much fat (14.3 grams) and 25 percent more calories
(401) than advertised.
DineEquity could not be reached for comment, but when the suit
was filed in June in California, a company spokesman said
DineEquity does not comment on pending litigation.
According to the complaint, Mr. Valiente has eaten at Applebee's
restaurants in the Miami, Boston, Nashville, Tenn., and
Washington areas at least 25 times since the casual dining chain
teamed up with Weight Watchers beginning in 2004.
No phone number could be found for Mr. Valiente, but a release
put out by a law firm listed on the suit says that Mr. Valiente
had been a loyal Applebee's customer for years because of its
Weight Watchers menu.
"If I had known the truth," Mr. Valiente said, "I never would
have eaten at Applebee's."
The suit asks for unspecified damages, including that Applebee's
and Weight Watchers should be required to disgorge to the
plaintiffs any profits it made from selling the fraudulent menu
items.
Applebee's International, Inc., develops, franchises and
operates 1,942 casual dining restaurants under the Applebee's
Neighborhood Grill & Bar name worldwide. The Company is based
in Overland Park, Kans.
ASTORIA FINANCIAL: Opposes Intervention Bid in "McAnaney" Suit
--------------------------------------------------------------
Astoria Financial Corp. is opposing a motion to intervene or
substitute plaintiff filed in connection with a lawsuit against
the company over mortgage loan preparation fees that are time-
barred.
David McAnaney and Carolyn McAnaney, individually and on behalf
of all others similarly situated, filed the lawsuit in 2004
against Astoria Financial and other defendants before the U.S.
District Court for the Eastern District of New York. The suit
is claiming that the company's charging of attorney document
preparation fees, recording fees, and facsimile fees for
mortgage loans violate state laws.
The action, commenced as a punitive class action suit, alleges
that in connection with the satisfaction of certain mortgage
loans made by Astoria Federal, The Long Island Savings Bank,
FSB, which was acquired by Astoria Federal in 1998, and their
related entities, customers were charged attorney document
preparation fees, recording fees and facsimile fees allegedly in
violation of:
-- the federal Truth in Lending Act,
-- the Real Estate Settlement Procedures Act,
-- the Fair Debt Collection Act, and
-- the New York State Deceptive Practices Act
The suit also alleges unjust enrichment and common law fraud.
Astoria Federal previously moved to dismiss the amended
complaint, which motion was granted in part and denied in part
-- dismissing only the claims based on violations of RESPA and
FDCA. The court further determined that class certification
would be considered prior to considering summary judgment.
On Sept. 19, 2006, the court granted the plaintiffs' motion for
class certification. Astoria Federal has denied the claims set
forth in the complaint.
Both the company and the plaintiffs have filed motions for
summary judgment.
The District Court, on Sept. 12, 2007, granted the company's
motion for summary judgment on the basis that all named
plaintiffs' Truth in Lending claims are time-barred.
All other aspects of the plaintiffs' and the defendant's motions
for summary judgment were dismissed without prejudice.
The court found the named plaintiffs to be inadequate class
representatives and provided their counsel an opportunity to
submit a motion for the substitution or intervention of new
named plaintiffs.
The plaintiffs' counsel filed a motion with the District Court
for partial reconsideration of its decision. The District
Court, by order dated Jan. 25, 2008, granted the plaintiffs'
motion for partial reconsideration and again determined that all
named plaintiffs' Truth in Lending claims are time-barred. They
subsequently submitted a motion to intervene or substitute
plaintiff proposing a single substitute plaintiff.
On April 18, 2008, the company filed with the District Court its
opposition to the motion to intervene.
The company reported no further development in the matter in its
Aug. 8, 2008 Form 10-Q filing with the U.S. Securities and
Exchange Commission for the quarter ended June 30, 2008.
The suit is "McAnaney et al. v. Astoria Financial Corp. et al.,
Case No. 2:04-cv-01101-JFB-WDW," filed before the U.S. District
Court for the Eastern District of New York, Judge Joseph F.
Bianco, presiding.
Representing the plaintiffs are:
G. Oliver Koppell, Esq. (okoppell@koppellaw.com)
99 Park Avenue, Suite 800
New York, NY 10016
Phone: 212-368-0400
Fax: 212-973-9494
- and -
Joseph S. Tusa, Esq. (joseph@whalen-tusa.com)
Whalen & Tusa, P.C.
90 Park Avenue
New York, NY 10016
Phone: 212-786-7377
Fax: 212-658-9685
Representing the defendants is:
Alfred W.J. Marks, Esq. (awjmarks@dbh.com)
Day, Berry & Howard, LLP
875 Third Avenue, 28th Floor
New York, NY 10022
Phone: 212-829-3634
Fax: 212-829-3601
BLACKSTONE GROUP: Faces Consolidated Antitrust Lawsuit in Mass.
---------------------------------------------------------------
The Blackstone Group L.P. is facing a consolidated antitrust
lawsuit in the U.S. District Court for the District of
Massachusetts over private equity services, according to the
company's Aug. 8, 2008 Form 10-Q filing with the U.S. Securities
and Exchange Commission for the quarter ended June 30, 2008.
In December 2007, a purported class of shareholders in public
companies acquired by one or more private equity firms filed a
lawsuit against 16 private equity firms and investment banks,
including The Blackstone Group L.P., in the U.S. District Court
for the District of Massachusetts.
The suit alleges that from mid-2003, the defendants have
violated antitrust laws by allegedly conspiring to rig bids,
restrict the supply of private equity financing, fix the prices
for target companies at artificially low levels, and divide up
an alleged market for private equity services for leveraged
buyouts.
The suit seeks injunctive relief on behalf of all persons who
sold securities to any of the defendants in leveraged buyout
transactions.
The complaint also includes three purported sub-classes of
plaintiffs seeking damages and restitution and comprised of
shareholders of three companies, including one purchased by an
investor group that included one of the company's private equity
funds.
In February 2008, a virtually identical lawsuit was filed in the
same court by a purported class of shareholders of the one
company referred to in the preceding sentence that was purchased
by an investor group that included one of Blackstone's private
equity funds. This suit was subsequently consolidated with the
previous case.
In July 2008, the plaintiffs filed an amended complaint, which
added two more purported subclasses of plaintiffs seeking
damages and restitution and comprised of shareholders of two
additional companies, including one purchased by an investor
group that included one of our private equity funds.
The Blackstone Group L.P. -- http://www.blackstone.com/-- is a
global alternative asset manager and provider of financial
advisory services. It is an independent alternative asset
manager with assets under management of $102.43 billion, as of
Dec. 31, 2007. Its alternative asset management businesses
include the management of corporate private equity funds, real
estate funds, funds of hedge funds, mezzanine funds, senior debt
vehicles, hedge funds and closed-end mutual funds. The company
also provides various financial advisory services, including
corporate and mergers and acquisitions advisory, restructuring
and reorganization advisory, and fund placement services. It
operates in four business segments, including Corporate Private
Equity, Real Estate, Marketable Alternative Asset Management and
Financial Advisory. On March 3, 2008, the company acquired GSO
Capital Partners LP and certain of its affiliates.
BLACKSTONE GROUP: Faces Several Lawsuits in N.Y. Over 2007 IPO
--------------------------------------------------------------
The Blackstone Group L.P. is facing several purported class-
action lawsuits in the U.S. District Court for the Southern
District of New York
In April and May 2008, four substantially identical complaints
were brought before the U.S. District Court for the Southern
District of New York against Blackstone; its chairman and chief
executive officer, Stephen A. Schwarzman; and its chief
financial officer, Michael A. Puglisi.
These suits purport to be class actions on behalf of purchasers
of Blackstone common units in the company's June 21, 2007,
initial public offering and claim that the prospectus for the
initial public offering was false and misleading for failing to
disclose that certain investments made by Blackstone private
equity funds were performing poorly at the time of the initial
public offering and were materially impaired.
The company reported no development regarding the cases in its
Aug. 8, 2008 Form 10-Q filing with the U.S. Securities and
Exchange Commission for the quarter ended June 30, 2008.
The Blackstone Group L.P. -- http://www.blackstone.com/-- is a
global alternative asset manager and provider of financial
advisory services. It is an independent alternative asset
manager with assets under management of $102.43 billion, as of
Dec. 31, 2007. Its alternative asset management businesses
include the management of corporate private equity funds, real
estate funds, funds of hedge funds, mezzanine funds, senior debt
vehicles, hedge funds and closed-end mutual funds. The company
also provides various financial advisory services, including
corporate and mergers and acquisitions advisory, restructuring
and reorganization advisory, and fund placement services. It
operates in four business segments, including Corporate Private
Equity, Real Estate, Marketable Alternative Asset Management and
Financial Advisory. On March 3, 2008, the company acquired GSO
Capital Partners LP and certain of its affiliates.
CINTAS CORP: UNITE HERE to Pay at Least $5 Mln. in Unpaid Wages
---------------------------------------------------------------
A federal appeals court in Philadelphia has ruled in favor of
approximately 2,000 Cintas employee-partners who filed a class-
action lawsuit against UNITE HERE for unlawfully violating their
rights under the federal Driver's Privacy Protection Act.
The decision issued on September 9, 2008, by the U.S. Court of
Appeals for the Third Circuit upholds a lower court's findings
that the union illegally obtained the license plate numbers from
employee-partners working at Cintas Corporation's Emmaus, PA
facility -- as well as some of their friends and family members
-- in order to access home addresses and other personal
information. The information was then used as part of the
union's organizing efforts.
The court imposed a minimum of $5 million in damages, which will
be divided among the plaintiffs, plus attorneys' fees.
