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Case Status:    SETTLED
On or around 10/06/2004 (Date of order of final judgment)

Filing Date: December 26, 2001

According to the Company’s FORM 10-Q for the quarterly period ended September 30, 2004, on October 6, 2004, the Court entered a Final Judgment and Order of Dismissal with Prejudice, approving the proposed settlement in all respects. The Court simultaneously issued an Order Approving Allocation of Settlement Proceeds. The Court's Final Judgment provides that the claims of the named plaintiffs and all members of the class are dismissed with prejudice; that any claims that were or could have been alleged by the named plaintiffs or members of the class are released and forever discharged; and that the action is dismissed subject to the Court's continuing jurisdiction with regard to implementation of the settlement and distribution of the settlement fund to the class.

Earlier, according to the same SEC filing, on May 5, 2004, the Company reached an agreement with the plaintiffs to settle all pending class action lawsuits. The settlement called for payment of $5.75 million, which was made by the Company’s insurance carriers and did not impact earnings. As of the year ended March 31, 2004, the Company recorded a liability for $5.75 million in accrued expenses and other liabilities representing the amount the Company owed under the settlement agreement. Additionally, the Company recorded $5.75 million in prepaid expenses and other current assets representing the amount the Company expected to receive from its insurance companies. On May 28, 2004, the Company received $5.75 million from its insurance companies, and on June 1, 2004, the Company paid the $5.75 million settlement.

On February 15, 2002, three lawsuits were consolidated with and into the Brody lawsuit (Civil Action No. 4:01CV02014DJS) for all purposes ("Consolidated Complaint"). The Consolidated Complaint seeks, among other things, an award of unspecified money damages, including interest, for all losses and injuries allegedly suffered by the putative class members as a result of the defendants' alleged conduct and unspecified equitable/injunctive relief as the Court deems proper.

The original complaint charges TALX, certain of its officers and directors and its underwriters with violations of the Securities Act of 1933 and the Securities Exchange Act of 1934. On August 3, 2001, TALX completed a secondary offering of 3.245 million shares of its stock (the "Secondary Offering") (including over-allotments, and also including the sale of 253,000 shares by the Company's CEO), raising gross proceeds of approximately $100 million for the Company, pursuant to a Registration Statement and Prospectus dated August 2, 2001 (referred to collectively herein as the "Registration Statement/Prospectus"). The complaint alleges that the Registration Statement/Prospectus was false and materially misleading for the following reasons: Defendants had failed to disclose that the Company had improperly capitalized significant amounts of software related to the Company's customer premised systems line of business, which assets were already substantially impaired and which would have to be written off in the near term; Defendants failed to properly account for the true value of TALX's inventory, such that the overstated value of the Company's impaired inventory would have to be written down in the near term; Defendants misrepresented that the Company's business was expanding, when it was not, and at which time defendants were already planning on reducing staff and closing offices; Defendants were already planning to take at least $2.8 million in write-offs; and the outsourced benefits enrollment business was not operating according to the expectations that had been promoted by defendants, and this line of business was not a significant growth-driver as represented by the Company.
The complaint further alleges that, throughout the Class Period, the same
factors which were not properly disclosed in the Company's Secondary Offering Registration Statement/Prospectus were also hidden by defendants from the Company's public shareholders. Defendants misled investors and analysts by issuing a series of false and materially misleading public statements which were designed to and which did artificially inflate the value of TALX shares. This inflation allowed the Company and its CEO to reap almost $100 million from the sale of stock. Then, on October 1, 2001, weeks after defendants had sold almost$100 million worth of Company stock and used over $11 million in Company stock to acquire Ti3, that defendants issued a press release which revealed that TALX's fiscal 2002 earnings would be only$0.58-$0.62, excluding charges, on revenues of less than $50 million and that second quarter fiscal 2002 revenues would be less than $12 million. TALX also announced it would recognize charges of $2.8 million to write off capitalized software costs, inventory and to close offices. As a result of defendants' shocking disclosures, TALX stock declined to less than $17 per share, compared to the Class Period high of $34.28 per share, representing a loss to investors of over 50% of the value of their TALX investment by the end of the Class Period.

