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., Inc. Openwave Systems, Inc. Research Reports Securities Litigation, 02-CV-3252, 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 24, 2002, the Court entered the Case Management Order #1. According to the Order, the actions filed on behalf of the common stock of Openwave Systems, Inc. were consolidated and now carried out under In re Merrill Lynch & Co., Inc. Openwave Systems, Inc. Research Reports Securities Litigation, 02-CV-3252(MP). On March 14, 2003, an Amended Complaint was filed. On November 10, 2003, the Court entered the Decision and Order No. 21 dismissing the complaints with prejudice for the reason that the Complaints fail to state a claim principally because there are no claims in the Complaints that the alleged misrepresentations or omissions proximately caused the losses claimed. The plaintiff filed a Notice of Appeal and an Amended Notice of Appeal. On May 8, 2006, the Court entered the Mandate of the U.S. Court of Appeals for the Second Circuit withdrawing the appeal from active consideration, without prejudice with leave to reactivate.
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 section 10(b) of the Securities and Exchange Act of 1934 and SEC Rule 10b-5 promulgated thereunder by issuing a series of materially false and misleading statements in analyst reports concerning Openwave during the Class Period. The complaint alleges that Defendants violated the federal securities laws by issuing analyst reports regarding Openwave that
recommended the purchase of Openwave common stock and which set price
targets for Openwave common stock, which were materially false and misleading and lacked any reasonable factual basis. The complaint further alleges that, when issuing their Openwave analyst reports, Defendants failed to disclose significant, material conflicts of interest, which resulted from their use of Blodget's reputation and his ability to issue favorable analyst reports, to obtain investment banking business for Merrill Lynch. Furthermore, in issuing their Openwave analyst reports, in which they recommended the purchase of Openwave stock, Defendants failed to disclose material, non-public, adverse information which they possessed about Openwave. Throughout the Class Period, Defendants maintained "ACCUMULATE/BUY" or "BUY/BUY" recommendations on Openwave in order to obtain and support lucrative financial deals for Merrill Lynch. As a result of Defendants' false and misleading analyst reports, Openwave's common stock traded at artificially inflated levels during the Class Period.