On September 26, 2008 the judge entered a Memorandum and Order dismissing with prejudice the claims in the Second Consolidated Amended complaint. Plaintiffs filed a Notice of Appeal on November 7, 2008.
On October 27, 2006, the United States Court of Appeals for the Second Circuit issued a mandate reversing the lower court's order of dismissal without prejudice, granting plaintiff's leave to file a Second Amended complaint. Plaintiffs did so on January 11, 2007. Defendants filed a motion to strike the Second Amended Complaint on March 9, 2007 with a hearing for oral arguments scheduled for July 11, 2007.
According to the Company’s FORM 10-K for the fiscal year ended December 31, 2005, beginning in mid-July 2002, 12 putative class action lawsuits were filed in the United States District Court for the Southern District of New York. In October 2002, these cases were consolidated under the caption In re American Express Company Securities Litigation. On March 31, 2004, the Court granted the Company’s motion to dismiss the lawsuit. Plaintiffs have appealed the dismissal to the United States Court of Appeals for the Second Circuit.
The original lawsuit asserts claims under Sections 10(b) and 20(a) of the Securities
Exchange Act of 1934 and Rule 10b-5 promulgated by the SEC thereunder and seeks to recover damages.The complaint alleges that American Express and certain of its officers and directors made misstatements and omissions of material fact, including failing to disclose that American Express was investing in a risky portfolio of high-yield or "junk" bonds with ratings as low as "single-B" that carried the
potential for substantial losses if default rates in the junk bond market increased, failing to disclose the true extent of American Express's total exposure as a result of the foregoing after American Express wrote down $182 million of its junk bond portfolio in April 2001, and failing to disclose that American Express was taking a substantial and unnecessary risk by investing in high-yield securities involving complex risk factors that American Express management and personnel did not fully comprehend. The complaint further alleges that after the full truth regarding American Express's unnecessarily risky and imprudent investment strategy began to become known to the market on July 18, 2001 when American Express announced a surprise charge against earnings of $826 million, its third consecutive write-down of
high-yield or "junk" bonds, American Express stock traded as low as $37.17,
down from a class period high of over $62.00.