According to the docket, on February 24, 2003, the Settlement Hearing was held. The Court entered the Orders approving the Plan of Allocation of Settlement Proceeds and awarding Representative Plaintiffs' Counsel's Attorney's Fees and Reimbursement of Expenses. The Court further entered the Final Judgment and Order of Dismissal with prejudice.
By the Notice of Pendency and Proposed Settlement, a settlement hearing will be held on February 24, 2003, at 2:30 p.m., before the Honorable Garr M. King, United States District Judge, at the United States District Court, District of Oregon, Mark O. Hatfield Courthouse, 1000 S.W. Third Street, Portland, Oregon (the "Settlement Hearing"). The purpose of the Settlement Hearing will be to determine: (1) whether the settlement consisting of $8,900,000 in cash plus accrued interest should be approved as fair, just, reasonable and adequate to the settling parties; (2) whether the proposed plan to distribute the settlement proceeds (the "Plan of Allocation") is fair, just, reasonable, and adequate; (3) whether the application by plaintiffs' counsel for an award of attorneys' fees and reimbursement of expenses should be approved; and (4) whether the Litigation should be dismissed with prejudice. The Court may adjourn or continue the Settlement Hearing without further notice to the Settlement Class.
On February 25, 2002 Lead Plaintiffs filed the First Amended Consolidated Complaint (the "Complaint"), which is the operative pleading in the Litigation. The Complaint alleges violations of §§10(b), 20A and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder on behalf of a class of purchasers of Nike common stock during the period June 29, 2000 through February 26, 2001, inclusive. Thereafter, Defendants filed a motion to dismiss the Complaint which was fully briefed and scheduled to be argued on August 26, 2002. The second motion to dismiss was taken off calendar and withdrawn after the Settling Parties reached an agreement on the essential terms of the settlement set forth in the Stipulation.
Lead Plaintiffs filed a Consolidated Amended Complaint for Violation of the Exchange Act on July 7, 2001. Defendants filed a motion to dismiss the Consolidated Amended Complaint on September 7, 2001. After extensive briefing and oral argument, on January 25, 2002 the Court (i) granted Defendants' motion and dismissed the claims asserted against Defendants in their entirety; and (ii) granted Lead Plaintiffs one further opportunity to amend their claims.
On June 7, 2001, the Court consolidated similar, purported class action complaints as In re Nike, Inc. Securities Litigation, Master File No. CV-01-332-KI (the "Litigation"). On June 8, 2001, the Court granted the motion of David Whitt and Campbell L. and Claire M. Stubbs to be appointed lead plaintiffs ("Lead Plaintiffs") under §21D(a)(3)(B) of the Securities Exchange Act of 1934 ("Exchange Act") and approved Lead Plaintiffs' selection of Milberg Weiss Bershad Hynes & Lerach LLP and the Law Offices Bernard M. Gross, P.C. as lead counsel pursuant to §21D(a)(3)(B)(v) of the Exchange Act.
The original complaint charges defendants with violations of the Securities Exchange Act of 1934. The complaint alleges that on 12/19/2000, Nike announced favorable Q2 F01 results and told analysts the company was still on track to report mid-teens earning growth for F01. As a result of management's positive statements, Nike's stock price increased from $47.56 on 12/19/2000 to above $55 per share by 12/27/2000. Defendants took advantage of this inflation in stock price, selling 401,288 shares of their Nike stock for proceeds of $20.96 million. On 02/26/2001, Nike admitted that its Q3 F01 results would be much lower than previously forecast due to problems implementing supply planning systems, which caused Nike to produce too much unpopular inventory and not enough popular inventory and disclosed that it had excess inventory, which would result in Q3 F01 earnings of less than .38 per share. Nike's stock price then decline to a low of $38.26 per share from $49.17 in a recent trading session. As a result of Nike's alleged false statements, Nike's stock price traded at inflated levels during the class period, to a high of $60.0625 in 01/2001.