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deCODE genetics, Inc. Summary: According to the Form 10-Q for the quarterly period ended September 30, 2003, on July 31, 2003, our Board of Directors (other than Dr. Stefansson) conditionally approved a proposed partial settlement with the plaintiffs in this matter. The settlement would provide, among other things, a release of deCODE and of the Individual Defendants for the conduct alleged in the amended complaint to be wrongful. We would agree to undertake other responsibilities under the partial settlement, including agreeing to assign away, and not assert or release, certain potential claims we may have against our underwriters. Any direct financial impact of the proposed settlement is expected to be borne by our insurers. The Board agreed to approve the settlement subject to a number of conditions, including the participation of a substantial number of other issuer defendants in the proposed settlement, the consent of our insurers to the settlement, and the completion of acceptable final settlement documentation. Furthermore, the settlement is subject to a hearing on fairness and approval by the Court overseeing the litigation.
Further, according to the same 10-Q, on or about April 20, 2002, an amended class action complaint, captioned In re deCODE genetics, Inc. Initial Public Offering Securities Litigation (01 Civ. 11219(SAS)), alleging violations of federal securities laws was filed on behalf of certain purchasers of deCODE common stock. The complaint names us, two of our current executive officers (the 'Individual Defendants'), and the two lead underwriters (the 'Underwriter Defendants') for our initial public offering in July 2000 (the 'IPO') as defendants. Pursuant to an agreement the Individual Defendants have been dismissed from the case without prejudice. Along with numerous other issuers, we moved to dismiss the complaint for failure to state a claim. On February 19, 2003, Judge Scheindlin granted our motion with respect to the Section 10(b) claims and denied the motion with respect to the Section 11 claims.
According to a Press Release dated December 7, 2001, the complaint alleges violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. On or about July 17, 2000, deCODE commenced an initial public offering of 9,600,000 of its shares of common stock at an offering price of $ 18 per share (the 'deCODE IPO'). In connection therewith, deCODE filed a registration statement, which incorporated a prospectus (the 'Prospectus'), with the SEC. The complaint further alleges that the Prospectus was materially false and misleading because it failed to disclose, among other things, that: (i) the Underwriter Defendants had solicited and received excessive and undisclosed commissions from certain investors in exchange for which the Underwriter Defendants allocated to those investors material portions of the restricted number of deCODE shares issued in connection with the deCODE IPO; and (ii) the Underwriter Defendants had entered into agreements with customers whereby the Underwriter Defendants agreed to allocate deCODE shares to those customers in the deCODE IPO in exchange for which the customers agreed to purchase additional deCODE shares in the aftermarket at pre-determined prices.
INDUSTRY CLASSIFICATION:
SIC Code: 8731
Sector: Healthcare
Industry: Biotechnology & Drugs
| COMPANY/ISSUER NAME: | deCODE genetics, Inc. |
| COMPANY/ISSUER TICKER: | DCGN |
| COMPANY WEBSITE: | http://www.decode.com |
| FIRST IDENTIFIED COMPLAINT IN THE DATABASE | |||||||||||||||||
| [Unknown Plaintiff], et al., v. deCODE genetics, Inc., et al. | |||||||||||||||||
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REFERENCE COMPLAINT | |||||||||||||||||
| In Re Decode Genetics, Inc. Initial Public Offering Securities Litigation | |||||||||||||||||
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| DOCUMENTS FOR THE REFERENCE COMPLAINT | |||
| Amended Class Action Complaint For Violations Of The Federal Securities Laws | |||
| Type: Complaint | Date on the document: 04/19/2002 | ||
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