/raid1/www/Hosts/bankrupt/CAR_Public/091223.mbx
C L A S S A C T I O N R E P O R T E R
Wednesday, December 23, 2009, Vol. 11, No. 253
Headlines
AFFILIATED COMPUTER: Inks Agreement to Settle Delaware Suit
APAC CUSTOMER: Continues to Defend FLSA Violations Suit in Wis.
ARAMARK CORP: Continues to Defend Wage Law Violations Suit
BROCADE COMMS: Second Amended Complaint in California Dismissed
CALIFORNIA MICRO: Shareholder Sues to Block or Improve Buy-Out
CITY OF CASEY: 600 Residents Join Aussie Gas Leak Class Action
COVENANT APOSTOLIC: Ohio Daycare Drugging Complaint Now Available
GANDER MOUNTAIN: Faces Three Suits Over September Stock Split
JENNIFER CONVERTIBLES: Plaintiff Makes New Settlement Proposal
MEDCATH CORP: Bakersfield Heart Faces Suit over Balance Billing
NEUROMETRIX INC: Federal Court Dismisses Securities Lawsuit
NEWEGG: Accused in Calif. Suit of Misrepresenting Hard Drives
RED HAT: Reaches Settlement in North Carolina Restatement Suit
REMEC INC: Continues to Defend Securities Suit in California
SEMITOOL INC: Faces Three Suits Over Applied Materials Merger
SPRINT: Cavalry Says Carrier Hid Class Action Set-Off Claims
STANPARK CONSTRUCTION: Nev. Suit Claims 131 Homes Are Defective
SUNLIFE ASSURANCE: Sued in Calif. for Misrepresenting Annuities
SUNAIR SERVICES: Plaintiff's Temporary Injunction Plea Denied
WATSON WYATT: Tower Perrin Gets $800 Million Settlement Demand
WILLIAMS CONTROLS: No Trial Date Yet in Cuesta v. Ford Suit
XEROX CORP: Inks Pact to Settle Delaware Suit Over ACS Merger
New Securities Fraud Cases
NIGHTHAWK RADIOLOGY: Coughlin Files Shareholder Suit in D. Idaho
STATE STREET: Glancy Binkow Files Shareholder Suit in D. Mass.
VENTURE FINANCIAL: Hagens Berman Files ERISA Suit in W.D. Wash.
*********
AFFILIATED COMPUTER: Inks Agreement to Settle Delaware Suit
-----------------------------------------------------------
Affiliated Computer Services, Inc., Xerox Corporation, plaintiffs
and certain other parties named in a class action filed by ACS
shareholders in the Delaware Court of Chancery related to Xerox's
proposed acquisition of ACS entered into a Stipulation and
Proposed Order to settle the matter.
On Sept. 27, 2009, Xerox, Boulder Acquisition Corp., a wholly-
owned subsidiary of Xerox, and the company entered into
an Agreement and Plan of Merger.
Nine lawsuits have been filed in connection with the company's
proposed merger with Boulder Acquisition.
Seven lawsuits were filed in the District and County Courts of
Dallas County, Texas and two lawsuits were filed in Delaware
Chancery Court.
The plaintiffs in each case allege that they are company
stockholders, and they purport to bring a class action on behalf
of all of the company's stockholders. The lawsuits generally
assert claims of breach of fiduciary duties against members of
the company's board of directors, allegedly aided and abetted by
the company and Xerox.
The plaintiffs allege that the terms of the proposed acquisition
are unfair to the Company's Class A stockholders principally on
the grounds that the consideration offered to the Class A
stockholders is both inadequate and unfairly favorable to the
Chairman of the company, and that the proposed Merger is the
result of an unfair process.
Plaintiffs seek equitable relief, including an injunction against
the proposed merger, and recovery of unspecified monetary damages
allegedly sustained by the stockholders.
On Oct. 7, 2009, the Delaware Chancery Court entered an order
consolidating the two cases before it.
On Oct. 22, 2009, the Delaware Chancery Court granted the
plaintiffs' motion for class certification.
On Dec. 13, 2009, the company, Xerox, plaintiffs and certain
other parties named in a class action filed by ACS shareholders
in the Delaware Court of Chancery related to Xerox's proposed
acquisition of ACS entered into a Stipulation and Proposed Order.
On Dec. 14, 2009, the parties to the Stipulation submited the
Stipulation to the Delaware Court of Chancery.
Under the Stipulation, the plaintiffs agreed not to take any
action to prevent or delay the Merger from closing, and the
parties to the merger agreement agreed to amend the merger
agreement so that, in order to complete the Merger, ACS must
receive approval of the holders of a majority of the outstanding
shares of ACS Class A common stock (other than the shares held by
holders of ACS Class B common stock).
Post-closing monetary damage claims remain outstanding, according
to the company's Dec. 13, 2009, Form 8-K filing with the U.S.
Securities and Exchange Commission.
Merger Amendment
On Dec. 13, 2009, the company entered into Amendment No. 1 to the
Agreement and Plan of Merger, dated as of Sept. 27, 2009, among
Xerox, Boulder Acquisition, a wholly-owned subsidiary of Xerox,
and ACS.
The Amendment amends the Merger Agreement to, among other things,
include a non-waivable "majority of the minority" vote approval
requirement. For purposes of the Minority Approval, the
affirmative vote of holders of a majority of the outstanding
shares of ACS Class A common stock that are not held, directly or
indirectly, by holders of ACS Class B common stock, voting as a
single, separate class, will be required to adopt the Merger
Agreement.
The Amendment was signed in accordance with a Stipulation and
Proposed Order, dated as of Dec. 13, 2009, among Xerox, ACS,
plaintiffs and other parties named in a class action filed by ACS
shareholders in the Delaware Court of Chancery related to Xerox's
proposed acquisition of ACS, in which plaintiffs agreed not to
take any action to prevent or delay the Merger from closing.
Based in Dallas, Tex., Affiliated Computer Services, Inc. --
http://www.acs-inc.com/-- is a provider of business process
outsourcing and information technology services to commercial and
government clients. The company has two segments based on the
clients it serves: commercial and government. The commercial
segment accounted for approximately 60% of its revenues during
the fiscal year ended June 30, 2008 (fiscal 2008). The company
provides services to a variety of clients worldwide, including
information technology, human capital management, finance and
accounting, customer care, transaction processing, payment
services and commercial education. During fiscal 2008, revenues
from the government segment accounted for approximately 40% of
the company's revenues. The company services its clients through
long-term contracts. It supports client operations in more than
100 countries. In March 2009, it acquired e-Services Group
International. In June 2009, it completed the acquisition of
United Kingdom-based Anix.
APAC CUSTOMER: Continues to Defend FLSA Violations Suit in Wis.