The appellate court also raised the possibility that the
$5-million award against the union could be higher. First, the
appellate court ruled that the union could be held liable for
additional damages arising out of the union's multiple uses of
personal information. Second, the appellate court reversed the
district court's denial of punitive damages and sent that matter
back for further determination. This could result in millions
of dollars more in damages, if successful.
"The ruling is a victory -- not only for the rights of Cintas
employee-partners whose rights were clearly violated as part of
the union's organizing campaign -- but for all persons whose
personal information is obtained through illegal tactics," said
Paul Rosen, Esq., who represented Cintas employee-partners
during the proceedings.
There were also thousands of names illegally obtained by the
union that were not Cintas employees.
The lawsuit was originally filed in June 2004 after union
organizers began showing up uninvited at the homes of Cintas
employee-partners in Pennsylvania.
The 2,000 plaintiffs, who will receive millions of dollars
because of the union's illegal tactics, are among the very group
that UNITE HERE has targeted as part of its 5-year-old
organizing campaign against Cintas.
This is the second multi-million dollar decision rendered
against UNITE HERE related to its organizing tactics. In 2006,
a unanimous jury in Northern California found that UNITE HERE
had defamed Sutter Health and its affiliated hospitals during
another organizing campaign, and the union was ordered to pay
over $17 million in damages.
Workers at Cintas Corporation began organizing with UNITE HERE
and the Teamsters in 2003.
UNITE HERE -- http://www.uniformjustice.org/-- represents more
nearly half a million workers in the United States and Canada,
including more than 40,000 in the laundry industry.
CIT GROUP: Runs Ponzi Scheme, N.Y. SSH Derivative Suit Alleges
--------------------------------------------------------------
CIT Group Inc. (NYSE: CIT) is facing a derivative lawsuit in New
York County Court accusing CIT and its directors of running a
Ponzi scheme by facilitating tens of millions of dollars in
loans to students of Silver State Helicopters -- a putative
flight school in Las Vegas, CourtHouse News Service reports.
The defendant-directors are:
-- Jeffrey Peek,
-- Gary Butler,
-- William Freeman,
-- Susan Lyne,
-- Marianne Miller Parrs,
-- James McDonald,
-- Timothy Ring,
-- John Ryan,
-- Seymour Sternberg,
-- Peter Tobin,
-- Lois Van Deusen, and
-- Joseph Leone.
CIT Group is named as a nominal defendant.
The complaint comes two days after a federal class action in San
Francisco accused Citibank and The Student Loan Corp. of duping
students in what the plaintiffs called an enrollment-based Ponzi
scheme at SSH.
Headquartered in New York City, CIT Group Inc. (NYSE: CIT) --
http://www.cit.com/-- provides financial products and advisory
services to more than one million customers in over 50 countries
across 30 industries. A leader in middle market financing, CIT
has more than US$80 billion in managed assets and provides
financial solutions for more than half of the Fortune 1000.
In March 2008, CIT Group drew upon its US$7.3 billion in
unsecured U.S. bank credit facilities to repay debt maturing in
2008, including commercial paper, and to provide financing to
its core commercial franchises. The company failed to draw from
its normal operational funding after ratings firms downgraded
the bank's debt.
CITIMORTGAGE INC: Sued in Ill. Over Excessive Interest Charges
--------------------------------------------------------------
Citimortgage Inc. is facing a class-action complaint filed in
the U.S. District Court for the Northern District of Illinois
alleging it keeps charging interest for an extra month after
homebuyers pay off their mortgage, CourtHouse News Service
reports.
The plaintiffs bring this action to secure redress for the
charging of excessive interest on Federal Housing Administration
insured and other mortgage loans, in violation of federal and
state law.
This claim is brought on behalf of all mortgagors:
(1) under FHA-insured mortgage loans dated after Aug. 2,
1985;
(2) whose mortgage were paid off prior to maturity;
(3) at a time when the mortgage loan was owned or serviced
by defendant;
(4) on or after a date four years prior to the filing
of this action;
(5) with respect to which defendant required the payment of
interest until the first day of the second month
following the receipt of prepayment.
The plaintiffs want the court to rule on:
(a) whether the defendant required the payment of interest
in excess of the amounts permitted by law; and
(b) whether defendant violated 12 USC Section 1709 and
implementing HUD regulations by collecting excess and
unauthorized interest that defendant was prohibited
from collecting by 12 USC Section 1709 and
implementing HUD regulations.
The plaintiffs request that the court grant:
-- compensatory damages;
-- costs; and
-- such other or further relief as the court deems
appropriate.
The suit is "Eric Larson, et al. v. Citimortgage Inc., Case No.
08CV5178," filed in the U.S. District Court for the Northern
District of Illinois.
Representing the plaintiffs are:
Daniel A. Edelman, Esq.
Cathleen M. Combs, Esq.
James O. Latturner, Esq.
Michael J. Aschenbrener, Esq.
Edelman, Combs, Latturner & Goodwin, LLC
120 S. LaSalle Street, 18th Floor
Chicago, IL 60603
Phone: 312-739-4200
Fax: 312-419-0379
DRUG COS: Proposed Settlement Provides Consumers With Money Back
----------------------------------------------------------------
The United States District Court for the District of
Massachusetts has granted preliminary approval of a proposed
settlement related to the average wholesale prices of certain
prescription drugs.
In the lawsuit, "In re: Pharmaceutical Industry Average
Wholesale Price Litigation, No. 01-CV-12257-PBS, MDL No. 1456,"
plaintiffs claimed that drug manufacturers unlawfully inflated
the published average wholesale price of certain drugs,
increasing what certain consumers and others paid.
The defendants deny any wrongdoing.
The Proposed Settlement includes approximately $21.8 million for
payments to consumers who file valid claims. Qualifying
consumers can get a minimum of $35 by certifying under oath that
they paid percentage co-payments for the covered drugs. Or,
with receipts or bills for percentage co-payments for the
covered drugs, they can receive more money back. For some of
the drugs, the payment is up to three times the amount of the
co-payment.
The approximately 200 covered drugs are used for the treatment
of many medical conditions and they are often, but not always,
injected in a doctor's office or clinic. The drugs include
those for treatment of cancer, HIV, asthma, allergies,
infections, inflammation, pain, gastrointestinal, lung and blood
issues, and other conditions.
Consumers who paid percentage co-payments or full payments for
any of the covered drugs between January 1, 1991, and March 1,
2008, are eligible for money back. A percentage co-payment
varies with the cost of the drug; refunds are not available to
those who paid flat co-payments.
Medicare recipients who paid percentage co-payments for the
covered drugs between January 1, 1991, and January 1, 2005,
should have already received information, including a return
postcard, about this Proposed Settlement. Third-party payors
who reimbursed for the drugs are also included.
"The Proposed Settlement ensures that consumers, Medicare, and
insurers have the opportunity to get back some of the money they
paid for these drugs," said Steve W. Berman, Esq., of Hagens
Berman Sobol Shapiro LLP, Counsel for the Plaintiffs in this
case.
The Defendants, 11 drug manufacturers, deny any wrongdoing, and
have stated that while they believe they have strong defenses to
the claims asserted, they have entered into the settlement as a
reasonable way to resolve the litigation and avoid the further
expense, burden, and inconvenience that would result if they
continued to litigate.
The Court will hold a Final Approval Hearing on December 16,
2008, at 2:00 p.m., to consider whether the Proposed Settlement
is fair, reasonable, and adequate and the motion for attorneys'
fees and expenses.
EPIQ SYSTEMS: Faces Kansas Suit Over Alleged Stock Manipulation
---------------------------------------------------------------
Epiq Systems Inc. is facing a class-action complaint filed in
the U.S. District Court for the District of Kansas alleging it
diverted "hundreds of millions of dollars" of corporate assets
to themselves by backdating and manipulating "hundreds of
thousands of stock options," CourtHouse News Service reports.
This action seeks remedy to the defendants' violations of
federal and state laws, including breaches of fiduciary duty,
abuse of control, constructive fraud, corporate waste, unjust
enrichment and gross mismanagement, arising out of a scheme and
wrongful course of business whereby defendants allowed a senior
Epiq insiders to divert hundreds of millions of dollars of
corporate assets to themselves and other employees via the
manipulation of grant dates associated with hundreds of
thousands of stock options granted to Epiq insiders.
The plaintiff asks the court to enter an order:
-- awarding money damages against all defendants, jointly
and severally, for all losses and damages suffered as a
result of the acts and transactions complained of,
together with pre-judgment interest, to ensure
defendants do not participate therein or benefit
thereby;
-- directing all defendants to account for all damages
caused by them and all profits and special benefits and
unjust enrichment they have obtained as a result of
their unlawful conduct, including all salaries, bonuses,
fees, stock awards, options and common stock sale
proceeds and imposing a constructive trust thereon;
-- directing Epiq to take all necessary actions to reform
and improve its corporate governance and internal
control procedures to comply with applicable law,
including, but not limited to, putting forward for a
shareholder vote resolutions for amendments to the
company's by-laws or Articles of Incorporation and
taking such other action as may be necessary to place
before shareholders for a vote adoption of Corporate
Governance policies;
-- ordering the imposition of a constructive trust over
defendants' stock options and any proceeds derived
therefrom;
-- awarding punitive damages;
-- as to all improperly dated and improperly priced
options that have been exercised, ordering defendants to
make a payment to the company in an amount equal to the
difference between the prices at which the options were
exercised and the exercise prices the options should
have carried if they were priced at fair market value on
the actual date of grant;
-- as to all improperly dated and improperly priced
options that have been granted but not yet exercised or
expired, directing the company to rescind such options
so they carry the exercise prices they should have
carried if they were priced at fair market value on the
actual date of grant;
-- awarding costs and disbursements of this action,
including reasonable attorneys', accountants' and
experts' fees; and
-- granting such other and further relief as the court may
deem just and proper.
