According to a Press Release dated Aug 3, 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 February 8, 2000 Delano
Technology commenced an initial public offering of 5,000,000 of its shares of
common stock at an offering price of $18 per share (the "Delano Technology
IPO"). In connection therewith, Delano Technology 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)
Robertson Stephens had solicited and received excessive and undisclosed
commissions from certain investors in exchange for which Robertson Stephens allocated to those investors material portions of the restricted number of Delano Technology shares issued in connection with the Delano Technology IPO; and (ii) Robertson Stephens had entered into agreements with customers whereby Robertson Stephens agreed to allocate Delano Technology shares to those customers in the Delano Technology IPO in exchange for which the customers agreed to purchase additional Delano Technology shares in the aftermarket at pre-determined prices.
NOTE: In August 2002, the Company was acquired by divine, inc.