On November 6, 2006, the settlement fairness was held before U.S. District Judge John E. Steele. That day, the Court entered the Opinion and Order granting the motion for final approval of settlement and for award of reasonable costs and expenses. The next day, the Court entered Judgment.
According to the Notice of Pendency dated August 14, 2006, a settlement hearing was set before the Honorable John E. Steele on Monday, November 6,2006 at 9:00 A.M. in Courtroom A of the United States District Court for the Middle District of Florida, Fort Myers Division, U.S. Courthouse and Federal Building, 21 10 First Street, Fort Myers, Florida 33901 for the purpose of determining whether the proposed Settlement of the claims asserted by Plaintiffs ("Plaintiffs") in this class Action against Defendant Wachovia Capital Markets, LLC ("Wachovia"), successor to First Union Securities, Inc., is fair, reasonable, adequate, and should be finally approved by the Court.
As summarized by the same Notice, on May 14, 2001, Nicholas, Domenico, and Mauro LaGrasta filed a class action complaint against First Union in the United States District Court for the Middle District of Florida alleging various claims under state law based upon research reports published by First Union about Ask Jeeves. They filed an amended complaint on July 19, 2001, also alleging state law claims on a class action basis. On March 11, 2002, the Court dismissed the amended complaint with prejudice, holding that the state law claims could not be maintained on a class action basis because they were completely preempted by federal law. On or about May 10, 2002, the Court authorized the filing of a second amended complaint that would allege only violations of the federal securities laws. On May 30, 2002, Nicholas, Domenico, and Mauro LaGrasta filed a second amended complaint alleging a single claim under Section 10(b) of the Securities Exchange Act and Rule lob-5 promulgated thereunder based upon research reports published by First Union about Ask Jeeves, Inc. On October 8, 2002, the Court dismissed the second amended complaint as untimely and thus barred by the applicable statute of limitations. That decision was reversed by the United States Court of Appeals for the Eleventh Circuit on or about January 30, 2004, and the case was thereafter remanded to the Court for further proceedings. On December 7, 2004, the Court denied additional motions to dismiss. Wachovia answered the second amended complaint on or about January 14, 2005. On August 8, 2005, the Court certified a class consisting of all persons who purchased shares of Ask Jeeves between November 18, 1999 and May 16, 2000. This ruling meant that the Court had authorized this case to proceed as a class Action. The Court determined, however, that Mauro LaGrasta was not able to serve as a representative of the Class. Nicholas and Domenico LaGrasta - referred to throughout this Notice as "Plaintiffs" - were named as class representatives. Wachovia filed a petition for leave to appeal the class certification decision with the United States Court of Appeals for the Eleventh Circuit. That petition was denied. After engaging in substantial discovery and pursuant to an order of the Court, Plaintiffs and Wachovia mediated this matter on April 24 and 25, 2006 in an effort to resolve any and all disputes between the Class and Wachovia. On May 8, 2006 and again on May 15, 2006, Class Counsel and Counsel for Wachovia met to continue negotiations in an effort to resolve any and all disputes between the Class and Wachovia. Class Counsel and Counsel for Wachovia continued to engage in settlement discussions and negotiations throughout May and June, 2006. On June 30, 2006, Plaintiffs and Wachovia entered into a Memorandum of Understanding providing for an agreement in principle for the Settlement of the Action. The terms of the Settlement have since been definitively set forth in the Stipulation, which is on file with the Court.
The Second Amended Complaint asserts a cause of action for violations of Sections 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder. The second amended complaint alleges that defendant First Union Securities, Inc. omitted from the reports and recommendations issued by its analysts on Ask Jeeves information regarding conflicts of interest caused by First Union Securities' inconsistent roles as an investment banker competing for Ask Jeeves' business and as a investment advisor and retail securities broker rendering allegedly unbiased advice and opinions on Ask Jeeves for the use and benefit of investors. As alleged in the second amended complaint, this conflict resulted in the issuance of false and misleading analyst reports, which resulted in a fraud on the market and on Class members.