The suit is "Capstone Asset Management Company et al. v. Tom W.
Olofson et al., Civil Action No. 08-CV-2418 KHV/JPO," filed in
the U.S. District Court for the District of Kansas.
Representing the plaintiff are:
Lee M. Baty, Esq. (lbaty@batyholm.com)
Robert P. Numrich, Esq. (bnumrich@batyholm.com)
Baty, Holm & Numrich, PC
4600 Madison Avenue, Suite 210
Kansas City, MO 64112-3012
Phone: 816-531-7200
Fax: 816-531-7201
GENERAL MOTORS: Dex-Cool Settlement Claimants Has 6 More Weeks
--------------------------------------------------------------
The October 27, 2008 deadline to submit claims in connection
with a nationwide class action settlement involving General
Motors' Dex-Cool engine coolant is now only six weeks away.
Girard Gibbs LLP, one of the nation's leading firms in
prosecuting class actions involving consumer fraud, and Shughart
Thomson & Kilroy, P.C., specializing in complex business
litigation, announced that qualifying GM vehicle owners or
lessees who paid for Dex-Cool related repairs must act quickly
to collect cash reimbursements from GM.
Under the settlement, current and former owners and lessees of
certain 1995-2004 model year GM vehicles with 3.1-liter, 3.4-
liter, 3.8-liter or 4.3-liter engines are eligible to receive
reimbursement for Dex-Cool related engine repairs that occurred
within seven years or 150,000 miles (whichever is earlier) of
original vehicle purchase; these repairs include intake manifold
gasket replacements, cooling system flushes and heater core
repairs.
Consumers are eligible for up to $400 per repair made within the
first five years of the vehicle's life, up to $100 per repair
made in the sixth year, and up to $50 per repair made in the
seventh year. Those who paid for multiple covered repairs may
be eligible to receive multiple cash reimbursements. In
addition, those vehicle owners or lessees who had more expensive
repairs as a result of internal coolant leaks are entitled to
cash reimbursement from GM of up to $800.
To make a claim, you must have paid for a covered repair by
May 30, 2008, and you must submit a claim by October 27, 2008.
More details regarding the Dex Cool Settlement can be found at
http://www.dexcoolsettlement.com/
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries. In 2007, nearly 9.37 million GM cars
and trucks were sold globally under the following brands: Buick,
Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel,
Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's OnStar
subsidiary is the industry leader in vehicle safety, security
and information services.
GEO GROUP: Faces Suit in Pa. Over Strip-Search Policy at Jails
--------------------------------------------------------------
The GEO Group, Inc., is facing a purported class-action suit in
Pennsylvania that was filed by an inmate at one of its jails
over the company's strip search policy.
The suit, "Allison and Hocevar v. The GEO Group, Inc., Case No.
08-467," was filed in the U.S. District Court for the Eastern
District of Pennsylvania on Jan. 30, 2008.
The lawsuit alleges that the Company has a company-wide blanket
policy at its immigration/detention facilities and jails that
requires all new inmates and detainees to undergo a strip search
upon intake into each facility.
The plaintiff alleges that this practice, to the extent
implemented, violates the civil rights of the affected inmates
and detainees.
The lawsuit seeks monetary damages for all purported class
members, a declaratory judgment and an injunction barring the
alleged policy from being implemented in the future, according
to the company's Aug. 8, 2008 Form 10-Q filing with the U.S.
Securities and Exchange Commission for the quarter ended
June 29, 2008.
The suit is "Bussy v. The Geo Group, Inc. et al, Case No. 2:08-
cv-00467-JD," filed in the U.S. District Court for the Eastern
District Pennsylvania, Judge Jan E. Dubois, presiding.
Representing the plaintiff are:
Christopher G. Hayes, Esq. (chris@chayeslaw.com)
Law Offices of Christopher G. Hayes
225 South Church Street
West Chester, PA 19382
Phone: 610-431-9505
Fax: 610-431-1269
Benjamin F. Johns, Esq. (bfj@chimicles.com)
Chimicles & Tikellis LLP
361 W. Lancaster Ave.
Haverford, PA 19041
Phone: 610-642-8200
- and -
David Rudovsky, Esq. (drudovsky@krlawphila.com)
Kairys Rudovsky Messing & Feinberg
The Cast Iron Building Suite 501 South
718 Arch Street
Philadelphia, PA 19106
Phone: 215-925-4400
Fax: 215-925-5365
KRAFT FOODS: Workers in Labor Code Violations Suit May Settle
-------------------------------------------------------------
More than 1,300 workers of the Kraft/Oscar Mayer meat processing
plant in Madison are close to settling a lawsuit with the
company, Barry Adams writes for the Wisconsin State Journal.
According to the report Kraft Foods has agreed to pay wages of
nearly $2.2 million if it does not prevail in appeals on two
legal issues associated with the class-action federal lawsuit.
As reported in the Class Action Reporter on June 4, 2007, four
Oscar Mayer Foods employees Jason Knudtson, Jeff Spoerle, Nick
Lee and Kathi Smith, filed the lawsuit in the U.S. District
Court in Madison against Oscar Mayer's parent company, Kraft
Foods. The suit seeks class-action status on behalf of
production and maintenance workers represented by United Food
and Commercial Workers Local 538.
The lawsuit specifically covers current and former hourly
workers who were employed at the Madison plant since May 2004,
Wisconsin Journal says.
Wisconsin Journal relates that the lawsuit alleges that Kraft
required the workers to wear company-issued footwear, smocks and
headgear but refused to pay them for the time it took to put on
and take off the clothing and walk to and from their work
stations before and after their work shifts. That time amounted
to 12 to 15 minutes per day, according to the employees.
Under the law, employees are entitled to seek payment for a
three-year period, and the practice has been going on for "at
least that period of time," Kurt Kobelt, Esq., of Lawton &
Cates, who represent the plaintiffs, had said. In addition, the
law provides for a penalty that doubles any money that the
plaintiffs are awarded, he said.
The report recounts that in December 2007, U.S. District Judge
Barbara Crabb denied Kraft's motion to dismiss the case. No
date has been set for the appeals process but Mr. Kobelt said it
could be a year and a half before the process is completed.
However, the settlement amount would continue to increase,
providing the appeals court sides with the employees, he said.
Wisconsin Journal notes that under the proposed settlement,
Kraft agreed to drop all of its defenses except for two. One
claims that federal overtime laws do not apply under an
exemption not requiring payment for changing clothes. The other
is that the state law claims are barred by federal labor laws.
"We believe this partial settlement narrows the issues and
reduces the risks and delays a trial would entail," Mr. Kobelt
said.
"Our employees are a valued asset and it's our goal to be a
preferred employer," Sydney Lindner, a spokeswoman for
Kraft/Oscar Mayer, told Wisconsin Journal.
MASSBANK CORP: Settles Mass. Suit Over Eastern Bank Merger Deal
---------------------------------------------------------------
MASSBANK Corp. reached a tentative settlement in the purported
class-action lawsuit filed in the Massachusetts Superior Court
in relation to a merger agreement with Eastern Bank Corp. and
its units, according to the company's Aug. 8, 2008 Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended June 30, 2008.
On March 10, 2008, the company, MASSBANK, Eastern Bank Corp.,
Eastern Bank, and Minuteman Acquisition Corp. -- a wholly owned
subsidiary of Eastern (Merger Sub) -- entered into an Agreement
and Plan of Merger, pursuant to which the Merger Sub will merge
with and into the company, with the company as the surviving
corporation. As a result of the merger, the company will become
a wholly owned subsidiary of Eastern.
On March 13, 2008, Pennsylvania Avenue Funds, an alleged company
stockholder, filed a purported class action suit allegedly on
behalf of all company stockholders in the Massachusetts Superior
Court against the company, the company's board of directors,
Eastern, Eastern Bank and the Merger Sub.
The case is captioned, "Pennsylvania Avenue Funds v. Brandi, et
al., Civ. Act. No. 08-1057." It generally alleges that the
company's Board of Directors breached its fiduciary duties by
approving the Merger Agreement because, plaintiff alleges, the
merger consideration is inadequate, the Merger Agreement's
termination fee and no shop provisions discourage bids from
other sources, the transaction unfairly benefits the company's
Board of Directors to the disadvantage of the company's
stockholders, Mr. Brandi, the company's chief executive officer
and chairman of the board, during negotiations with Eastern, was
also discussing a future position at Eastern, and approval of
the Merger by the company's Board of Directors was a response by
the company's Board of Directors to a proxy contest that might
have resulted in three members of the company's Board of
Directors being replaced.
The complaint also alleges that the company and Eastern aided
and abetted the company's Board of Directors' breach of
fiduciary duties.
The plaintiff seeks an order:
-- declaring that the lawsuit is a proper class action;
-- enjoining the completion of the Merger unless and
until the company implements a procedure to obtain the
highest price for the company;
-- declaring the termination fee provisions in the Merger
Agreement to be unfair, unreasonable and improper deal
protection devices and enjoining the payment of any
termination fee to Eastern or its affiliates;
-- declaring that the company's Board of Directors has
breached its fiduciary duties to the purported class
and that Eastern aided and abetted such breaches;
-- awarding the plaintiff the costs of the action,
including attorneys' fees and experts' fees; and
-- granting such other further relief as the Court deems
appropriate.
On April 18, 2008, the defendants filed motions to dismiss the
lawsuit in its entirety. On May 6, 2008, the plaintiff filed an
amended complaint, individually and as a purported class-action
suit on behalf of all company stockholders.
