According to the Final Judgment and Order of Dismissal with Prejudice entered on November 16, 2005, this Court approves the settlement set forth in the Stipulation and finds that said settlement is, in all respects, fair, reasonable, and adequate. The case is closed.
By the Notice of Pendency and Proposed Settlement of Class Action, the proposed settlement creates a fund in the principal amount of $12,000,000.00 in cash (the “Settlement Fund”) and will include interest that accrues on the fund prior to distribution. Based on Lead Plaintiffs’ estimate of the number of shares entitled to participate in the settlement and the anticipated number of claims to be submitted by Settlement Class Members, the average recovery per share will be approximately $0.57 before deduction of Court-approved fees and expenses. However, your actual recovery from this fund will depend on a number of variables, including the number of claimants, the number of shares you purchased, the expense of administering the claims process, the timing of your purchases and sales (if any) and the type of security you purchased as explained more fully in Section VII below.
According to the docket posted, on January 30, 2004, the plaintiffs filed a Consolidated Class Action Complaint. On April 1, 2004, the defendants responded by filing a motion to dismiss the Consolidated Class Action Complaint. On July 23, 2004, the Court entered the Order signed by U.S. District Judge Richard H. Kyle denying the motion to dismiss. On August 24, 2005, a Stipulation of Settlement was filed. The settlement was preliminarily approved in an Order entered on September 9, 2005.
The original complaint alleges that defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated thereunder, by
issuing a series of materially false and misleading statements concerning the
Company's revenue growth and its financial performance. As alleged in the
complaint, these statements were materially false and misleading because they
failed to disclose and/or misrepresented the following adverse facts, among
others: (i) that significant amounts of the Company's sales were to affiliates
that were financed by the Company itself; and (ii) that the Company's customer
base was beginning to defer purchases and the expected revenue growth which the
Company touted in press releases would no longer occur. When these facts were
belatedly disclosed to the market, the price of Stellent common stock declined