---------------------------------------------------------------
APAC Customer Services, Inc., continues to defend a purported
collective/class action complaint alleging violations of the
Federal Fair Labor Standards Act, according to the company's Nov.
4, 2009, Form 10-Q filing with the U.S. Securities and Exchange
Commission for the quarter ended Sept. 27, 2009.
On May 27, 2009, a purported collective/class action complaint
captioned Tiffany Sharpe, et al. v. APAC Customer Services, Inc.
was filed in the U.S. District Court for the Western District of
Wisconsin.
On behalf of the named plaintiff, a non-exempt call center
employee, and other similarly situated individuals, the complaint
asserts violations under the FLSA related to overtime
compensation and wage records.
The complaint also asserts violations under Wisconsin Wage
Payment and Overtime Compensation Laws based upon the same
alleged facts.
The complaint purports to allege claims as a nationwide
collective action under federal law, as well as a class action
under Wisconsin state law.
The complaint seeks various forms of relief, including injunctive
relief, unpaid overtime wages, liquidated damages, interest, and
attorneys' fees and costs.
APAC Customer Services, Inc. --
http://www.apaccustomerservices.com/-- is a provider of customer
care services and solutions to market leaders in the healthcare,
business services, communications, publishing, travel and
entertainment and financial services industries. As of December
28, 2008, the Company operated 13 customer care centers in the
United States, two of which are client-owned facilities and four
off-shore customer care centers in the Philippines. As of
December 28, 2008, the domestic operations consisted of
approximately 4,700 workstations and the off-shore operations
consisted of approximately 3,300 workstations. The Company
provides service through multiple communication channels,
including telephone, Internet, email, fax, mail correspondence
and automated response generated through technology.
ARAMARK CORP: Continues to Defend Wage Law Violations Suit
----------------------------------------------------------
ARAMARK Corp. continues to defend a lawsuit alleging violations
of the California wage and hours laws, according to the company's
Dec. 15, 2009, Form 10-K filing with the U.S. Securities and
Exchange for the fiscal year ended Oct. 2, 2009.
On July 29, 2009, Genaro Zendejas Morales, a former employee of
the company, and Ricky Silva and Cristian Sanchez, current
employees of ARAMARK Sports, LLC, filed a proposed class action
complaint against the company, ARAMARK Sports, Inc., and ARAMARK
Sports, LLC in the U.S. District Court, Central District of
California.
The complaint, as filed, purports to assert class claims that
defendants did not pay all monies due under California wage and
hour laws.
The plaintiffs are seeking unspecified monetary damages and
injunctive relief.
ARAMARK Corp. -- http://www.aramark.com/-- is a leader in
professional services, providing award-winning food services,
facilities management, and uniform and career apparel to health
care institutions, universities and school districts, stadiums
and arenas, and businesses around the world.
BROCADE COMMS: Second Amended Complaint in California Dismissed
---------------------------------------------------------------
The California Superior Court in Santa Clara County has dismissed
the second amended class-action complaint against Brocade
Communications Systems, Inc., according to the company's Dec. 14,
2009, Form 10-K filing with the U.S. Securities and Exchange
Commission for the quarter ended Oct. 31, 2009.
On Oct. 23, 2007, a class-action complaint was filed against
Brocade and certain of its former officers and current and
former directors.
This action was filed on behalf of individuals who owned Brocade
stock between Feb. 21, 2001 and May 16, 2005.
The complaint generally alleges that Brocade and the individual
defendants breached the duty of disclosure by failing to
disclose alleged wrongful conduct, including conduct complained
of in the securities litigation, and seeks unspecified monetary
damages and other relief against the defendants.
On Nov. 26, 2007, this action was removed from State Court to the
U.S. District Court for the Northern District of California.
On Dec. 3, 2007, Brocade filed a motion to dismiss the action in
its entirety on the ground that it is preempted by the
Securities Litigation Uniform Standards Act of 1998.
On March 6, 2008, Brocade's motion to dismiss was denied and the
case was remanded to State Court. On May 29, 2008, Brocade
filed a demurrer to the complaint.
On July 10, 2008, plaintiffs filed an amended complaint and
Brocade filed a demurrer to the amended complaint on Aug. 4,
2008. On Sept. 12, 2008, Brocade's demurrer was granted and the
amended complaint was dismissed with leave to amend.
On Oct. 15, 2008, plaintiffs filed a second amended complaint.
The second amended complaint generally alleges that Brocade and
the individual defendants violated or conspired to violate the
Racketeering Influenced and Corrupt Organizations Act and seeks
unspecified monetary damages and other relief against the
defendants.
Brocade filed a motion to dismiss the second amended complaint on
Nov. 17, 2008.
On Jan. 30, 2009, the Court granted Brocade's motion and, on
March 3, 2009, the Court dismissed the complaint with prejudice.
On May 14, 2009, Plaintiffs filed a notice of appeal, which
Brocade opposed.
On Oct. 15, 2009, plaintiffs filed a voluntary request to dismiss
their appeal.
The appeal was dismissed on Oct. 19, 2009. Accordingly, the
matter has been dismissed with prejudice.
Brocade Communications Systems, Inc. -- http://www.brocade.com/-
- is a supplier of data center networking solutions that help
enterprises connect and manage their information. The company
offers a line of data center networking hardware, software
products and services. The company is organized in four
operating units: The Data Center Infrastructure (DCI), The Server
Edge and Storage (SES), The Services, Support and Solutions (S3)
and The Files (Files). Brocade products and services are
marketed, sold to end-user customers through distribution
partners, including original equipment manufacturers (OEMs),
distributors, systems integrators, value- added resellers (VARs)
and by Brocade directly.
CALIFORNIA MICRO: Shareholder Sues to Block or Improve Buy-Out
--------------------------------------------------------------
Courthouse News Service reports that directors of California
Micro Devices are selling the company too cheaply to ON
Semiconductor and Pac-10 Acquisition, for $4.70 a share of $108
million, shareholders say in Santa Clara County Court, Calif.
A copy of the Complaint in Varrenti v. Dickson, et al., Case No.
109CV159469 (Calif. Super. Ct., Santa Clara Cty.), is available
at:
http://www.courthousenews.com/2009/12/18/SCA.pdf
The Plaintiff is represented by:
David E. Bower, Esq.
LEVI & KORSINSKY, LLP
6000 Corporate Pointe, Suite 1170
Culver City, CA 90230-7600
Telephone: 310-839-0442
- and -
Joseph Levi, Esq.
Juan E. Monteverde, Esq.
LEVI & KORSINSKY, LLP
30 Broad St., 15th Floor
New York, NY 10004
Telephone: 212-363-7500
CITY OF CASEY: 600 Residents Join Aussie Gas Leak Class Action
--------------------------------------------------------------
ABC News reports that the Victorian Supreme Court has heard
almost 600 residents of a Cranbourne housing estate have now
joined a class action over a gas leak last year.
