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 14, 2001, a complaint was filed alleging that defendants violated 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 February 10, 2000, XCare commenced an initial public offering of 5 million of its shares of common stock at an offering price of $18 per share (the "XCare IPO"). In connection therewith, XCare 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) the Underwriters had solicited and received excessive and undisclosed commissions from certain investors in exchange for which the Underwriters allocated to those investors material portions of the restricted number of XCare shares issued in connection with the XCare IPO; and (ii) the Underwriters had entered into agreements with customers whereby the Underwriters agreed to allocate XCare shares to those customers in the XCare IPO in exchange for which the customers agreed to purchase additional XCare shares in the aftermarket at pre-determined prices.