The amended complaint generally makes the same allegations as
those contained in the initial complaint in support of its claim
of a breach of fiduciary duties by the company's Board, but, in
addition, alleges that the company's Board breached its
fiduciary duties by failing, in the preliminary proxy statement
filed with the Securities and Exchange Commission on April 24,
2008, to disclose adequate information to the stockholders
necessary for them to make a fully informed decision about the
Merger.
Generally, the amended complaint alleges that the Proxy
Statement fails to:
-- adequately describe in sufficient detail the process
used by the defendants in deciding to enter into, and
agreeing to the terms of, the Merger;
-- provide sufficient detail of the analysis used by the
company's financial advisor or the criteria for
selecting the financial advisor;
-- disclose the fact that a third party investor was
seeking to gain control of the company and any impact
of his efforts on the Board's efforts to sell the
company; and
-- disclose any future employment by Mr. Brandi at
Eastern.
Like the initial complaint, the amended complaint also alleges
that the company and Eastern aided and abetted the Board's
breach of fiduciary duties.
The amended complaint seeks the same relief sought in the
initial complaint.
While the company believes the lawsuit is without merit, the
company and Eastern have reached a settlement with the
plaintiff's counsel that will involve a release of all claims
contained in the amended complaint in exchange for adding in the
proxy statement certain limited disclosures.
No further details regarding the deal were revealed in the
company's regulatory filing.
MASSBANK Corp. -- http://www.massbank.com/-- is a general
business corporation that was organized for the purpose of
becoming the holding company for MASSBANK. MASSBANK Corp. has
no material assets other than its investment in the Bank. The
company's business, therefore, is managing its investment in the
stock of the Bank. The company does not own or lease any real
estate (other than through its subsidiary Knabssam LLC) or
personal property. The Bank is engaged in the business of
attracting deposits from the general public through its fifteen
full service banking offices in Reading, Chelmsford, Dracut,
Everett, Lowell, Medford, Melrose, Stoneham, Tewksbury, Westford
and Wilmington, and originating residential and commercial real
estate mortgages, construction loans, commercial loans, and a
range of consumer loans. During the year ended Dec. 31, 2007,
the Bank operated its business through a network of 5 branch
offices.
MBIA INC: Faces Consolidated Securities Fraud Suit in New York
--------------------------------------------------------------
MBIA, Inc., is facing a consolidated class-action lawsuit filed
in the U.S. District Court for the Southern District of New
York, alleging violations of the federal securities laws,
according to the company's Aug. 8, 2008 Form 10-Q filing with
the U.S. Securities and Exchange Commission for the quarter
ended June 30, 2008.
On Jan. 11, 2008, a putative shareholder class action suit,
captioned "Schmalz v. MBIA, Inc. et al., No. 08-C V-264," was
filed against the company and certain of its officers. The
plaintiff seeks to represent a class of shareholders who
purchased MBIA stock between Jan. 30, 2007, and Jan. 9, 2008.
The complaint alleges that the defendants violated Sections10(b)
and 20(a) of the U.S. Securities Exchange Act of 1934. It also
alleges that the defendants issued false and misleading
statements with respect to the Company's exposure to losses
stemming from the Company's insurance of CDOs and RMBS,
including its exposure to so-called "CDO-squared" securities,
which allegedly caused the company's stock to trade at inflated
prices.
The defendants' deadline to respond to the complaint has been
extended pending the resolution of lead counsel status, motions
for consolidation, and the possible filing of an amended or
consolidated complaint.
On Feb. 25 and March 6, 2008, two more putative shareholder
class action suits were filed against MBIA and certain of its
current and former officers. These suits are entitled,
"Teamsters Local 807 Labor Management Pension Fund v. MBIA Inc.
et al., No. 08-CV-1845," and "Kosseff v. MBIA, Inc. et al., No.
08-CV-2362." Both were filed before the U.S. District Court for
the Southern District of New York, alleging violations of the
federal securities laws.
The allegations of the Teamsters and the Kosseff complaints are
substantially similar to the allegations in the Schmalz
complaint, except that the class period in the Teamsters
complaint runs from Oct. 26, 2006, to Jan. 9, 2008.
The Schmalz, Teamsters and Kosseff complaints were consolidated
in the U.S. District Court for the Southern District of New York
as "In re MBIA, Inc., Securities Litigation, Case No. 7:08-cv-
00264-KMK."
The suit is "In re MBIA, Inc., Securities Litigation, Case No.
7:08-cv-00264-KMK," filed in the U.S. District Court for the
Southern District of New York, Judge Kenneth M. Karas,
presiding.
Representing the plaintiffs are:
Kurt Michael Hunciker, Esq. (kurt@blbglaw.com)
Bernstein Litowitz Berger & Grossmann LLP
1285 Avenue of the Americas
New York, NY 10019
Phone: 212-554-1400
Fax: 212-554-1444
Marvin Lawrence Frank, Esq. (mfrank@murrayfrank.com)
Murray, Frank & Sailer, LLP
275 Madison Avenue, Ste. 801
New York, NY 10016
Phone: 212-682-1818
Fax: 212-682-1892
- and -
David Avi Rosenfeld, Esq. (drosenfeld@csgrr.com)
Coughlin, Stoia, Geller, Rudman & Robbins, LLP
58 South Service Road, Suite 200
Melville, NY 11747
Phone: 631-367-7100
Fax: 631-367-1173
MBIA INC: No Hearing Set for Securities Suit Dismissal Appeal
-------------------------------------------------------------
A hearing has yet to be set in connection with a motion
appealing the dismissal of a purported class action lawsuit
entitled "In re MBIA Inc. Securities Litigation, Case No. 05-
3514," which was filed in the U.S. District Court for the
Southern District of New York.
Case Background
Initially, several class action complaints were filed in the
U.S. District Court for the Southern District of New York
against MBIA Inc. and certain of its officers and directors
(Class Action Reporter, Sept. 20, 2005).
The suits were:
-- "Anthony Capone v. MBIA Inc., et al." (Case No. 05 CV
3514) (filed April 4, 2005);
-- "Thomas Cassady v. MBIA Inc., et al." (Case No. 05 CV
3730; S.D.N.Y.) (filed April 7, 2005);
-- "Todd Simon v. MBIA Inc., et al." (Case No. 05 CV 3636;
S.D.N.Y.) (filed April 8, 2005);
-- "Mariss Partners, LLP v. MBIA Inc., et al." (Case No.
05 CV 3709; S.D.N.Y) (filed April 11, 2005); and
-- "Alan D. Sadowsky and Barbara S. Katvin v. MBIA Inc.,
et al." (Case No. 05 CV 4150; S.D.N.Y.) (filed
April 26, 2005).
The suits also named as defendants Joseph W. Brown, the
company's chairman and former chief executive officer; Gary C.
Dunton, the company's chief executive officer; Nicholas Ferreri,
the company's chief financial officer; Neil G. Budnick, a vice
president of the company and the company's former chief
financial officer; and Douglas C. Hamilton, the company's
controller.
The plaintiffs in these cases assert claims under Section
10(b)of the U.S. Securities Exchange Act of 1934, Rule 10b-5
promulgated thereunder, and Section 20(a) of the Exchange Act.
The plaintiffs in these lawsuits seek to act as representatives
for a putative class consisting of purchasers of the company's
stock during the period from Aug. 5, 2003, to March 30, 2005.
Although the individual lawsuits vary, the allegations include,
among other things, violations of the federal securities laws
arising out of the company's allegedly false and misleading
statements about its financial condition and the defendant's
failure "to disclose or indicate" these alleged facts:
-- that the company, during the class period,
over-leveraged itself, deeply under-reserved against
possible credit defaults, and overly exposed to
guaranteeing risky structured financings;
-- that MBIA accelerated its recognition of current income
by classifying many of its upfront guarantee fees as
advisory fees taken at closing, rather than accounted
for over the life of the bonds insured;
-- that MBIA improperly booked a $70 million payment
received from Converium Re (then called Zurich
Reinsurance North America) in 1998, which at the time
was depicted as a loss-reducing reinsurance recovery
for MBIA, but was, in substance, a loan;
-- that as result, MBIA financial statements were
materially overstated by $60 million;
-- that MBIA artificially inflated premium income and
portfolio credit quality by insuring bonds in the
secondary market that were attracting prices lower than
their stale credit ratings would dictate;
-- that MBIA's low loss ratios resulted from the company's
practice to defer recognizing problems rather than
providing layers of excess collateral, other
underwriting protection, and its self-proclaimed
prowess at restructuring;
-- that MBIA set forth an illegal scheme of covering the
loss, from the failed Allegheny Health, Education and
Research Foundation bond issuance, with a
retroactive reinsurance policy, giving it a reinsurance
recovery of $170 million to cover the present value of
the future AHERF interest and principal payments, which
resulted in MBIA showing a better than 40% jump in
pretax income that year -- $565 million over what the
income figure would have been without resort to the
reinsurance;
-- that MBIA was dumping on Channel Reinsurance Ltd., a
Bermuda reinsurer where MBIA owns a 17.4% interest,
performing but troubled policies from its existing
portfolio, with the provision that it could make up any
quality problems later so that MBIA could buy time by
getting potential workout loans off its balance sheet
in order to make its financial results appear better;
and
-- that the company lacked adequate internal controls and
was therefore unable to ascertain the true financial
condition of the company.
The plaintiffs allege that, as a result of these misleading
statements or omissions, the company's stock traded at
artificially inflated prices.
These lawsuits seek unspecified compensatory damages in
connection with purchases by members of the putative class of
the company's stock at such allegedly inflated prices during the
class period.