Hundreds of residents of the Brookland Greens Estate were ordered
to evacuate in September 2008, because of the threat posed by
methane emissions from a nearby landfill site.
The residents launched an action against the City of Casey,
alleging the council failed to contain the gas emissions.
The case will go to mediation next year, the news report says.
COVENANT APOSTOLIC: Ohio Daycare Drugging Complaint Now Available
-----------------------------------------------------------------
A copy of the Complaint in Coleman v. Covenant Apostolic
Church, Case No. A 0911823 (Ohio Ct. Common Pleas, Hamilton
Cty.), filed on Dec. 15, 2009, is available at:
http://www.courthousenews.com/2009/12/18/DruggedKids.pdf
Prior coverage of this class action lawsuit appeared in the Class
Action Reporter on Dec. 18, 2009.
GANDER MOUNTAIN: Faces Three Suits Over September Stock Split
-------------------------------------------------------------
Gander Mountain Co. continues to face three purported class
action complaints resulting from its reverse/forward stock split,
according to the company's Dec. 15, 2009, Form 10-Q filing with
the U.S. Securities and Exchange Commission for the quarter ended
Oct. 31, 2009.
On Sept. 27, 2009, a special committee of the company's board of
directors made a recommendation to the full board of directors to
proceed with a reverse stock split, followed by a forward stock
split, to effect a deregistration of the shares of the company's
common stock and delisting from the Nasdaq Global Market.
Following this recommendation, on the same date, the board of
directors unanimously approved a 1-for-30,000 reverse stock split
of the company's common stock, followed immediately thereafter by
a 30,000-for-1 forward stock split of the common stock.
Since the announcement of the reverse/forward stock split, three
purported class action complaints have been filed in the Ramsey
County District Court in St. Paul, Minnesota, by four individuals
claiming to be shareholders of the company.
All of the complaints name as defendants the company and its
directors.
One of the complaints names Holiday Stationstores, Inc. and
Gratco LLC as additional defendants.
Plaintiffs allege that the defendants breached their fiduciary
duties, and/or aided and abetted alleged breaches of fiduciary
duty by other defendants, by causing the company to engage in an
allegedly unfair transaction, at an allegedly unfair price and in
alleged violation of Minnesota law.
One of the complaints also alleges an express cause of action for
violation of Section 302A.467 of the Minnesota statutes
(Minnesota's equitable remedies statute).
Plaintiffs sued on behalf of an alleged class consisting of all
of the company's shareholders except defendants and their
affiliates, and seek as relief an order enjoining or rescinding
the reverse/forward stock split, rescissory damages, disgorgement
of unspecified benefits, imposition of a constructive trust and
an award of attorneys' fees and costs of litigation.
Gander Mountain Co. -- http://www.gandermountain.com/--
headquartered in Saint Paul, Minnesota, is the nation's largest
retail network of stores for hunting, fishing, camping, marine,
and outdoor lifestyle apparel and footwear, products and
services. Established in 1960, the Gander Mountain brand has
offered an expanding assortment of outdoor equipment, technical
apparel and footwear, as well as gunsmith and archery services.
The stores feature national, regional and local brands as well as
the company's owned brands.
JENNIFER CONVERTIBLES: Plaintiff Makes New Settlement Proposal
--------------------------------------------------------------
The plaintiff in a putative class action against Jennifer
Convertibles, Inc., has offered a new proposal in order to settle
the matter, according to the company's Dec. 14, 2009, Form 10-K
filing with the U.S. Securities and Exchange Commission for the
fiscal year ended Aug. 29, 2009.
On July 16, 2009, a complaint styled as a putative class action
was filed against the company in the U.S. District Court of the
Northern District of California by an individual and on behalf of
all others similarly situated.
The complaint seeks unspecified damages for alleged violations of
the California Labor Code sections 201, 202, 203, 204, 226,
226.7, 510, 512, 515, 1174, 1198 and 2802, violations of Section
17200 et seq. of the California Business and Professions Code and
violations of the federal Fair Labor Standards Act.
Such alleged violations include, among other things, failure to
pay overtime, failure to reimburse certain expenses, failure to
provide adequate rest and meal periods and other labor related
complaints.
Before engaging in discovery and extensive pre-trial proceedings,
the parties participated in an early mediation.
The plaintiff offered to settle for 20% of the company's
outstanding common stock in an amount guaranteed to be worth at
least $2 million on the date of distribution. If the value of
the stock as of the date of distribution is less than $2 million,
the company would distribute cash to make up the difference
between the value of the stock and $2 million.
In addition, the company would pay $400,000 over a five-year
period.
During November 2009, the company proposed a counter offer for
$300,000 in cash over a five-year period, with $100,000 to be
paid up front and the balance to be secured by the company's
assets, and between 600,000 and 800,000 shares of stock.
The number of shares to be issued would be shares sufficient to
reach a value of $1 million as of the time of issuance, subject
to a cap of 800,000 shares and a minimum distribution of 600,000
shares, regardless of the actual value at the time of issuance.
The plaintiff rejected the company's counter offer but made a new
proposal, which included the stock component proposed by the
company, but increased the cash component to a total of $1.5
million paid in equal installments over a five-year period, with
$300,000 to be paid up front and the balance to be secured.
The company has determined that it is probable that it has some
liability.
Based on the offer and counter offer, the company estimates the
liability ranges between $1.3 million and $2.5 million with no
amount within that range a better estimate than any other amount.
There is no assurance, notwithstanding the proposals, that the
litigation will be settled or, if settled, that it will be
settled within the parameters of the two offers.
Jennifer Convertibles, Inc. -- http://www.jenniferfurniture.com/
-- is an owner and licensor of a group of sofabed specialty
retail stores and leather specialty retail stores in the United
States, with stores located throughout the Eastern seaboard, in
the Midwest, on the West Coast and in the Southwest. As of Aug.
30, 2008, its stores included 157 Jennifer Convertibles stores
and 14 Jennifer Leather stores. Of these 171 stores, the Company
owned 149 and licensed 22, including 21 owned and operated by a
related private company, the related company, and one owned by a
third party operated by the related company. Its operations are
classified into two operating segments: Jennifer and Ashley. The
Jennifer segment owns and licenses the sofabed specialty retail
stores. The Ashley segment is a big box, full-line home
furniture retail store.
MEDCATH CORP: Bakersfield Heart Faces Suit over Balance Billing
---------------------------------------------------------------
A purported class action law suit was filed by an individual
against MedCath Corp.'s Bakersfield Heart Hospital, according to
the company's Dec. 14, 2009, Form 10-K filing with the U.S.
Securities and Exchange Commission for the fiscal year ended
Sept. 30, 2009.
