According to the Notice of Settlement, the parties reached an agreement in principle to settle the litigation. The proposed settlement creates a fund in the amount of $2,615,000 in cash (the "Settlement Fund") and will include interest that accrues on the fund prior to distribution. Depending on the number of eligible shares purchased by Settlement Class Members who elect to participate in the settlement and when those shares were purchased and sold, the estimated average recovery per share will be approximately $0.52 before deduction of Court-approved fees and expenses.
If the settlement is approved by the Court, counsel for the plaintiffs will apply to the Court for attorneys' fees of 25% of the Settlement Fund, or $653,750, and reimbursement of out-of-pocket expenses not to exceed $180,000 to be paid from the Settlement Fund. If the amount requested is approved by the Court, the average cost per share will be $0.165.
The original complaint charges M&A and certain of its officers and directors with violations of the Securities Exchange Act of 1934. M&A operates and develops Internet and technology related companies. The complaint alleges that to portray the Company as a financially viable Internet play, during the Class Period the individual defendants caused M&A to issue false financial results and make false statements about its results, causing its stock to trade at artificially inflated levels. By the spring of 2000, the individual defendants were anxious to see M&A participate in the Internet stock boom and to finish their audit, the consummation of which would assist the defendants in obtaining approval for the Boston Stock Exchange and NASDAQ Small Cap Market listing. To do this, defendants determined it was essential they report favorable financial results to be seen as a financially viable Internet play. As a result of the defendants' alleged false statements, M&A's stock price traded at inflated levels during the Class Period, increasing to as high as $8 in August 2000.
Then on December 28, 2000, M&A admitted that its results for its quarter ended August 31, 2000 and year ended May 31, 2000, had been false. In fact, its previously reported revenues/EPS had been improperly recognized and were the result of fraudulent accounting entries. M&A shares now trade for just pennies per share.