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Hybrid Networks, Inc. Conclusion: According to the docket posted, on September 17, 2002, the Court entered the Final Judgment and Order of Dismissal signed by U.S. District Judge Ronald M. Whyte. The Court granted the motion for final approval of the settlement with the remaining defendant, PricewaterhouseCoopers LLP, and awarded Representative Plaintffs' counsel attorneys’ fees of 30% of the Settlement Fund and reimbursement of litigation expenses in the amount of $409,596.02. By the Notice Of Pendency and Settlement of Class Action and Settlement Hearing, the settlement fund was in the amount of $4.25 million in cash.
As reported by the Company’s FORM 10-K For The Year Ended December 31, 1999, the Company and the other parties (other than PwC) to the State Actions and the Federal Actions reached an agreement to settle the lawsuits in March 1999. The agreement was approved by the U.S. District Court for the Northern District of California in June 1999. In November 1999, the settlement of the State Actions and the Federal Actions became final. The time to appeal from the Court's approval of the settlement has expired. Under the settlement, (i) the Company’s insurers paid $8.8 million on the Company’s behalf and on behalf of the other officer and director defendants, and (ii) the Company issued 3,057,459 shares of Common Stock to the plaintiffs and their counsel (750,000 shares were issued in November 1999 and the balance in February 2000), representing 21.9% of all shares of the Company’s Common Stock that were outstanding at the end of February 2000.
Earlier, according to the same SEC filing, in July and August 1998, two class action lawsuits were filed in the U.S. District Court for the Northern District of California (the "Federal Actions"). Both of the Federal Actions were brought against the same defendants as the State Actions, except that the second Federal Action also named as a defendant Price Waterhouse Coopers, LLP ("PWC"), the Company’s former independent accountants. (The underwriters in the Company’s initial public offering were named as defendants in the first Federal Action but were subsequently dismissed.) The class period for the first Federal Action is from November 12, 1997 to June 1, 1998, and the class period in the second Federal Action extends to June 17, 1998. The complaints in both Federal Actions claimed that the Company and the other defendants violated the anti-fraud provisions of the federal securities laws, on the basis of allegations that are similar to those made by the plaintiffs in the state class action lawsuits.
In June 1998, five class action lawsuits were filed in San Mateo County Superior Court, California against the Company, two of the Company’s directors, four former directors and two former officers. The lawsuits were brought on behalf of purchasers of the Company’s Common Stock during the class period commencing November 12, 1997 (the date of the Company’s initial public offering) and ending June 1, 1998. In July 1998, a sixth class action lawsuit was filed in the same court against the same defendants, although the class period was extended to June 18, 1998. All six lawsuits (the "State Actions") also named as defendants the underwriters in the Company’s initial public offering, but the underwriters have since been dismissed from the cases.
The original Complaint charges Hybrid and certain of its officers, directors and its investment bankers with violations of the securities laws. Hybrid is a broadband access equipment provider which designs, develops, manufactures and markets wireless and cable systems. The complaint alleges that in mid-1997, the defendants set out to take Hybrid public, utilizing Nationsbanc Montgomery Securities Inc. ("Montgomery") to prepare and draft the required SEC documentation. On or about Sept. 19, 1997, Hybrid filed with the SEC a Form S-1 Registration Statement (the "Registration Statement") in order to sell 3+ million Hybrid shares to the public so that the defendants could: (i) repay $6.9 million of outstanding debt, including $1.35 million which was owed to individual defendants named herein; (ii) pay more than $500,000 in fees and expenses owed to Hybrid's professional advisors; (iii) create a liquid market for Hybrid stock so that defendants could dump their own holdings of Hybrid stock upon the expiration of the 180-day lock-up period; (iv) use Hybrid stock as currency to acquire existing equipment operations and thereby generate actual revenue growth; and (iv) raise 20+ million dollars of badly needed cash to fund Hybrid's operating losses.