On or about October 6, 2009, a purported class action law suit
was filed by an individual against the Bakersfield Heart
Hospital.
The suit, filed on or about Oct. 6, 2009, alleges that under
California law, and specifically under the Knox-Keene Healthcare
Service Plan Act of 1975, and under the Health and Safety Code of
California that California prohibits the practice of "balance
billing" patients who are provided "emergency services" as
defined under California law.
A class has not been certified by the court in this case.
MedCath Corp. -- http://www.medcath.com/-- is a healthcare
provider focused primarily on the diagnosis and treatment of
cardiovascular disease. The company owns and operates hospitals
in partnership with physicians. It has ownership interests in and
operates nine hospitals, including seven, in which it owns a
majority interest. Each of its majority-owned hospitals is a
freestanding, licensed general acute care hospital that provides
a range of health services with a focus on cardiovascular care.
Each of its hospitals has a 24-hour emergency room staffed by
emergency department physicians. The hospitals, in which the
company has ownership interests have a total of 676 licensed beds
and are located in seven states: Arizona, Arkansas, California,
Louisiana, New Mexico, South Dakota and Texas. In May 2008,
MedCath, sold certain net assets of Dayton Heart Hospital (DHH)
to Good Samaritan Hospital. In June 2008, it acquired an
additional 14.29% ownership interest in the TexSAn Heart
Hospital.
NEUROMETRIX INC: Federal Court Dismisses Securities Lawsuit
-----------------------------------------------------------
The U.S. District Court for the District of Massachusetts has
dismissed the consolidated federal securities class action
lawsuit NeuroMetrix, Inc., according to the company's Dec. 14,
2009, Form 8-K filing with the U.S. Securities and Exchange
Commission.
The lawsuit, filed against the company and certain officers on
behalf of a purported class of investors who purchased
NeuroMetrix common stock between Oct. 27, 2005 and Feb. 12, 2008,
had alleged, among other things, that the defendants made false
and misleading statements and failed to disclose material
information in various Securities and Exchange Commission
filings, press releases and other public statements in violation
of the federal securities laws.
The Court entered a judgment dismissing the complaint on Dec. 8,
2009, rejecting the plaintiffs' allegations in their entirety.
The plaintiffs have the ability to appeal the Court's decision.
NeuroMetrix, Inc. -- http://www.neurometrix.com/-- is a science-
based health care company transforming patient care through
neurotechnology. The company provides innovative products for
preservation and restoration of nerve and spinal cord function,
and pain control.
NEWEGG: Accused in Calif. Suit of Misrepresenting Hard Drives
-------------------------------------------------------------
Courthouse News Service reports that Newegg misrepresents the
speed of some of the hard drives it sells, a class action claims
in Los Angeles Superior Court.
RED HAT: Reaches Settlement in North Carolina Restatement Suit
--------------------------------------------------------------
Red Hat, Inc. has reached an agreement in principle to settle the
class action lawsuit, pending in the U.S. District Court for the
Eastern District of North Carolina, brought on behalf of a class
of shareholders in connection with the restatement of financial
results announced in July 2004, according to the company's Dec.
15, 2009, Form 8-K filing with the U.S. Securities and Exchange
Commission.
Red Hat has recorded, in its quarter ended Nov. 30, 2009, a
reserve in the amount of $8.8 million for its portion of the
settlement. Red Hat plans to exclude this one-time charge from
the non-GAAP results Red Hat reports for its quarter ended Nov.
30, 2009, when these results are announced on Dec. 22, 2009, and
will provide a reconciliation to GAAP results at that time.
The class action settlement is subject to the completion of a
final, written settlement agreement and court approval.
Red Hat, Inc. -- http://www.redhat.com/-- is the world's leading
open source solutions provider and a component of the S&P 500, is
headquartered in Raleigh, NC with over 65 offices spanning the
globe. CIOs ranked Red Hat as one of the top vendors delivering
value in Enterprise Software for six consecutive years in the CIO
Insight Magazine Vendor Value survey. Red Hat provides high-
quality, affordable technology with its operating system
platform, Red Hat Enterprise Linux, together with virtualization,
applications, management and Services Oriented Architecture (SOA)
solutions, including Red Hat Enterprise Virtualization and JBoss
Enterprise Middleware. Red Hat also offers support, training and
consulting services to its customers worldwide.
REMEC INC: Continues to Defend Securities Suit in California
------------------------------------------------------------
REMEC, Inc., continues to defend a consolidated securities fraud
lawsuit filed in the U.S. District Court for the
Southern District of California.
On Sept. 29, 2004, three class actions were filed against the
company and certain former officers alleging violations of
federal securities laws between Sept. 8, 2003 and Sept. 8, 2004.
On Jan. 18, 2005, the law firm of Milberg Weiss Bershad &
Schulman, LLP, was appointed lead counsel and its client was
appointed lead plaintiff.
After several consolidated and amended complaints were filed,
challenged by the company and dismissed by the court with leave
to amend, the court denied REMEC's motion to dismiss the fourth
amended complaint on Sept. 25, 2006.
REMEC filed its answer to the fourth amended complaint on
Nov. 6, 2006, denying all liability and asserting certain
affirmative defenses. The court granted plaintiff's motion for
class-certification on Nov. 21, 2007.
The parties engaged in discovery, including production of
documents, between May 2007 and March 2009. All discovery,
including expert discovery, is now closed.
There are currently four motions seeking summary judgment or
partial summary judgment pending before the Court, three made by
the defendants and one made by the plaintiffs. The time period
for filing dispositive motions has closed.
The Pretrial Conference has been set for Jan. 25, 2010, and Trial
has been set for Feb. 23, 2010.
REMEC maintains directors' and officers' liability insurance, and
has tendered the defense of this lawsuit to its insurance
carriers. The primary insurance carrier has agreed to pay defense
costs and provide coverage of this action, subject to a
reservation of rights.
No further updates were reported in the company's Dec. 14, 2009,
Form 10-Q filing with the U.S. Securities and Exchange Commission
for the quarter ended ended Oct. 30, 2009.
The suit is In re: REMEC Inc. Securities Litigation, Case No. 04-
CV-1948 (S.D. Calif.) (Miller, J.).
Representing the plaintiffs are:
Jeff S. Westerman, Esq.
MILBERG WEISS BERSHAD & SCHULMAN, LLP
355 South Grand Avenue, Suite 4170
Los Angeles, CA 90071
Phone: (213) 617-1200
Fax: (213) 617-1975
- and -
David W. Mitchell, Esq.
LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS, LLP
655 West Broadway, Suite 1900
San Diego, CA 92101-4297
Phone: 619-231-1058 and 800-449-4900
Fax: 619-231-7423
- and -
Blake Muir Harper, Esq.
