On May 20, 2005, the Court entered the Final Judgment and Order signed by U.S. District Judge Edward W. Nottingham. The settlement per the Stipulation and Agreement of Settlement dated February 18, 2005, was approved. On March 24, 2006, the Court entered the Order authorizing the distribution of the settlement funds. According to the Notice of Pendency of Class Action, the settlement is in the amount of $5,250,000.
As summarized by the Company’s FORM 10-Q for the quarterly period ended March 31, 2005, on February 23, 2001, the federal district court dismissed several claims raised by the plaintiff, with prejudice, and dismissed the remaining claims, without prejudice. On April 27, 2001, the Adams plaintiffs filed their second amended complaint. On March 29, 2002, the federal district court dismissed the Adams plaintiffs’ second amended complaint with prejudice. On May 2, 2002, the Adams plaintiffs appealed the dismissal to the 10th Circuit Court of Appeals. In a published decision, on August 11, 2003, the 10th Circuit Court of Appeals reversed the district court’s dismissal, but upheld the dismissal of Mr. Kinder, our Chairman and Chief Executive Officer, from this action. The mandate from the 10th Circuit Court of Appeals was issued on October 17, 2003. Briefing regarding class certification is complete and a decision is pending. Merits discovery commenced on June 7, 2004. The Court granted Mr. Adam’s motion to withdraw as a lead plaintiff. As a result, the case is now styled as Lamb v. Kinder Morgan, Inc. et al. The parties reached a settlement in principle of this matter and have signed a Memorandum of Understanding. The settlement documents were preliminarily approved by the Court on February 23, 2005. The Court has set a final approval hearing for May 20, 2005.
The original complaint asserts claims against KNE under the federal securities laws, Sections 10(b) and 20(a) of the Securities and Exchange Act of 1934, 15 U.S.C. ss 78(j)(b), 78(t)(a), and Rule 10b-5 (17 C.F.R. ss 240.10b-5), common law fraud, and negligent misrepresentation, in connection with a series of public filings made by KNE, and several newspaper articles and press releases concerning KNE.
The complaint alleges that various statements disseminated by KNE and certain of its senior officers and directors were material misrepresentations and/or omissions of material fact concerning: (a) the extraordinary risks posed by the high proportion of "keep whole" contracts to which the Company was party in connection with its processing plant operations; and (b) the reporting of materially misleading financial information by reporting as income proceeds from extraordinary transactions, not in the ordinary course of business, to bolster KNE's financial results in order to facilitate certain securities offerings of KNE essential to financing of a major corporate acquisition, without disclosing the increased exposure to risks of future losses created by the transactions.