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 9, 2000, GT Group
Telecom commenced an initial public offering of 18,000,000 of its shares of
Class B Non-Voting Shares at an offering price of $14 per share (the "GT Group Telecom IPO"). In connection therewith, GT Group Telecom 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) GT Group Telecom had solicited and received excessive and undisclosed commissions from certain investors in exchange for which Goldman, Salomon, CIBC, Merrill, Morgan, and RBC allocated to those investors material portions of the restricted number of GT Group Telecom shares issued in connection with the GT Group Telecom IPO; and (ii) Goldman, Salomon, CIBC, Merrill, Morgan, and RBC had entered into
agreements with customers whereby Goldman, Salomon, CIBC, Merrill, Morgan, and RBC agreed to allocate GT Group Telecom shares to those customers in the GT Group Telecom IPO in exchange for which the customers agreed to purchase additional GT Group Telecom shares in the aftermarket at pre-determined prices.