Hulett Harper Stewart, LLP
550 West C Street, Suite 1600
San Diego, CA 92101
Phone: (619) 338-1133
Fax: (619) 338-1139
Representing the defendants is:
Robert W. Brownlie, Esq.
DLA PIPER RUDNICK GRAY CARY, US, LLP
401 "B" Street, Suite 1700
San Diego, CA 92101
Phone: (619) 699-2700 and (858) 638-6886
Fax: 858-677-1401
SEMITOOL INC: Faces Three Suits Over Applied Materials Merger
-------------------------------------------------------------
Semitool, Inc., faces three purported class action lawsuits
related to the merger with Applied Materials, Inc., according to
the company's Dec. 14, 2009, Form 10-K filing with the U.S.
Securities and Exchange Commission for the fiscal year ended
Sept. 30, 2009.
On Nov. 17, 2009, the company announced that it had entered into
an agreement with Applied Materials, pursuant to which Applied
Materials would acquire Semitool in a combination tender offer
and merger.
On or about Nov. 19, 2009, Nov. 30, 2009 and Dec. 4, 2009, three
purported class action lawsuits related to the tender offer and
the merger, captioned
-- Stationary Engineers Local 39 Pension Trust Fund vs.
Semitool, Inc., et al. (Cause No. DV-09-1461(B)),
-- Stern vs. Thompson, et al. (Cause No. DV-09-1513(C)),
and
-- Marvel v. Thompson, et al.,
were filed in the Montana Eleventh Judicial District Court,
County of Flathead, against Semitool, each of Semitool's
directors, Applied Materials and Jupiter Acquisition Sub, Inc.
The plaintiff in the Stationary Engineers Local action then filed
an amended complaint on or about Nov. 25, 2009.
Motions for expedited proceedings were filed by the plaintiffs in
the first and second actions, respectively, on Nov. 23, 2009 and
Dec. 1, 2009, in each case requesting, among other things, that
the Court expedite discovery and schedule a hearing on such
plaintiff's proposed motion for a preliminary injunction no later
than Dec. 17, 2009, the currently scheduled Expiration Date of
the tender offer.
A hearing on the motion for expedited proceedings in the
Stationary Engineers Local action took place on Dec. 9, 2009 and,
on Dec. 10, 2009, the court issued an order denying the
plaintiff's motion for expedited discovery and issued another
order scheduling a hearing on Dec. 15, 2009 in respect of
plaintiff's motion for a preliminary injunction.
The actions, each brought by a purported shareholder of Semitool,
seek certification of a class of all holders of Semitool common
stock (except the defendants and their affiliates) and allege,
among other things, that Semitool's directors breached their
fiduciary duties by:
(i) failing to maximize shareholder value;
(ii) securing benefits for certain defendants at the expense
or to the detriment of Semitool's public shareholders;
(iii) discouraging and/or inhibiting alternative offers to
purchase control of Semitool or its assets; and
(iv) failing to disclose material non-public information,
and that Applied Materials aided and abetted such
alleged breaches.
The actions seek, among other things, injunctive relief enjoining
the defendants from consummating the tender offer and the merger
and damages, as well as recovery of the costs of the action,
including reasonable attorneys' and experts' fees.
Semitool, Inc. -- http://www.semitool.com/-- designs,
manufactures, installs and services equipment for use in the
fabrication of semiconductor devices. The company's products are
focused on the wet chemical process steps in integrated circuit
manufacturing and include systems for wafer surface preparation
and electrochemical deposition applications. Its surface
preparation systems are designed for Front End of Line, Back End
of Line and wafer level packaging of ICs processes.
SPRINT: Cavalry Says Carrier Hid Class Action Set-Off Claims
------------------------------------------------------------
Barbara Leonard at Courthouse News Service reports that Sprint
sold $2.3 billion worth of delinquent wireless accounts without
telling the buyer that some of the accounts were the subject of
class action lawsuits, the buyer claims in Westchester County
Court.
Cavalry SPV says that between December 2003 and May 2008, it
bought eight portfolios of "charged-off consumer wireless phone
debt from Sprint," worth $2.3 billion.
When Sprint customers fail to pay their bills, the company
cancels the accounts and charges an early termination fee.
Four months before Cavalry paid $87 million for the first
portfolio, California consumers brought a class action against
Sprint, alleging that its early termination fees were unfair,
according to the complaint.
Delaware-based Cavalry says that while it was acquiring the
remaining seven portfolios, a class of Illinois consumers and a
nationwide class also sued Sprint over the same issue.
Sprint is appealing the December 2008 California ruling, which
found that its early termination fees were invalid, according to
the complaint.
Cavalry claims Sprint waited more than 5 years to notify it about
the California lawsuit. Sprint never notified Cavalry about the
Illinois or the nationwide class actions, according to the
complaint.
A copy of the Complaint in Cavalry SPV I, LLC v. Sprint Spectrum
L.P., Index No. _______ (N.Y. Sup. Ct., Westchester Cty.), is
available at:
http://www.courthousenews.com/2009/12/18/CavalryvSprint.pdf
Cavalry SPV I is represented by:
Eric J. Mayer, Esq.
SUSMAN GODFREY L.L.P.
1000 Louisiana St., Suite 5100
Houston, TX 77002
Telephone: 713-651-9366
STANPARK CONSTRUCTION: Nev. Suit Claims 131 Homes Are Defective
---------------------------------------------------------------
Stanpark Construction built 131 defective houses in the Tempo
subdivision of North Las Vegas, according to a class action in
Clark County Court. Dozens of homeowners in the Central Park
Developments sued Central Park LLC, Amland Development and US
West Development in a similar complaint in the same court.
A copy of the Complaint in Prisbey, et al. v. Stanpark
Construction Company, et al., Case No. A-09-606013-D (Nev. Dist.
Ct., Clark Cty.), is available at:
http://www.courthousenews.com/2009/12/18/RealEst.pdf
The Plaintiffs are represented by:
Terry L. Wike, Esq.
William R. Killip, Jr., Esq.
LAW OFFICES OF TERRY L. WIKE
9500 W. Flamingo Rd., Suite 108
Las Vegas, NV 89102
Telephone: 702-870-9898
SUNLIFE ASSURANCE: Sued in Calif. for Misrepresenting Annuities
---------------------------------------------------------------
Courthouse News Service reports that Sun Life Assurance Co. of
Canada misrepresented annuities it sold to senior citizens, and
the high commissions it took, according to a class action in Los
Angeles Superior Court.
SUNAIR SERVICES: Plaintiff's Temporary Injunction Plea Denied
-------------------------------------------------------------
The Circuit Court of the Seventeenth Judicial Circuit for Broward
County, State of Florida, Civil Division, denied the plantiff's
request for a temporary injuction of the merger in a putative
class action lawsuit against Sunair Services Corp. over its
proposed merger with Massey Services, Inc., according to the
company's Dec. 14, 2009, Form 8-K filing with the U.S. Securities
and Exchange Commission.