COMPANY INFORMATION:

Sector: Technology
Industry: Computer Services
Headquarters: United States

SECURITIES INFORMATION:

Ticker Symbol: TALX
Company Market: NASDAQ
Market Status: Public (Listed)

About the Company & Securities Data


"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: E.D. Missouri
DOCKET #: 01-CV-02014
JUDGE: Hon. Donald J. Stohr
DATE FILED: 12/26/2001
CLASS PERIOD START: 07/18/2001
CLASS PERIOD END: 10/01/2001
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Brian Felgoise
    230 South Broad Street, Suite 404 , Brian Felgoise, PA 19102
    215.735.6810 215/735.5185. ·
  2. Brodsky & Smith, LLC (former Pennysylvania)
    11 Bala Avenue, Suite 39, Brodsky & Smith, LLC (former Pennysylvania), PA 19004
    610.668.7987 610.660.0450 · esmith@Brodsky-Smith.com
  3. Cauley Geller Bowman Coates & Rudman LLP (Little Rock, AR)
    P.O. Box 25438, Cauley Geller Bowman Coates & Rudman LLP (Little Rock, AR), AR 72221-5438
    501.312.8500 501.312.8505 ·
  4. Law Offices of Charles J. Piven, P.A.
    World Trade Center-Baltimore,401 East Pratt Suite 2525, Law Offices of Charles J. Piven, P.A., MD 21202
    410.332.0030 · pivenlaw@erols.com
  5. Leo W. Desmond
    2161 Palm Beach Lakes Boulevard, Suite 204, Leo W. Desmond, FL 33409
    561.712.8000 561.712.8000 · stocklaw@bellsouth.net
  6. Milberg Weiss Bershad Hynes & Lerach LLP (San Diego, CA)
    600 West Broadway, 1800 One America Plaza, Milberg Weiss Bershad Hynes & Lerach LLP (San Diego, CA), CA 92101
    800.449.4900 · support@milberg.com
  7. Murray, Frank & Sailer LLP (Milwaukee)
    3181 South 27th Street, Murray, Frank & Sailer LLP (Milwaukee), WI 53215
    866.264.3995 414.482.8001 · info@murrayfrank.com
  8. Schiffrin & Barroway LLP
    3 Bala Plaza E, Schiffrin & Barroway LLP, PA 19004
    610.667.7706 610.667.7056 · info@sbclasslaw.com
  9. Wolf Haldenstein Adler Freeman & Herz LLP (New York)
    270 Madison Avenue, Wolf Haldenstein Adler Freeman & Herz LLP (New York), NY 10016
    212.545.4600 212.686.0114 · newyork@whafh.com
No Document Title Filing Date
COURT: E.D. Missouri
DOCKET #: 01-CV-02014
JUDGE: Hon. Donald J. Stohr
DATE FILED: 05/30/2003
CLASS PERIOD START: 04/25/2001
CLASS PERIOD END: 11/14/2002
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Ademi & O'Reilly, LLP
    3620 East Layton Ave., Ademi & O'Reilly, LLP, WI 53110
    866-264-3995 414-482-8001 · inquiry@ademilaw.com
  2. Brodsky & Smith, LLC (former Pennysylvania)
    11 Bala Avenue, Suite 39, Brodsky & Smith, LLC (former Pennysylvania), PA 19004
    610.668.7987 610.660.0450 · esmith@Brodsky-Smith.com
  3. Law Offices of Charles J. Piven, P.A.
    World Trade Center-Baltimore,401 East Pratt Suite 2525, Law Offices of Charles J. Piven, P.A., MD 21202
    410.332.0030 · pivenlaw@erols.com
  4. Lerach Coughlin Stoia Geller Rudman & Robbins LLP (San Diego)
    401 B Street, Suite 1700, Lerach Coughlin Stoia Geller Rudman & Robbins LLP (San Diego), CA 92101
    206.749.5544 206.749.9978 · info@lerachlaw.com
  5. Milberg Weiss Bershad & Schulman LLP (Washington, D.C.)
    1920 L Street NW, Milberg Weiss Bershad & Schulman LLP (Washington, D.C.), DC 20036
    202.783.6091 202.262.8616 · info@milbergweiss.com
  6. Schiffrin & Barroway LLP
    3 Bala Plaza E, Schiffrin & Barroway LLP, PA 19004
    610.667.7706 610.667.7056 · info@sbclasslaw.com
No Document Title Filing Date
No Document Title Filing Date