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 February 10, 1999, Prodigy commenced an initial public offering of 5,000,000 of its shares of common stock at an offering price of $15 per share (the "Prodigy IPO"). In connection therewith, Prodigy 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) Bear Stearns, Robertson Stephens, ING Barings, Volpe Brown and Wit Capital had solicited and received excessive and undisclosed commissions from certain investors in exchange for which Bear Stearns, Robertson Stephens, ING Barings, Volpe Brown and Wit Capital allocated to those investors material portions of the restricted number of Prodigy shares issued in connection with the Prodigy IPO; and (ii) Bear Stearns, Robertson Stephens, ING Barings, Volpe Brown and Wit Capital had entered into agreements with customers whereby they agreed to allocate Prodigy shares to those customers in the Prodigy IPO in exchange for which the customers agreed to purchase additional Prodigy shares in the aftermarket at pre-determined prices.