On Oct. 9, 2009, a putative class action lawsuit was filed
regarding the proposed merger between Sunair and Massey Services.
The complaint is purportedly filed on behalf of the public
holders of Sunair's common stock, and names as defendants,
Sunair, each of Sunair's directors, Massey and Buyer Acquisition
Company, Inc., the wholly-owned subsidiary of Massey acting as
merger sub for the proposed transaction.
The Complaint alleges, among other things, that Sunair's
directors breached their fiduciary duties by adopting the
Agreement and Plan of Merger dated Sept. 28, 2009, between
Sunair, Massey and Merger Sub, and by approving the Merger
described therein.
The Complaint further alleges that the proposed Merger provides
Sunair's public shareholders with inadequate consideration for
their shares of Sunair's common stock and that Sunair and Massey
aided and abetted the alleged breaches by Sunair's directors.
The plaintiff seeks, among other things, class action status, an
injunction preventing the completion of the merger (or rescinding
the merger if it is completed), rescissory damages and the
payment of attorneys' fees and expenses.
On Dec. 3, 2009, Gerald Corsover, the plaintif, individually and
behalf of other similarly situated, served an emergency motion
for a temporary injunction in the Court.
On Dec. 11, 2009, the Court denied the plaintiff's motion for a
temporary injunction.
Sunair Services Corp. -- http://www.sunairservices.com/--
through its wholly owned subsidiary, Middleton Pest Control,
Inc., with headquarters located in Orlando, Florida, provides
pest control and lawn care services to both residential and
commercial customers. Middleton provides essential pest control
services and protection against termites and insects to homes and
businesses. In addition, Middleton supplies lawn care services
to homes and businesses, which includes fertilization treatments
and protection against disease, weeds and insects for lawns and
shrubs.
WATSON WYATT: Tower Perrin Gets $800 Million Settlement Demand
--------------------------------------------------------------
Watson Wyatt Worldwide, Inc., on Dec. 9, 2009, was informed by
Towers, Perrin, Forster & Crosby, Inc. that Towers Perrin had
received a settlement demand from the plaintiffs in a putative
class action lawsuit filed by former shareholders of Towers
Perrin, according to the company's Dec. 9, 2009, Form 8-K filing
with the U.S. Securities and Exchange Commission.
The complaint was filed on Nov. 5, 2009 by Jupiter Saturn Holding
Company, the newly-formed holding company that will acquire both
Towers Perrin and Watson Wyatt at the effective time of the
parties' pending merger of equals, against Towers Perrin, members
of its board of directors, and certain members of senior
management in the U.S. District Court for the Eastern District of
Pennsylvania.
The plaintiffs in the action -- Alan H. Dugan, Ronald P.
Giesinger, Marvin H. Greene, John G. Kneen, John T. Lynch, Bruce
R. Pittenger, J. Russell Southworth, C. Roland Stichweh, Jacobus
J. Van de Graaf and John C. Von Hagen -- are former members of
the Towers Perrin's senior management, who voluntarily retired
from Towers Perrin at various times between 1995 and 2000.
Pursuant to the corporation's bylaws as then in effect, the
Towers Perrin shares held by each of these plaintiffs were
redeemed by Towers Perrin at book value upon their retirement.
The plaintiffs purport to sue on behalf of themselves and a class
of former Towers Perrin shareholders who separated from service
on or after Jan. 1, 1971, whose shares were redeemed upon
retirement, and who otherwise meet certain specified criteria.
The complaint alleges that by agreeing to sell their shares back
to Towers Perrin at book value upon retirement, the plaintiffs
and other members of the putative class relied upon a commitment
that Towers Perrin would remain privately owned in perpetuity,
which commitment, they allege, will be violated by the
consummation of the merger.
The complaint asserts claims for breach of contract, breach of
express trust, breach of fiduciary duty, promissory estoppel,
quasi-contract/unjust enrichment, and constructive trust, and
seeks equitable relief including an accounting, disgorgement,
rescission and/or restitution, and the imposition of a
constructive trust.
Although the complaint does not contain a quantification of the
damages sought, plaintiffs' settlement demand, which was orally
communicated on Dec. 8, 2009 and later in writing on December 9,
2009, sought a payment of $800 million to settle the action on
behalf of the entire class, as defined in the complaint, and
requested that the settlement demand be communicated to Watson
Wyatt.
Watson Wyatt Worldwide, Inc. -- http://www.watsonwyatt.com/-- is
a global consulting firm, providing human capital and financial
management consulting services. The company focuses on
delivering consulting services that help its clients anticipate,
identify, and capitalize on emerging opportunities in human
capital management. It also provides independent financial
advice regarding all aspects of life assurance and general
insurance, as well as investment advice to assist its clients in
developing investment strategies.
WILLIAMS CONTROLS: No Trial Date Yet in Cuesta v. Ford Suit
-----------------------------------------------------------
A trial has yet to be set in the matter Cuesta v. Ford, et al.,
according to the company's Dec. 15, 2009, Form 10-K filing with
the U.S. Securities and Exchange Commission for the fiscal year
ended Sept. 30, 2009.
On Oct. 1, 2004, the company was named as a co-defendant in a
product liability case styled Cuesta v. Ford, et al., brought in
the Oklahoma State District Court located in Bryant, Oklahoma.
The complaint seeks an unspecified amount of damages on behalf of
the class based on allegations that certain of our products, as
incorporated into certain models of Ford motor vehicles, are in
some way defective.
Following a number of procedural and appellate actions, the court
has certified a class action, but no trial date has yet been set.
Williams Controls, Inc. -- http://www.wmco.com/-- designs,
manufactures and sells electronic throttle and pneumatic control
systems for heavy trucks, transit busses and off-road equipment.
Electronic throttle controls send a signal proportional to
throttle position to adjust the speed of electronically
controlled engines. The company's active subsidiaries include
Williams Controls Industries, Inc. (Williams), Williams (Suzhou)
Controls Co. Ltd. (Williams Controls Asia), Williams Controls
Europe GmbH (Williams Controls Europe) and Williams Controls
India Private Limited (Williams Controls India).
XEROX CORP: Inks Pact to Settle Delaware Suit Over ACS Merger
-------------------------------------------------------------
Xerox Corp., Affiliated Computer Services, Inc., plaintiffs and
certain other parties named in a class action filed by ACS
shareholders in the Delaware Court of Chancery related to Xerox's
proposed acquisition of ACS entered into a Stipulation and
Proposed Order to settle the matter.
On Sept. 27, 2009, the company, Boulder Acquisition Corp., a
wholly-owned subsidiary of Xerox, and ACS entered into an
Agreement and Plan of Merger.
