Mamma.com Inc. - Securities Class Action

Company and Case Information

IMPORTANT INFORMATION | INDEX OF FILINGS | SEARCH

Home

Index of Filings

News and Press Releases

Filings

Decisions

Settlements

Litigation Activity Indices

Top Ten List

Annual/Quarterly Updates

Clearinghouse Research

Articles & Papers

Search

Related Sites

About Us

Local Rules

Sponsors

Register

_______________
Copyright (c) 2001
Stanford Law School

Mamma.com Inc. Conclusion: According to a press release dated July 16, 2007, Copernic Inc., (the "Company"), formerly Mamma.com Inc., previously announced on March 8, 2007, that an order by the U.S. District Court for the Southern District of New York in the consolidated securities class action was filed preliminarily approving the proposed settlement of the class action. The court has approved the settlement following a hearing on July 9, 2007, at which time the Court heard from all parties before concluding that the settlement is fair and all procedural requisites were met. As a result, all claims asserted in the class actions against the Company and the individual officer defendants have been resolved, with the exception of three shareholders who have indicated they will exclude themselves from the settlement so as to preserve rights to maintain separate actions should they elect to do so. The amount paid into escrow, along with any interest earned, will be distributed as provided under the settlement to pay class members, plaintiffs' attorney fee, and the costs of claims administration.

In a press release dated March 8, 2007, on March 1, 2007, an order by the court in the consolidated securities class action was filed preliminarily approving the proposed settlement of the class action. Among other things, the order directs that on or before Friday, March 9, we "shall pay and/or cause to be paid $3,150,000 (the "Cash Settlement Amount") into escrow for the benefit of Plaintiffs and the Class." Under the settlement agreement, we are responsible for paying $650,000 and our insurance carrier for paying the balance of the Cash Settlement Amount.

In a press release dated November 9, 2006, Mamma.com Inc.(NASDAQ: MAMA), (the "Company"), announced that it has entered into an agreement to settle the class action lawsuit currently pending in the U.S. District Court for the Southern District of New York. The settlement, which must be approved by the Court, would resolve all claims asserted against the Company and the individual officer defendants. Under the terms of the settlement agreement, plaintiffs would receive US$3.15 million, $2.5 million of which would be paid by the Company's insurance carrier and $650,000 from the Company. The settlement contains no admission of wrongdoing by the Company or the officers of the Company who are individual defendants. The Company has always maintained and continues to believe that neither the Company nor any of the individual officers named committed any wrongdoing. However, given the potential cost and uncertainty of continued litigation, the Company believes that the settlement is in the Company's best interests.

As previously reported by the Company’s FORM 20-F For The Fiscal Year Ended December 31, 2005, on February 22, 2005, the first of several purported securities class action lawsuits was filed in the United States District Court, Southern District of New York against the Company, and certain of the Company’s current officers and directors. The plaintiffs allege, among other things, violations of the Securities Exchange Act of 1934 for purportedly failing to disclose and misrepresenting certain allegedly material facts relative to the market for and trading in the Company’s stock, and seek unspecified damages. The purported class actions appear to be based on unsubstantiated rumours and newspaper reports. All of these lawsuits have been consolidated. On March 28, 2006, the court in the consolidated case denied a motion the Company filed for dismissal of the consolidated complaint.

The original class action lawsuit was filed on behalf of all purchasers of the common stock of Mamma.com Inc. The complaint charges Mamma.com and certain of it officers with violations of the Securities Exchange Act of 1934. Mamma.com provides information retrieval on the Internet through its metasearch engine, http://www.mamma.com. The Company derives its revenues from two sources, including search services and banner advertising services, with customers located in the United States and Canada.

Specifically, the complaint alleges the defendants failed to disclose and misrepresented the following material adverse facts which were known to defendants or recklessly disregarded by them: (1) that Irving Kott, a legendary Canadian stock promoter with a long history of stock manipulation, had a significant undisclosed interest in the Company; (2) that Kott and his associates were manipulating the Company's stock price by engaging in a classic "pump and dump" scheme to defraud; and (3) that the Company itself was manipulating its financial results in order to maintain its artificially inflated share price so that the "pump and dump" scheme would endure. Additionally, the complaint alleges that during the Class Period, and with its stock trading at artificially inflated levels, the Company was able to acquire Digitalarrow LLC and High Performance Broadcasting Inc. (collectively "Digital Arrow") for $1,050,000 and the issuance of 90,000 common shares of Mamma.com, and was able to enter into a letter of intent ("LOI") whereby Mamma.com would acquire all of the shares of Copernic Technologies for a combination of cash and shares of Mamma.com. Moreover, the Company was able to raise $16.6 million through a private placement while its shares traded at artificially inflated levels.

The complaint further alleges on or around February 16, 2005, shares of Mamma.com were halted. Shortly thereafter, Mamma.com announced that it had been unable to reach an agreement on the terms of the audit engagement with PricewaterhouseCoopers LLP ("PWC") for the year ended December 31, 2004. Accordingly, PWC would not act as the Company's independent auditor for the audit of the Company's financial statements for the year ended December 31, 2004. News of this sent the stock into a downward spiral. As a result, shares of Mamma.com fell $2.02 per share, or 32.27% to close at $4.25 per share.

INDUSTRY CLASSIFICATION:
SIC Code: 4812
Sector: Technology
Industry: Software & Programming

COMPANY/ISSUER NAME:	Mamma.com Inc.
COMPANY/ISSUER TICKER:	MAMA
COMPANY WEBSITE:	http://www.mammamediasolutions.com/

FIRST IDENTIFIED COMPLAINT IN THE DATABASE

Kevin Montoya, et al. v. Mamma.com Inc., et al.