On July 25, 2005, the presiding judge issued an order
consolidating these five cases into one action under the
caption, "In re MBIA Securities Litigation, Case No. 05-cv-
3514," and named as lead plaintiffs in the case:
-- the Southwest Carpenters Pension Trust, and
-- the City of Pontiac General Employees' Retirement
System.
The defendants, including the company, filed motions to dismiss
the consolidated case on various grounds.
On Feb. 13, 2007, the Court granted those motions, and dismissed
the lawsuit in its entirety, on the grounds that the claims are
barred by the applicable statute of limitations. The Court did
not reach the other grounds for dismissal argued by the company
and the other defendants.
The plaintiffs filed a notice of appeal on March 14, 2007.
They have appealed that decision to the U.S. Court of Appeals
for the Second Circuit. The plaintiffs argued that the
dismissal should be reversed on several grounds.
The appeal has been fully briefed, but no date for arguing the
appeal has been set yet.
The company reported no further development in the matter in its
Aug. 8, 2008 Form 10-Q filing with the U.S. Securities and
Exchange Commission for the quarter ended June 30, 2008.
The suit is "In re MBIA Inc. Securities Litigation, Case No.
1:05-cv-03514-LLS," filed in the U.S. District Court for the
Southern District of New York, Judge Louis L. Stanton,
presiding.
Representing the plaintiffs is:
Mario Alba, Jr., Esq. (malba@csgrr.com)
Coughlin, Stoia, Geller, Rudman & Robbins, LLP
58 South Service Road, Suite 200
Melville, NY 11747
Phone: 631-367-7100
Fax: 631-367-1173
Representing the defendants are:
Steven Klugman, Esq. (sklugman@debevoise.com)
Debevoise & Plimpton, LLP
919 Third Avenue
New York, NY 10022
Phone: 212-909-6000
Fax: 212-909-6836
- and -
Steven Robert Peikin, Esq. (peikins@sullcrom.com)
Sullivan & Cromwell, LLP
125 Broad Street
New York, NY 10004
Phone: 212-558-7228
Fax: 212-558-3588
MET-RX USA: California Court Dismisses Pro-hormone Lawsuit
----------------------------------------------------------
A California court granted a motion that sought the dismissal of
a purported class-action lawsuit against MET-Rx USA, Inc., an
indirect subsidiary of Rexall Sundown, Inc., in connection with
the advertising and marketing of certain pro-hormone
supplements, according to NBTY, Inc.'s Aug. 8, 2008 Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended June 30, 2008.
On July 25, 2002, a putative consumer class-action was filed
with the California state court against MET-Rx, claiming that
the advertising and marketing of certain pro-hormone supplements
were false and misleading, or alternatively, that the pro-
hormone products contained ingredients that were controlled
substances under California law. The plaintiffs seek equitable
and monetary relief.
On June 18, 2004, the case was coordinated with several other
class action suits brought against other companies relating to
the sale of products containing androstenediol, one of the pro-
hormones contained in MET-Rx products. The coordinated
proceedings have been assigned to a coordination judge for
further pretrial proceedings.
The plaintiffs moved for class certification in 2007, and on
Feb. 22, 2008, the court denied this request. The plaintiffs
have appealed that ruling.
MET-Rx also filed a motion to dismiss the lawsuit based upon the
plaintiffs' failure to prosecute the case diligently. That
motion was granted in May 2008.
NBTY, Inc. -- http://www.nbty.com/-- is a leading global
vertically integrated manufacturer, marketer and retailer of a
broad line of high-quality, value-priced nutritional supplements
in the U.S. and throughout the world. It markets approximately
22,000 products under several brands, including Nature's
Bounty(R), Vitamin World(R), Puritan's Pride(R), Holland &
Barrett(R), Rexall(R), Osteo-Bi-Flex(R), Flex-a-min(R), Knox(R),
Sundown(R), MET-Rx(R), WORLDWIDE Sport Nutrition(R), American
Health(R), DeTuinen(R), Le Naturiste(TM), SISU(R), Solgar(R) and
Ester-C(R).
MET-RX USA: N.J. Suit Over Prohormone Supplements Remains Stayed
----------------------------------------------------------------
A class action suit pending in New Jersey against MET-Rx USA,
Inc., an indirect subsidiary of Rexall Sundown, Inc., in
connection with the advertising and marketing of certain
prohormone supplements remains stayed.
In March 2004, a putative class-action complaint was filed in
New Jersey against MET-Rx, claiming that the advertising and
marketing of certain prohormone supplements were false and
misleading and that the plaintiff and the putative class of New
Jersey purchasers of these products were entitled to damages and
injunctive relief.
Because these allegations are virtually identical to allegations
made in a putative nationwide class-action suit previously filed
in California, the company moved to dismiss or stay the New
Jersey action pending the outcome of the California action.
The motion was granted, and the New Jersey action is stayed at
this time, according to NBTY, Inc.'s Aug. 8, 2008 Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended June 30, 2008.
NBTY, Inc. -- http://www.nbty.com/-- is a leading global
vertically integrated manufacturer, marketer and retailer of a
broad line of high-quality, value-priced nutritional supplements
in the U.S. and throughout the world. It markets approximately
22,000 products under several brands, including Nature's
Bounty(R), Vitamin World(R), Puritan's Pride(R), Holland &
Barrett(R), Rexall(R), Osteo-Bi-Flex(R), Flex-a-min(R), Knox(R),
Sundown(R), MET-Rx(R), WORLDWIDE Sport Nutrition(R), American
Health(R), DeTuinen(R), Le Naturiste(TM), SISU(R), Solgar(R) and
Ester-C(R).
NORTHSTAR EDUCATION: Faces Michigan Suit Over Breach of Contract
----------------------------------------------------------------
Northstar Education Finance -- doing business as Total Higher
Education -- is facing a class-action complaint filed in the
U.S. District Court for the Eastern District of Michigan
alleging it breached contract by rescinding $44 million worth of
interest rate cuts for student borrowers who were current or
less than 60 days delinquent on their payments, CourtHouse News
Service reports.
This class action is brought for its unilateral decision to
eliminate contractual benefits to plaintiff and other similarly
situated borrowers.
"Northstar did not reserve the right to unilaterally breach its
contractual obligations . . . simply because of a financial
downturn," the class says.
The suit accuses Northstar of rescinding its "bonus" rate cuts
of 0.75% "because it was facing financial difficulties."
Specifically, the suit says, Northstar terminated a contractual
monthly rate reduction for all student loan borrowers who are
less than 59 days in arrears on monthly payments, contrary to
its obligations and promises, thereby causing the borrowers
monthly payments to significantly increase.
The class is comprised of thousands of borrowers who
consolidated their student loans under Northstar's "T.H.E.
Repayment Bonus" agreement.
The plaintiff wants the court to rule on:
(a) what the plaintiff and the class' rights are under the
"T.H.E. Repayment Bonus" agreement provision;
(b) whether Northstar has breached its contract with
plaintiff and the class by terminating payments due
under the "T.H.E. Repayment Bonus" agreement provision;
(c) whether the plaintiff and the class have been damaged
by the wrongs complained of, and if so, what the proper
measure of damages is;
(d) whether the plaintiff and the class are entitled to
injunctive relief; and
(e) whether the plaintiff and the class are entitled to
declaratory judgment.
The plaintiff asks:
-- for certification of the proposed class and appoint
plaintiff and his counsel to represent the class,
pursuant to Fed. R. civ. P. 23;
-- for a determination, adjudication and declaration of
plaintiff and the class' rights and defendant's
obligations under T.H.E. Repayment Bonus Agreement;
-- that the court adjudge and decree that defendant has
engaged in the conduct alleged;
-- that the court award the plaintiff and the class damages
for Northstar's breach of contract;
-- that the court award the plaintiff and the class
injunctive relief for Northstar's breach of contract;
-- that the court award counsel for the plaintiff and the
class reasonable attorneys' fees and costs; and
-- for an order granting such other and further relief that
the court may deem just and proper.
The suit is "Jeffrey Pintar et al. v. Northstar Education
Finance, Inc., Case 2:08-cv-13895-JF-DAS," filed in the U.S.
District Court for the Eastern District of Michigan.
Representing the plaintiff is:
Jason J. Thompson, Esq.
J. Thompson & Associates PLC
2000 Town Center, Suite 1000
Southfield, MI 48075
Phone: 248-436-8448
PERINI CORP: Amended Complaint Filed in Tutor-Saliba Merger Suit
----------------------------------------------------------------
An amended complaint was filed in the purported class-action
suit "Weitman v. Tutor, et al., No. 08-2351," which was filed in
connection with a merger agreement between the company and
Tutor-Saliba Corp., according to the company's Aug. 8, 2008 Form
10-Q filing with the U.S. Securities and Exchange Commission for
the quarter ended June 30, 2008.
Under the terms of the Agreement and Plan of Merger dated
April 2, 2008, as amended, in exchange for all the outstanding
stock of Tutor-Saliba, Tutor-Saliba shareholders will receive a
total of 22,987,293 shares of Perini common stock, representing
approximately 45% of the outstanding Perini common stock
following the completion of the transaction.
The Merger has been approved by Perini's Board of Directors but
requires the approval of Perini's common stockholders. Such
shareholder approval, among other matters, is being sought by
the Perini Board of Directors at the Perini annual meeting of
shareholders that will be held on Sept. 5, 2008.
On June 19, 2008, an individual named Nina Weitman filed a
lawsuit in the Superior Court of Middlesex County,
Massachusetts, allegedly on behalf of herself and other
shareholders of Perini Corp., against Ronald N. Tutor, Robert
Band, Raymond R. Oneglia, Michael R. Klein, Willard W. Brittain,
Jr., Robert A. Kennedy, Peter Arkley, and Robert L. Miller;
Perini itself; and Tutor-Saliba.