Nine lawsuits have been filed in connection with the proposed
merger of ACS with Boulder Acquisition.
Seven lawsuits were filed in the District and County Courts of
Dallas County, Texas and two lawsuits were filed in Delaware
Chancery Court.
The plaintiffs in each case allege that they are ACS
stockholders, and they purport to bring a class action on behalf
of all of the company's stockholders. The lawsuits generally
assert claims of breach of fiduciary duties against members of
the company's board of directors, allegedly aided and abetted by
ACS and Xerox.
The plaintiffs allege that the terms of the proposed acquisition
are unfair to the Class A stockholders of ACS principally on the
grounds that the consideration offered to the Class A
stockholders is both inadequate and unfairly favorable to the
Chairman of ACS, and that the proposed Merger is the result of an
unfair process.
Plaintiffs seek equitable relief, including an injunction against
the proposed merger, and recovery of unspecified monetary damages
allegedly sustained by the stockholders.
On Oct. 7, 2009, the Delaware Chancery Court entered an order
consolidating the two cases before it.
On Oct. 22, 2009, the Delaware Chancery Court granted the
plaintiffs' motion for class certification.
On Dec. 13, 2009, the company, ACS, plaintiffs and certain other
parties named in the class action entered into a Stipulation and
Proposed Order.
On Dec. 14, 2009, the parties to the Stipulation submitted the
Stipulation to the Delaware Court of Chancery.
Under the Stipulation, the plaintiffs agreed not to take any
action to prevent or delay the Merger from closing, and the
parties to the merger agreement agreed to amend the merger
agreement so that, in order to complete the Merger, ACS must
receive approval of the holders of a majority of the outstanding
shares of ACS Class A common stock (other than the shares held by
holders of ACS Class B common stock).
Post-closing monetary damage claims remain outstanding, according
to the company's Dec. 13, 2009, Form 8-K filing with the U.S.
Securities and Exchange Commission.
Merger Amendment
On Dec. 13, 2009, the company entered into Amendment No. 1 to the
Agreement and Plan of Merger, dated as of Sept. 27, 2009, among
Xerox, Boulder Acquisition Corp., a wholly-owned subsidiary of
Xerox, and ACS.
The Amendment amends the Merger Agreement to, among other things,
include a non-waivable "majority of the minority" vote approval
requirement. For purposes of the Minority Approval, the
affirmative vote of holders of a majority of the outstanding
shares of ACS Class A common stock that are not held, directly or
indirectly, by holders of ACS Class B common stock, voting as a
single, separate class, will be required to adopt the Merger
Agreement.
The Amendment was signed in accordance with a Stipulation and
Proposed Order, dated as of Dec. 13, 2009, among Xerox, ACS,
plaintiffs and certain other parties named in a class action
filed by ACS shareholders in the Delaware Court of Chancery
related to Xerox's proposed acquisition of ACS, in which
plaintiffs agreed not to take any action to prevent or delay the
Merger from closing.
Xerox Corporation -- http://www.xerox.com/-- is engaged in
developing, manufacturing, marketing, servicing and financing a
range of document equipments, software, solutions and services.
Digital systems include printing and publishing systems; digital
presses, advanced and basic multifunctional devices (MFD's),
which can print, copy, scan and fax; digital copiers; laser and
solid ink printers, and fax machines. The company provides
software and workflow solutions with which businesses can print
books, create personalized documents for their customers, and
scan and route digital information. Xerox also offers software,
support and supplies, such as toner, paper and ink.
New Securities Fraud Cases
NIGHTHAWK RADIOLOGY: Coughlin Files Shareholder Suit in D. Idaho
----------------------------------------------------------------
Coughlin Stoia Geller Rudman & Robbins LLP commenced a class
action lawsuit in the United States District Court for the
District of Idaho on behalf of an institutional investor on
behalf of purchasers of the common stock of NightHawk Radiology
Holdings, Inc. (Nasdaq:NHWK) between April 10, 2007, and February
13, 2008, inclusive (the "Class Period"), seeking to pursue
remedies under the Securities Exchange Act of 1934.
If you wish to serve as lead plaintiff, you must move the Court
no later than 60 days from today. If you wish to discuss this
action or have any questions concerning this notice or your
rights or interests, please contact plaintiff's counsel, Samuel
H. Rudman or David A. Rosenfeld of Coughlin Stoia at 800/449-4900
or 619/231-1058, or via e-mail at djr@csgrr.com. If you are a
member of this Class, you can view a copy of the complaint in
City of Marysville General Employees Retirement System v.
NightHawk Radiology Holdings, Inc., et al., Case No. 09-cv-00659
(D. Idaho) (Dale, J.), as filed or join this class action online
at http://www.csgrr.com/cases/nighthawk/
Any member of the putative class may move the Court to serve as
lead plaintiff through counsel of their choice, or may choose to
do nothing and remain an absent class member.
The complaint charges NightHawk and certain of its officers and
executives with violations of the Exchange Act. NightHawk takes
images from medical scans, such as CT scans and X-rays, and sends
them for reading to physicians outside of the United States, who
are available during times when facilities in the U.S. are
closed.
The complaint alleges that, throughout the Class Period,
defendants failed to disclose material adverse facts about the
Company's true financial condition, business and prospects.
Specifically, the complaint alleges that defendants failed to
disclose: (i) that the Company was experiencing a delay in
transitioning The Radlinx Group physician contracts to
NightHawk's compensation structure, which would cause the Company
to pay more compensation to Radlinx physicians than previously
expected; (ii) that demand for the Company's services was
weakening; (iii) that the Company was experiencing difficulties
in obtaining reimbursement for its services; and (iv) as a result
of the foregoing, defendants lacked a reasonable basis for their
positive statements about the Company and its prospects.
On February 13, 2008, NightHawk announced its financial results
for the fourth quarter and year end of 2007, the period ended
December 31, 2007. In response to the Company's announcement, the
price of NightHawk stock fell $1.61 per share, or 11%, to close
at $12.54 per share, on February 14, 2008.
Plaintiff seeks to recover damages on behalf of all purchasers of
NightHawk common stock during the Class Period (the "Class"). The
plaintiff is represented by Coughlin Stoia, which has expertise
in prosecuting investor class actions and extensive experience in
actions involving financial fraud.
Coughlin Stoia -- http://www.csgrr.com/-- a 190-lawyer firm with
offices in San Diego, San Francisco, Los Angeles, New York, Boca
Raton, Washington, D.C., Philadelphia and Atlanta, is active in
major litigations pending in federal and state courts throughout
the United States and has taken a leading role in many important
actions on behalf of defrauded investors, consumers, and
companies, as well as victims of human rights violations.
The Plaintiff's local counsel in this action is:
Philip H. Grodon, Esq.
GORDON LAW OFFICES, CHTD.
