Other actions have been filed making similar allegations regarding the IPOs of more than 300 other companies. All of these have been coordinated for pretrial purposes as In re Initial Public Offering Securities Litigation, Civil Action No. 21-MC-92.
According to a Press Release dated November 5, 2001, a complaint was filed alleging 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 March 26, 1999, Valley Media
commenced an initial public offering of 3,500,000 of its shares of common stock at an offering price of $16 per share (the "Valley Media IPO"). In connection therewith, Valley Media 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) Valley Media had solicited and received excessive and undisclosed commissions from certain investors in exchange for which J.P. Morgan and Robertson Stephens allocated to those investors material portions of the restricted number of Valley Media shares issued in connection with the Valley Media IPO; and (ii) J.P. Morgan and Robertson Stephens had entered into agreements with customers whereby J.P. Morgan and Robertson Stephens agreed to allocate Valley Media shares to those customers in the Valley Media IPO in exchange for which the customers agreed to purchase additional Valley Media shares in the aftermarket at pre-determined prices.