The plaintiff's complaint alleges generally that the Individual
Defendants breached their fiduciary duties to Perini by agreeing
to enter into the Merger Agreement with Tutor-Saliba.
Specifically, the complaint alleges:
-- that the proxy statement related to, among other
things, the meeting of the Perini shareholders to
approve the merger, does not provide shareholders with
enough information regarding the merger;
-- that the exchange ratio in the Merger Agreement is not
fair to the Perini shareholders; and
-- that Perini's board of directors allegedly breached
its fiduciary duties by, among other things, allegedly
failing to examine strategic alternatives to the
proposed merger.
The plaintiff's complaint seeks, among other forms of relief,
certification of the case as a class action, injunctive relief
to enjoin the proposed merger, rescission in the event that the
merger is consummated before a judgment in the case is entered,
and damages.
The plaintiff has filed a motion seeking expedited procedures
for its lawsuit. Perini and Tutor-Saliba have separately served
the plaintiff with motions to dismiss the complaint.
On July 31, 2008, rather than responding to Perini's and Tutor-
aliba's motions to dismiss, the plaintiff filed an amended
complaint alleging new claims for aiding and abetting breach of
fiduciary duties and conspiracy, and naming Trifecta Acquisition
LLC as a new defendant.
Perini Corp. -- http://www.perini.com/-- is a construction
services company, offering diversified general contracting,
construction management and design-build services to private
clients and public agencies throughout the world. The company
offers general contracting, preconstruction planning and project
management services, including the planning and scheduling of
the manpower, equipment, materials and subcontractors required
for a project. Perini also offers self-performed construction
services, including site work, concrete forming and placement
and steel erection. During the year ended Dec. 31, 2007, the
company performed work on approximately 185 construction
projects for over 100 federal, state and local government
agencies or authorities and private customers. It operates in
three business segments: building, civil and management
services.
PETROLEUM DEV'T: Parties in Royalties Lawsuit Begin Mediation
-------------------------------------------------------------
The parties in a purported class-action suit, captioned
"Droegemueller v. Petroleum Development Corporation, Case No.
1:2007-cv-01362," have entered into mediation as part of efforts
to resolve the case, which was filed against Petroleum
Development Corp. in the U.S. District Court for the District of
Colorado.
The case is a consolidated class-action lawsuit alleging that
the company underpaid royalties on natural gas produced from
wells it operated in the State of Colorado.
Initially, a class-action lawsuit was filed with the U.S.
District Court in Weld County, Colorado, on May 29, 2007, by
Glen Droegemueller, individually and on behalf of all others
similarly situated, against Petroleum Development, alleging that
the company underpaid royalties on natural gas produced from
wells it operated in the State of Colorado.
The plaintiff seeks declaratory relief and to recover an
unspecified amount of compensation for underpayment of royalties
paid by Petroleum Development pursuant to leases.
Petroleum Development had the case removed to the U.S. District
Court for the District of Colorado on June 28, 2007, and later
filed its responses and affirmative defenses.
The suit was also later consolidated with other similar
complaints.
The court approved a stay in proceedings while the parties
pursue mediation of the matter, according to the company's
Aug. 8, 2008 Form 10-Q filing with the U.S. Securities and
Exchange Commission for the quarter ended June 30, 2008.
The suit is "Droegemueller v. Petroleum Development Corporation,
Case No. 1:2007cv01362," filed in the U.S. District Court for
the District of Colorado, Judge John L. Kane, presiding.
Representing the plaintiffs are:
George A. Barton, Esq. (bartonlaw3@birch.net)
George A. Barton, The Law Offices of
800 West 47th Street #700
Kansas City, MO 64112
Phone: 816-300-6250
Fax: 816-300-6259
Patrick M. Groom, Esq. (pgroom@wobjlaw.com)
Witwer, Oldenburg, Barry & Johnson, LLP
822 7th Street #760
Greeley, CO 80631
Phone: 970-352-3161
- and -
Larry D. Moffett, Esq. (lmoffett@danielcoker.com)
Daniel Coker Horton & Bell, P.A.
P.O. Box 1396
265 North Lamar Boulevard #R
Oxford, MS 38655
Phone: 662-232-8979
Fax: 662-232-8940
Representing the defendants is:
Gale Timothy Miller, Esq. (gale.miller@dgslaw.com)
Davis Graham & Stubbs, LLP
1550 17th Street #500
Denver, CO 80202
Phone: 303-892-9400
Fax: 303-893-1379
POMEROY IT: Faces Amended Suit Over Stock Acquisition Proposal
--------------------------------------------------------------
Pomeroy IT Solutions, Inc., is facing an amended class-action
suit filed before the Commonwealth of Kentucky Boone Circuit
Court in connection with a proposal that sought to acquire all
of the outstanding common stock of the company, according to the
company's Aug. 8, 2008 Form 10-Q filing with the U.S. Securities
and Exchange Commission for the quarter ended July 5, 2008.
On April 9, 2008, the company filed a report on SEC Form 8-K
saying that its board of directors received a letter from David
B. Pomeroy, II, a director of the company and its largest
stockholder, proposing to acquire, with Charlesbank Equity Fund
VI, LP, all of the outstanding common stock of the company not
owned by him for a price of $7.05 per share and that the non-
binding indication of interest was referred to a special
committee for review and consideration.
On May 6, 2008, a purported class-action complaint was filed in
the Commonwealth of Kentucky Boone Circuit Court against the
company, each of its directors and two executive officers.
Charlesbank Equity Fund VI Limited Partnership and Charlesbank
Capital Partners LLC were also named as defendants in the
lawsuit.
The action was brought by Kenneth Hanninen, a Pomeroy
shareholder, on behalf of himself and all others similarly
situated. It alleges, among other things, that the directors
and officers of the company are in breach of their fiduciary
duties to shareholders in connection with the offer letter that
the company received from Mr. Pomeroy.
The complaint seeks, among other things, injunctive relief to
enjoin the company, its directors and named executive officers
from consummating the acquisition proposed by Mr. Pomeroy and
Charlesbank Equity Fund VI, LP, along with attorneys' fees and
costs.
Shortly thereafter, on May 21, 2008, Charlesbank Equity Fund VI
notified the company in writing of its withdrawal from the
proposed acquisition of the company.
On May 22, 2008, the company filed a report on Form 8-K
reporting that the company's Board of Directors received a
letter from Mr. Pomeroy concerning his formation of a new
agreement with another financial partner, ComVest Investment
Partners III LP, for the purpose of submitting a joint proposal
to acquire all of the outstanding common stock for the company
not owned by Mr. Pomeroy for a price of $6.00 per share.
Incident to the change in Mr. Pomeroy's financial partners,
counsel for the plaintiff, Kenneth Hanninen, an alleged Pomeroy
shareholder, who brought the action on behalf of himself and all
others similarly situated, filed a First Amended and Restated
Class Action Complaint with the Boone Circuit Court.
The allegations in the First Amended and Restated Complaint,
which are substantially the same as those made in the original
complaint, are, among other things, that the directors and
officers of the company are in breach of their fiduciary duties
to shareholders in connection with the offer letter that the
company received from Mr. Pomeroy.
The First Amended and Restated Class Action Complaint seeks,
among other things, injunctive relief to enjoin the company, its
directors and named executive officers from consummating the
acquisition proposed by Mr. Pomeroy and ComVest Investment
Partners III LP, along with attorneys' fees and costs.
Pomeroy IT Solutions, Inc. -- http://www.pomeroy.com/-- is an
information technology solutions provider with a portfolio of
hardware, software, technical staffing services, as well as
infrastructure and lifecycle services. Pomeroy delivers IT
services to enterprise clients, mid-size businesses, and state
and local government entities. The company's markets include
Fortune 2000 companies, medium sized business, state and local
governmental agencies and educational institutions and vendor
alliance customers. These customers fall into government and
education, financial services, health care and other sectors.
Pomeroy's clients are located throughout the U.S., Midwest,
Southeast, and Northeast.
PREMIERE GLOBAL: Calif. Court Considers Approving "Gibson" Deal
---------------------------------------------------------------
The U.S. District Court for the Central District of California
is considering granting preliminary approval to the settlement
in the purported class-action suit, "Gibson & Co. Ins. Brokers,
Inc., et al. v. The Quizno's Corp., et al.," which names as
defendants Premiere Global Services, Inc., and a subsidiary of
the company.
On May 18, 2007, Gibson & Co. Ins. Brokers served an amended
complaint upon Premiere Global Services and its subsidiary,
Xpedite Systems, LLC, in relation with the purported class-
action suit. This is with regard to the court's earlier order
granting Quiznos' motion to file a third-party complaint to add
Premiere Global and Xpedite as defendants.
The underlying complaint alleges that Quizno's sent unsolicited
facsimile advertisements on or about Nov. 1, 2005, in violation
of the federal Telephone Consumer Protection Act of 1991, as
amended, and seeks damages of $1,500 per facsimile for alleged
willful conduct in sending of the faxes.
On June 26, 2007, Premiere Global answered the plaintiff's
amended complaint, including asserting cross-claims against the
Quizno's defendants.
On June 29, 2007, Quizno's defendants filed their answer and
asserted cross-claims against the company and Xpedite.
On July 31, 2007, the court entered an order in which it granted
certain Quizno's defendants' motion to dismiss and denied the
motion with respect to other Quizno's entities.
On Sept. 7, 2007, the plaintiff proceeded to file another
amended complaint against the Quizno's defendants, Growth
Partners (Quizno's consultant), Xpedite, and the company.