Subsequent to Hybrid's November 1997 offering, the price of Hybrid stock shot up to over $24 per share based on defendants' assurances of Hybrid's continued strong revenue growth. However, the complaint alleges that Hybrid was not in fact generating any real revenue growth, because Hybrid's 1997 financial performance had been achieved only by falsely recognizing as revenue "sales" for which defendants had allowed Hybrid's distributors a right of return. Plaintiff alleges that because of the accounting shenanigans detailed herein, Hybrid's actual performance was dramatically worse than reported. Then in May 1998, Hybrid was forced to admit in that it was unable to file its Report on Form 10-Q for Q1 FY98 because of an ongoing review of the effects of "continuing accounts receivable collection and product return issues." On June 1, 1998, Hybrid further announced that its CFO had "resigned" and admitted that actual sales for Q1 FY98 had been overstated by 350% while Hybrid's losses had been understated by 30%. These revelations caused the price of Hybrid's stock to drop to approximately $3-1/2 per share, a decline of 85% from its post-offering high.
INDUSTRY CLASSIFICATION:
SIC Code: 3661
Sector: Technology
Industry: Communications Equipment
| COMPANY/ISSUER NAME: | Hybrid Networks, Inc. |
| COMPANY/ISSUER TICKER: | HYBR |
| COMPANY WEBSITE: | http://www.hybrid.com |
| FIRST IDENTIFIED COMPLAINT IN THE DATABASE | |||||||||||||||||
| Rosenberg, et al. v. Hybrid Networks, Inc., et al. | |||||||||||||||||
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| REFERENCE COMPLAINT | |||||||||||||||||
| Rosenberg, et al. v. Hybrid Networks, Inc., et al. | |||||||||||||||||
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| DOCUMENTS FOR THE REFERENCE COMPLAINT | |||
| First Amended Complaint For Violation Of Securities Laws | |||
| Type: Complaint | Date on the document: 09/01/2000 | ||
| Plaintiffs' Memorandum Of Points And Authorities In Support Of Opposition To PricewaterhouseCoopers' Motion To Dismiss | |||
| Type: Other | Date on the document: 01/05/2001 | ||
| Notice Of Motion, Motion And Memorandum Of Points And Authorities In Support Of Plaintiffs' Motion To Strike All References To Exhibits B-E To The Declaration Of Scott A. Fink In Support Of Defendant PricewaterhouseCoopers LLP's Motion To Dismiss | |||
| Type: Notice | Date on the document: 01/10/2001 | ||
| Notice Of Pendency And Settlement Of Class Action and Settlement Hearing | |||
| Type: Notice | Date on the document: 06/05/2002 | ||
| U.S. District Court Civil Docket | |||
| Type: Docket | Date on the document: 09/17/2002 | ||
| OTHER DOCUMENTS | |||
| Complaint for Violation of Securities Exchange Act of 1934 | |||
| Case Name and/or Number: Nguyen v. Hybrid Networks, Inc, et al | |||
| Type: Complaint | Date on the document: 09/08/1998 | ||
| Declaration Of Reed R. Kathrein In Support Of The Nguyen Group's Reply Memorandum In Support Of Motion To Be Appointed Lead Plaintiff And For Approval Of Lead Plaintiff's Choice Of Co-Lead Counsel | |||
| Case Name and/or Number: Nguyen, et al. v. Hybrid Networks, In.c, et al . | |||
| Type: Declaration | Date on the document: 11/20/1998 | ||
| The Nguyen Group's Reply Memorandum in Support of Motion To Be Appointed Lead Plaintiff and for Approval of Lead Plaintiff's Choice of Co-Lead Counsel | |||
| Case Name and/or Number: Nguyen, et al. v. Hybrid Networks, Inc., et al. | |||
| Type: Motion | Date on the document: 11/20/1998 | ||
| CIVIL DOCKET FOR CASE #: 98-CV-20888 | |||
| Case Name and/or Number: Nguyen, et al. v. Hybrid Networks, Inc., et al . | |||
| Type: Docket | Date on the document: 08/18/1999 | ||
| Litigants | |||
| Case Name and/or Number: Nguyen, et al. v. Hybrid Networks, Inc., et al. | |||
| Type: Other | Date on the document: 08/18/1999 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: Nguyen, et al. v. Hybrid Networks, Inc, et al. | |||
| Type: Docket | Date on the document: 12/05/2001 | ||
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