623 West Hays St.
Boise, ID 83702
Telephone: 208-345-7100
and the Plaintiff is also represented by:
Cynthia J. Billings, Esq.
SULLIVAN, WARD, ASHER & PATTON, P.C.
25800 Northwestern Highway
1000 Maccabees Center
Southfield, MI 48075-1000
Telephone: 248-746-0700
STATE STREET: Glancy Binkow Files Shareholder Suit in D. Mass.
--------------------------------------------------------------
Glancy Binkow & Goldberg LLP has filed a class action lawsuit in
the United States District Court for the District of
Massachusetts on behalf of a class consisting of all persons or
entities who purchased the securities of State Street Corporation
(NYSE:STT) between October 17, 2006, and October 19, 2009,
inclusive.
A copy of the 71-page Complaint in Hill v. State Street
Corporation, et al., Case No. 09-cv-_____ (D. Mass.), dated Dec.
18, 2009, available from the court or from Glancy Binkow &
Goldberg LLP at:
http://www.glancylaw.com/pdf/STT.pdf
Please contact the Firm by phone to discuss this action or to
obtain a copy of the Complaint at (310) 201-9150 or Toll Free at
(888) 773-9224, by email at shareholders@glancylaw.com, or visit
our website at http://www.glancylaw.com/
The Complaint charges State Street and certain of the Company's
executive officers with violations of federal securities laws.
State Street is a provider of financial services to institutional
investors including investment servicing, investment management,
and investment research and trading. The Complaint alleges that
throughout the Class Period defendants made false and/or
misleading statements, as well as failed to disclose material
adverse facts about the Company's business, operations and
prospects. Specifically, defendants made false and/or misleading
statements and/or failed to disclose: (1) that the Company set up
a scheme to substantially mark up foreign currency trades; (2)
that such scheme caused State Street's clients to overpay for
such trades; (3) that the scheme allowed the Company to reap
illegal profits; (4) that, as a result, the Company's financial
results were materially inflated; (5) that the Company's
financial results were not prepared in accordance with Generally
Accepted Accounting Principles ("GAAP"); and (6), that the
Company lacked adequate internal and financial controls.
On October 20, 2009, California Attorney General Edmund G. Brown
Jr., announced that he had filed suit against State Street
alleging the Company committed "unconscionable fraud" against
California's two largest pension funds -- California Public
Employees' Retirement System ("CalPERS") and California State
Teachers' Retirement System ("CalSTRS") -- and "illegally
overcharged CalPERS and CalSTRS for the costs of executing
foreign currency trades since 2001."
On this news, shares of State Street declined $4.41 per share,
nearly 8.5%, to close on October 20, 2009, at $47.84 per share,
on unusually heavy volume.
Plaintiff seeks to recover damages on behalf of class members and
is represented by Glancy Binkow & Goldberg LLP, a law firm with
significant experience in prosecuting class actions, and
substantial expertise in actions involving corporate fraud.
If you are a member of the class described above, you may move
the Court, no later than February 17, 2010, to serve as lead
plaintiff, however, you must meet certain legal requirements. If
you wish to discuss this action or have any questions concerning
this Notice or your rights or interests with respect to these
matters, please contact:
Michael Goldberg, Esq.
Richard A. Maniskas, Esq.
Lionel Z. Glancy, Esq.
GLANCY BINKOW & GOLDBERG LLP
1801 Avenue of the Stars, Suite 311
Los Angeles, CA 90067
Telephone: (310) 201-9150
E-mail: shareholders@glancylaw.com/
Local counsel to the Plaintiff is:
Peter A. Lagorio, Esq.
LAW OFFICE OF PETER A. LAGORIO
63 Atlantic Avenue
Boston, MA 02110
Telephone: (617) 367-4200
VENTURE FINANCIAL: Hagens Berman Files ERISA Suit in W.D. Wash.
---------------------------------------------------------------
Following the collapse of Venture Bank, Hagens Berman Sobol
Shapiro filed a class action lawsuit on behalf of participants of
the bank's retirement plans in the U.S. District Court in Western
Washington, seeking restitution for alleged significant financial
losses when their large holdings of company stock became
worthless in September of this year.
The complaint, filed Wednesday, claimed that Venture Bank engaged
in a number of large, high-risk and inappropriate investment
practices. According to the complaint, these negligent practices
plummeted employee retirement plans sponsored by Venture
Financial Group, Inc. (VFGI) and ultimately caused the bank to
collapse.
The suit also claimed Venture Bank's reckless investments in
high-risk securities combined with its hazardous lending
practices produced more than $200 million in negative assets for
the bank and exposed retirement plans to huge losses totaling
more than $12 million.
Most participants of the bank's retirement plans were unable to
rid themselves of the company stock that represented such a large
portion of their overall savings. Once valued at $18 per share,
the company's stock dropped to just 25 cents a share at the end
of 2008.
"Venture Financial Group not only failed to exercise its
fiduciary responsibilities in accordance to the law," said Steve
Berman, managing partner of Hagens Berman Sobol Shapiro, "it also
distributed misleading and incomplete documents to the U.S.
Securities and Exchange Commission as well as plan participants."
Washington Department of Financial Institutions closed Venture
Bank in September 2009. The bank was then turned over to FDIC,
who sold substantially all monetary assets of Venture Bank to
First-Citizens Bank & Trust Company, leaving the company stock in
VFGI's retirement plans at a loss.
The lawsuit seeks to represent all VFGI retirement plan
participants who held Company Stock in the plans at any point in
the period from January 1, 2008 until September 11, 2009.
A copy of the Complaint in Wilson, et al. v. Venture Financial
Group, Inc., et al., Case No. 09-cv-05768 (WD. Wash.), is
available at http://is.gd/5tjHW
About Hagens Berman Sobol Shapiro
Hagens Berman Sobol Shapiro is based in Seattle with offices in
Chicago, Boston, Los Angeles, Phoenix, San Francisco and New
York. Since the firm's founding in 1993, it has developed a
nationally recognized practice in class action and complex
litigation. Among recent successes, HBSS has negotiated a pending
$300 million settlement as lead counsel in the DRAM memory
antitrust litigation; a $340 million recovery on behalf of Enron
employees which is awaiting distribution; a $150 million
settlement involving charges of illegally inflated charges for
the drug Lupron, and served as co-counsel on the Visa/Mastercard
litigation which resulted in a $3 billion settlement, the largest
anti-trust settlement to date. HBSS also served as counsel in a
$850 million settlement in the Washington Public Power Supply
litigation and represented Washington and 12 other states in
lawsuits against the tobacco industry that resulted in the
largest settlement in the history of litigation. For a complete
listing of HBSS cases, visit http://www.hbsslaw.com/
*********
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Copyright 2009. All rights reserved. ISSN 1525-2272.
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