According to a Press Release dated October 26, 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 April 7, 2000, Numerical Technologies commenced an initial public offering of 5,000,000 of its shares of common stock at an offering price of $14 per share (the "Numerical Technologies IPO"). In connection therewith, Numerical Technologies 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) Credit Suisse, Chase and SG Cowen had solicited and received excessive and undisclosed commissions from certain investors in exchange for
which Credit Suisse, Chase and SG Cowen allocated to those investors material portions of the restricted number of Numerical Technologies shares issued in connection with the Numerical Technologies IPO; and (ii) Credit Suisse, Chase and SG Cowen had entered into agreements with customers whereby they agreed to allocate Numerical Technologies shares to those customers in the Numerical Technologies IPO in exchange for which the customers agreed to purchase additional Numerical Technologies shares in the aftermarket at pre-determined prices.
This Amended Complaint was dismissed by Court Order on October 29, 2003.