On Sept. 21, 2007, the company filed its answer and affirmative
defenses. Certain Quizno's defendants filed a Motion to
Dismiss, which was denied by the Court on Dec. 7, 2007.
Subsequently, Premiere filed cross-claims against the other
defendants, and the Quizno's defendants filed cross-claims
against Premiere.
The case is currently in discovery, and no class has yet been
certified.
On Feb. 12-13, 2008, the parties engaged in mediation. The
parties have reached a global settlement in principle that
should resolve all claims and have filed a stipulation with the
court informing the court and extending the various deadlines.
Pursuant to the court's order extending deadlines, the
plaintiffs filed a motion for class certification on April 1,
2008, and an opposition brief would have been due on May 19,
2008.
On May 9, 2008, all parties finalized a confidential term sheet
for the settlement. On July 28, 2008, the parties entered into
a settlement agreement and release and a motion for preliminary
approval of class action settlement.
The settlement is subject to approval by the court, according to
the company's Aug. 8, 2008 Form 10-Q Filing with the U.S.
Securities and Exchange Commission for the quarter ended
June 30, 2008.
The suit is "Gibson & Co. Ins. Brokers, Inc., et al. v. The
Quizno's Corp., et al., Case No. 2:06-cv-05849-PSG-PLA," filed
in the U.S. District Court for the Central District of
California, Judge Philip S. Gutierrez presiding.
Representing the plaintiff is:
C. Darryl Cordero, Esq. (cdc@paynefears.com)
Payne and Fears
660 South Figueroa, Suite 700
Los Angeles, CA 90017
Phone: 213-439-9911
Representing the defendants is:
Nancy M. Barnes, Esq.
Thompson Hine, LLP
3900 Key Center, 127 Public Square
Cleveland, OH 44114
Phone: 216-566-5578
REXALL SUNDOWN: Calif. Lawsuit Over Nutrition Bars Still Stayed
---------------------------------------------------------------
A purported class-action lawsuit brought in 2002 against Rexall
Sundown, Inc., and certain of its subsidiaries on behalf of all
California consumers, who bought various nutrition bars, remains
stayed, according to NBTY, Inc.'s Aug. 8, 2008 Form 10-Q filing
with the U.S. Securities and Exchange Commission for the quarter
ended June 30, 2008.
The plaintiffs allege misbranding of nutrition bars and
violations of the California unfair competition statutes,
misleading advertising and other similar causes of action. They
are seeking restitution, legal fees and injunctive relief.
In December 2007, while Rexall's and the other defendants'
renewed motion for judgment on the pleadings was pending, the
Court again stayed the case for all purposes, pending rulings on
relevant cases before the California Supreme Court.
The U.S. Supreme Court issued a ruling in those cases on
Feb. 11, 2008, but the parties to those cases have filed a
petition for certiorari with the U.S. Supreme Court.
Accordingly, the company's case remains stayed, and Rexall
cannot estimate how long the case will remain to be.
NBTY, Inc. -- http://www.nbty.com/-- is a leading global
vertically integrated manufacturer, marketer and retailer of a
broad line of high-quality, value-priced nutritional supplements
in the U.S. and throughout the world. It markets approximately
22,000 products under several brands, including Nature's
Bounty(R), Vitamin World(R), Puritan's Pride(R), Holland &
Barrett(R), Rexall(R), Osteo-Bi-Flex(R), Flex-a-min(R), Knox(R),
Sundown(R), MET-Rx(R), WORLDWIDE Sport Nutrition(R), American
Health(R), DeTuinen(R), Le Naturiste(TM), SISU(R), Solgar(R) and
Ester-C(R).
ROSENTHAL COLLINS: Texas Suit Alleges $29-Million Customer Fraud
----------------------------------------------------------------
George D. Hudgins and the Rosenthal Collins Group, of Chicago,
are facing a class-action complaint filed in the U.S. District
Court for the Eastern District of Texas alleging they defrauded
investors of $29 million through an unregistered commodity pool,
CourtHouse News Service reports.
Among other things, Mr. Hudgins claimed his pool has a
"successful track record" since 2000, though it did not exist
until 2004, and he himself lost $28 million trading commodities,
according to the complaint.
The plaintiffs also claimed the Rosenthal Collins Group aided
and abetted Mr. Hudgins to collect "gigantic commissions" as
part of Mr. Hudgins' "fraudulent scheme."
The plaintiffs bring this action as a class action pursuant to
Rule 23 of the Federal Rules of Civil Procedure on behalf of all
persons who invested money with and through Mr. Hudgins during
the class period and were damaged thereby in connection with and
transactions in accounts carried by the Rosenthal Collins Group.
The plaintiffs want the court to rule on whether:
(a) the defendants' conduct violated the CEA;
(b) class members were damaged by defendants' unlawful
conduct and the measure of damages;
(c) injunctive relief is appropriate; and
(d) a constructive or actual trust should be impressed upon
the ill-gotten gains obtained by defendants as fruits
of their misconduct.
The plaintiffs demand judgment:
-- ordering that this suit proceed as a class action to
all claims previously alleged;
-- enjoining defendants' unlawful conduct as alleged;
-- awarding money damages, including prejudgment interest,
on each claim in an amount to be established at trial;
-- awarding statutory attorneys' fees and costs, and other
relief;
-- impressing a trust on the ill-gotten gains of
defendants in the ultimate res of which each class
member shall have an undivided interest;
-- directing further proceedings to determine the
distribution of the trust among class members, inter
se, and award attorneys' fees and expenses to
plaintiffs' counsel; and
-- awarding such other relief as the court may seem just
and proper.
The suit is "Carey, et al. v. Hudgins, et al., Case Number:
6:2008cv00344," filed in the U.S. District Court for the Eastern
District of Texas, Judge Michael H. Schneider, presiding.
Representing the plaintiffs is:
Bryan T. Forman, Esq. (bryan@formanlawfirm.com)
Forman Law Firm PC
117 East Houston Street
Tyler, TX 75702
Phone: 903-597-2221
Fax: 903-597-2224
SEMGROUP: Lead Plaintiff Application Deadline Is On Sept. 19
------------------------------------------------------------
The Law Offices of Howard G. Smith announced a September 19,
2008, deadline for investors to move to be a lead plaintiff in
the securities class action lawsuit filed on behalf of all
purchasers of the common units of SemGroup Energy Partners,
L.P., between February 20, 2008, and July 17, 2008, inclusive.
The shareholder lawsuit is pending in the United States District
Court for the Southern District of New York.
The Complaint alleges that the defendants violated federal
securities laws by issuing material misrepresentations to the
market concerning SemGroup's financial condition and prospects,
thereby artificially inflating the price of SemGroup units.
For more information, contact:
Howard G. Smith, Esq. (howardsmithlaw@hotmail.com)
Law Offices of Howard G. Smith
3070 Bristol Pike, Suite 112
Bensalem, PA 19020
Phone: 215-638-4847
Toll-Free: 888-638-4847
Web site: http://www.howardsmithlaw.com/
STEWART INFORMATION: Faces N.Y. Title Insurance Antitrust Suits
---------------------------------------------------------------
Stewart Information Services Corp. is facing several purported
antitrust class-action lawsuits over the price of title
insurance, according to the company's Aug. 8, 2008 Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended June 30, 2008.
In February 2008, an antitrust class action complaint was filed
in the U.S. District Court for the Eastern District of New York
against Stewart Title Insurance Company, Monroe Title Insurance
Corp., Stewart Information Services (SISCO), several other
unaffiliated title insurance companies, and the Title Insurance
Rate Service Association, Inc. (TIRSA).
The complaint alleges that the defendants violated Section 1 of
the Sherman Act by collectively filing proposed rates for title
insurance in New York through TIRSA, a state-authorized and
licensed rate service organization.
Other complaints were subsequently filed in the federal district
courts for the Eastern and Southern Districts of New York and
federal district courts in Pennsylvania, New Jersey, Ohio,
Florida, Massachusetts, Arkansas, California, Washington, West
Virginia, and Texas.
All of the complaints assert similar allegations, except that
certain of the complaints also allege violations of various
state consumer protection laws. The complaints generally
request treble damages in an unspecified amount, declaratory and
injunctive relief, and attorneys' fees.
At least 73 such complaints are currently pending, each of which
names SISCO and one or more of its affiliates as a defendant.
Stewart Information Services Corp. -- http://www.stewart.com/--
is a real estate information, title insurance and transaction
management company. Its two main operating segments of business
are title insurance-related services and real estate information
(REI). It provides title insurance and related information
services required for settlement by the real estate and mortgage
industries through more than 9,500 policy-issuing offices and
agencies in the U.S. and international markets. Stewart also
provides post-closing lender services, automated county clerk
land records, property ownership mapping, geographic information
systems, property information reports, document preparation,
background checks and expertise in tax-deferred exchanges. Its
international division delivers products and services protecting
and promoting private land ownership worldwide. Stewart's
primary international operations are in Canada, the U.K.,
Central Europe, Mexico, Central America and Australia.
THIRD FEDERAL: To Appeal "Greenspan" Ruling to Ohio High Court
--------------------------------------------------------------
Third Federal Savings and Loan Association of Cleveland, a unit
of TFS Financial Corp., plans to appeal to the Ohio Supreme
Court the Eighth District Court of Appeals' earlier decision in
the purported class-action suit "Gary A. Greenspan vs. Third
Federal Savings and Loan," according to TFS Financial's Aug. 8,
2008 Form 10-Q filing with the U.S. Securities and Exchange
Commission for the quarter ended June 30, 2008.
The suit, which was filed on June 13, 2006, is a dispute over
"document preparation fees." It was originally filed in the
Cuyahoga County, Ohio Court of Common Pleas.