COURT: S.D. New York	DOCKET NUMBER: 05-CV-02313
JUDGE NAME: Hon. Harold Baer
DATE FILED: 02/22/2005	SOURCE: Notice of Filing
CLASS PERIOD START: 05/12/2004	CLASS PERIOD END: 02/16/2005
TYPE OF COMPLAINT: Unamended/Unconsolidated
PLAINTIFF FIRMS IN THIS OR SIMILAR CASE:
Law Offices of Charles J. Piven, P.A. World Trade Center-Baltimore,401 East Pratt Suite 2525, Baltimore, MD, 21202 (voice) 410.332.0030, (fax) , pivenlaw@erols.com Lerach Coughlin Stoia Geller Rudman & Robbins LLP (Melville) 200 Broadhollow, Suite 406, Melville, NY, 11747 (voice) 631.367.7100, (fax) 631.367.1173, info@lerachlaw.com Milberg Weiss Bershad & Schulman LLP (New York) One Pennsylvania Plaza, 49th Floor, New York, NY, 10119 (voice) 212.594.5300, (fax) 212.868.1229, info@milbergweiss.com Schiffrin & Barroway LLP 3 Bala Plaza E, Bala Cynwyd, PA, 19004 (voice) 610.667.7706, (fax) 610.667.7056, info@sbclasslaw.com Spector, Roseman & Kodroff (Philadelphia) 1818 Market Street; Suite 2500, Philadelphia, PA, 19103 (voice) 215.496.0300, (fax) 215.496.6610, classaction@srk-law.com Stull, Stull & Brody (New York) 6 East 45th Street, New York, NY, 10017 (voice) 310.209.2468, (fax) 310.209.2087, SSBNY@aol.com Wechsler Harwood LLP 488 Madison Avenue 8th Floor, New York, NY, 10022 (voice) 212.935.7400, (fax) , info@whhf.com Zwerling Schachter & Zwerling 845 Third Avenue, New York, NY, 10022 (voice) 212-223-3900, (fax) 212-371-5969, inquiry@zsz.com _____________________________________________ TOTAL NUMBER OF PLAINTIFF FIRMS: 8

DOCUMENTS FOR THE FIRST IDENTIFIED COMPLAINT
Class Action Complaint - Jury Trial Demanded
Type: Complaint		Date on the document: 02/22/2005

REFERENCE COMPLAINT

Kevin Montoya, et al. v. Mamma.com Inc., et al.

COURT: S.D. New York	DOCKET NUMBER: 05-CV-02313
JUDGE NAME: Hon. Harold Baer
DATE FILED: 07/29/2005	SOURCE: Docket
CLASS PERIOD START: 03/02/2004	CLASS PERIOD END: 02/16/2005
TYPE OF COMPLAINT: Consolidated and/or Amended
PLAINTIFF FIRMS NAMED IN COMPLAINT:
Cohen, Milstein, Hausfeld & Toll, P.L.L.C. (Washington, DC) 1100 New York Avenue, N.W., Suite 500, West Tower, Washington, DC, 20005 (voice) 202.408.4600, (fax) 202.408.4699, lawinfo@cmht.com Milberg Weiss & Bershad LLP (New York) One Pennsylvania Plaza, 49th Floor, New York, NY, 10119 (voice) 212.594.5300, (fax) 212.868.1229, info@milbergweiss.com Milberg Weiss Bershad & Schulman LLP (New York) One Pennsylvania Plaza, 49th Floor, New York, NY, 10119 (voice) 212.594.5300, (fax) 212.868.1229, info@milbergweiss.com _____________________________________________ TOTAL NUMBER OF PLAINTIFF FIRMS: 3

DOCUMENTS FOR THE REFERENCE COMPLAINT
Consolidated Amended Class Action Complaint
Type: Complaint		Date on the document: 07/29/2005
Stipulation And Agreement Of Settlement With Certain Defendants
Type: Settlement		Date on the document: 02/28/2007
Notice Of Pendency Of Class Action And Proposed Settlement With Certain Defendants, Motion For Attorneys’ Fees And Settlement Fairness Hearing
Type: Notice		Date on the document: 03/14/2007
Proof of Claim and Release
Type: Other		Date on the document: 03/14/2007
Order and Final Judgment
Type: Order		Date on the document: 07/13/2007
U.S. District Court Civil Docket
Type: Docket		Date on the document: 07/13/2007

OTHER DOCUMENTS
Class Action Complaint for Violation of Federal Securities Laws - Demand for Jury Trial
Case Name and/or Number: Abrahm Gudman, et al. v. Mamma.com Inc., et al.
Type: Complaint		Date on the document: 02/22/2005
Class Action Complaint for Violation of Federal Securities Laws - Demand for Jury Trial
Case Name and/or Number: Aviva Partners, LLC, et al. v. Mamma.com Inc., et al.
Type: Complaint		Date on the document: 03/01/2005

WARNING AND DISCLAIMER OF LIABILITY:
The information included on this Web site, whether provided by personnel employed by Stanford Law School or by third parties, is provided for research and teaching purposes only. Neither Stanford University, Stanford Law School, nor any of their employees, agents, contractors, or affiliates warrant the accuracy or completeness of the information or analyses displayed herein, and we caution all readers that inclusion of any information on this site does not constitute an endorsement of the truthfulness or accuracy of that information. In particular, this Web site contains complaints and other documents filed in federal and state courts, which make allegations that may or may not be accurate. No reader should, on the basis of information contained in or referenced by this Web site, assume that any of these allegations are truthful.

Go to Search page | Go to Case Index page | Back to Top

