On September 5, 2007, the Court issued the Opinion and Order No. 95140. According to the Order, U.S. District Judge John F. Keenan certified the class action and approved the settlement, approved the Plan of Allocation and finalized the award of attorneys’ fees and expenses. On September 19, 2007, the Court entered the Order and Final Judgment for In re Merrill Lynch Research Reports Securities Litigation, 02 MDL 1484.
According to the Notice of Pendency and Proposed Settlement of Class Actions for In re Merrill Lynch Research Reports Securities Litigation, 02 MDL 1484, dated March 19, 2007, this case, In re Merrill Lynch & Co. Internet Capital Group, Inc. Research Reports Sec. Litig., 02-CV-3050, is part of a proposed settlement of $125 million in cash. A settlement hearing will be held before the Honorable John F. Keenan, United States District Judge of the Southern District of New York to determine whether the settlement should be approved.
On December 23, 2002, the Court entered the Case Management Order #1 consolidating several similar actions that were filed on behalf of purchasers of the common stock of Internet Capital Inc. The action is now being handled under In re Merrill Lynch & Co., Inc. Internet Capital Group, Inc. Research Reports Securities Litigation, 02-CV-3050(MP). On March 13, 2003, and Amended Complaint was filed, and on December 8, 2003, the defendants filed a motion to dismiss the complaints with prejudice. On June 2, 2006, the Court entered the Minute Order signed by Judge Michael B. Mukasey administratively closing the case pursuant to Memorandum from the Administrative Office of the United States Courts dated June 15th, 1973.
In October 2002, the Judicial Panel on Multidistrict Litigation granted the Merrill Lynch Defendants’ motion to transfer all such cases to the Southern District of New York for coordinated pre-trial proceedings. The cases were transferred to the Honorable Milton Pollack, Senior United States District Judge, and were coordinated under the caption In re Merrill Lynch Research Reports Securities Litigation, 02 MDL 1484.
The Complaint alleges that defendants violated sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 promulgated thereunder, by the issuance of analyst reports regarding Internet Capital which recommended the purchase of Internet Capital common stock and which set price targets for Internet Capital common stock without any reasonable factual basis. Furthermore, when issuing their Internet Capital reports, defendants failed to disclose significant, material conflicts of interest which they had, in light of their use of Blodget’s reputation and his Internet Capital analyst reports, to obtain investment banking business for Merrill Lynch. Furthermore, in issuing their Internet Capital reports, in which they were recommending the purchase of Internet Capital stock, defendants failed to disclose material, non- public, adverse information which they possessed about Internet Capital as well as their true opinion about Internet Capital.
Further, the Complaint charges that during the Class Period, defendants'
initiation of coverage and its rating and reports on Internet Capital
were not based on independent, objective analyses but instead were
biased and tilted in the Company's favor to enable Merrill Lynch to
maintain and enhance its lucrative investment banking business
relationship with this important client. The Complaint charges that
defendants' positive public statements about Internet Capital were
inconsistent with their own contemporaneous, private negative
assessments. For example, while repeatedly reiterating an
Accumulate/Buy (2-1) rating, defendants internally labeled Internet
Capital stock "a disaster." Furthermore, defendants concealed from the
public that although Merrill Lynch technically had five ratings, it had
a policy and practice of issuing only its top three ratings. During the
relevant time herein, defendant never issued a reduce or sell rating on
any Internet company. Indeed, during the Class Period, even as market
conditions changed, defendants repeatedly reissued an Accumulate/Buy
rating on Internet Capital, thus reassuring investors about their
continued confidence in the Company. As a result of defendants' false
and misleading statements, the market price of Internet Capital common
stock was artificially inflated during the Class Period.