The plaintiff sought to represent a class of Ohio residents in
connection with mortgage loans that the company provided to the
plaintiff and the putative class members.
The suit alleges that the company impermissibly charged a
"document preparation fee" that included the cost of preparing
legal documents in connection with the mortgages. It also
alleges that the company should disgorge the document
preparation fee because the document preparation constituted the
practice of law and was performed by Company employees who are
not licensed to practice law in Ohio.
The plaintiff sought to certify a class of individuals who were
charged such a fee "anytime after June 13, 2001."
The company answered the plaintiff's complaint and moved for
judgment on the pleadings. The trial court granted the
company's motion and dismissed the action. The plaintiff
appealed to the Eight District Court of Appeals.
On June 25, 2008, the appellate court reversed the trial court's
dismissal of the plaintiff's complaint as to claims arising
before Sept. 15, 2004, the date that the relevant statute was
amended to expressly give the Ohio Supreme Court exclusive
jurisdiction over claims for the unauthorized practice of law.
The company will be appealing the Eighth District Court of
Appeals' decision to the Ohio Supreme Court.
TFS Financial Corp. -- http://www.thirdfederal.com/-- was
established as a mid-tier stock holding company for Third
Federal Savings and Loan Association of Cleveland, and the
ownership of Third Federal Savings and Loan Association of
Cleveland is its primary business activity.
New Securities Fraud Cases
HANSEN NATURAL: Coughlin Stoia Files Calif. Securities Lawsuit
--------------------------------------------------------------
Coughlin Stoia Geller Rudman & Robbins LLP commenced a class
action lawsuit in the United States District Court for the
Central District of California on behalf of purchasers of Hansen
Natural Corporation common stock during the period between
May 23, 2007, and November 8, 2007.
The complaint charges Hansen Natural and certain of its officers
and directors with violations of the Securities Exchange Act of
1934.
Hansen Natural, through its subsidiaries, engages in the
development, marketing, sale, and distribution of beverages in
the United States and Canada.
According to the complaint, during the Class Period, defendants
issued materially false and misleading statements that
misrepresented and failed to disclose:
(a) that Hansen Natural's second quarter sales results were
materially impacted by inventory loading as customers
were induced to purchase more product before the
Company raised its prices in its Monster Energy drink
line and its Java Monster drink line;
(b) that the Company was experiencing declining sales in
its non-core drink lines;
(c) that the Company was experiencing production shortfalls
with its Java Monster drink line; and
(d) that, as a result of the foregoing, defendants lacked a
reasonable basis for their positive statements about
the Company and its prospects.
On November 8, 2007, the Company issued a press release
announcing its financial results for the third quarter of 2007,
the period ended September 30, 2007. For the quarter, the
Company reported lower than expected revenue growth and
decreasing profit margins. Following this earnings
announcement, shares of the Company's common stock fell $13.17
per share, or 23%, to close at $43.50 per share, on heavy
trading volume.
The plaintiff seeks to recover damages on behalf of all
purchasers of Hansen Natural common stock during the Class
Period.
For more information, contact:
Samuel H. Rudman, Esq.
David A. Rosenfeld, Esq.
Coughlin Stoia Geller Rudman & Robbins LLP
655 West Broadway, Suite 1900
San Diego, CA 92101
Phone: 800-449-4900
e-mail: djr@csgrr.com
NVIDIA CORP: Brower Piven Files Securities Fraud Suit in Calif.
---------------------------------------------------------------
Brower Piven, A Professional Corporation, commenced a class
action lawsuit in the United States District Court for the
Northern District of California on behalf of purchasers of the
common stock of NVIDIA Corporation (NASDAQ: NVDA) during the
period between November 8, 2007, and July 2, 2008, inclusive.
NVIDIA provides visual computing technologies designed to
generate interactive graphics on consumer and professional
computing devices in the United States and internationally.
The complaint alleges that the defendants violated the
Securities Exchange Act of 1934 by issuing a series of
misrepresentations and omissions that concealed and failed to
disclose the unusually high failure rates of NVIDIA's mobile
video adapters and the impact of these defects on the Company's
financial condition and results for future business prospects.
Interested parties may move the court no later than November 10,
2008, for lead plaintiff appointment.
For more information, contact:
Charles J. Piven, Esq.
Brower Piven, A Professional Corporation
The World Trade Center-Baltimore
401 East Pratt Street, Suite 2525
Baltimore, MD 21202
Phone: 410-332-0030
e-mail: hoffman@browerpiven.com
Web site: http://www.browerpiven.com/
PERINI CORP: Schiffrin Barroway Files Mass Securities Fraud Suit
----------------------------------------------------------------
The law firm of Schiffrin Barroway Topaz & Kessler, LLP, gave
notice that a class action lawsuit was filed in the United
States District Court for the District of Massachusetts on
behalf of all purchasers of securities of Perini Corporation
from November 2, 2006, to January 17, 2008, inclusive.
The Complaint charges Perini and certain of its officers and
directors with violations of the Securities Exchange Act of
1934.
Perini is a construction services company offering general
contracting, construction management and design/build services
to private clients and public agencies.
More specifically, the Complaint alleges that the Company failed
to disclose and misrepresented these material adverse facts
which were known to defendants or recklessly disregarded by
them:
(1) that the Company's projects in Las Vegas were being
subject to delays and risked being halted altogether;
(2) that the developer of Perini's Las Vegas projects
failed to secure financing for the entire project;
(3) that the developer of Perini's Las Vegas projects would
have to raise the remainder of the money from the sale
of residential units at a time when the residential
market in Las Vegas was experiencing a significant
downturn;
(4) that as a result, the developer of Perini's projects
was at risk of default on its construction loan;
(5) that the Company's future profit and revenue was
heavily dependent on the Las Vegas projects which
consisted of 20% of the Company's backlog;
(6) that the Company lacked adequate internal and financial
controls; and
(7) that, as a result of the foregoing, the Company's
statements about its financial well-being and future
business prospects were lacking in any reasonable basis
when made.
On January 17, 2008, the Company shocked investors when it
announced that Deutsche Bank had delivered a notice of loan
default to the developer of the Cosmopolitan Resort Casino
project under construction in Las Vegas. Perini was the general
contractor for this project, and admitted that it was unable to
determine the financial impact this default notice would have on
the Company. Moreover, the Company disclosed that the work
which remained to be performed on the project totaled
$1.4 billion. Upon the release of this news, the Company's
shares declined $10.05 per share, or 26.66 percent, to close on
January 17, 2008 at $27.65 per share, on unusually heavy trading
volume.
The plaintiff seeks to recover damages on behalf of class
members.
Interested parties may move the court no later than October 20,
2008, for lead plaintiff appointment.
For more information, contact:
Darren J. Check, Esq.
David M. Promisloff, Esq.
Schiffrin Barroway Topaz & Kessler, LLP
280 King of Prussia Road
Radnor, PA 19087
Phone: 1-888-299-7706 (toll free)
1-610-667-7706
e-mail: info@sbtklaw.com
SSGA INTERMEDIATE: Coughlin Stoia Files N.Y. Securities Lawsuit
---------------------------------------------------------------
Coughlin Stoia Geller Rudman & Robbins LLP filed a class action
lawsuit on behalf of an institutional investor in the United
States District Court for the Southern District of New York on
behalf of all purchasers of the SSgA Intermediate Fund within
three years of the filing of this lawsuit, seeking to pursue
remedies under the Securities Act of 1933.
The complaint alleges that defendants solicited investors to
purchase shares of the Intermediate Fund by making statements in
its registration statement and subsequent supplemental
prospectuses that described the Fund's objective as one that
"seeks a high level of current income while preserving principal
by investing primarily in a diversified portfolio of debt
securities with a dollar-weighted average maturity between three
and ten years."
Moreover, the registration statement represented that the
investment objective of the Intermediate Fund was to invest "at
least 80% of its total assets in debt instruments" and to invest
in "debt instruments rated investment grade or better."
As alleged in the complaint, these statements, among others,
were materially false and misleading because they omitted and
misrepresented the true facts, including:
(a) the actual risks associated with acquiring shares of
the Intermediate Fund;
(b) that the Intermediate Fund:
i. was heavily invested in high-risk mortgage-backed
securities and securities tied to the value of
subprime mortgages; and
ii. had vast undisclosed exposure to the subprime
lending industry; and
(c) that the Fund had materially altered its investment
strategy, which had resulted in the dramatic
deterioration in the quality of the Fund's investment.
As a result of defendants' investment strategy, the Intermediate
Fund suffered declines of more than 50% by September 2007.
The plaintiff seeks to recover damages on behalf of all
purchasers of the shares of the Fund within the three years that
preceded the filing of this lawsuit.
For more information, contact:
Samuel H. Rudman, Esq.
David A. Rosenfeld, Esq.
Coughlin Stoia Geller Rudman & Robbins LLP
655 West Broadway, Suite 1900
San Diego, CA 92101
Phone: 800-449-4900
e-mail: djr@csgrr.com
*********
A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the Class Action Reporter. Submissions
via e-mail to carconf@beard.com are encouraged.
Each Friday's edition of the CAR includes a section featuring
news on asbestos-related litigation and profiles of target
asbestos defendants that, according to independent research,
collectively face billions of dollars in asbestos-related
liabilities.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Class Action Reporter is a daily newsletter, co-published by
Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland
USA. Glenn Ruel S. Senorin, Janice M. Mendoza, Freya Natasha F.
Dy, and Peter A. Chapman, Editors.
Copyright 2008. All rights reserved. ISSN 1525-2272.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.
Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.
The CAR subscription rate is $575 for six months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Christopher
Beard at 240/629-3300.
* * * End of Transmission * * *