According to the docket, on November 27, 2006 settlement proceedings began with the entry of a Stipulation of Settlement by lead plaintiffs. Motions for preliminary approval of the settlement were then granted on February 1, 2007. One class member objected to the proposed settlement; his objections were denied on June 8, 2007. Four days later, on June 12, the judge entered his final order and awarded attorneys' fees and expenses in the amount of $756,000.00 in cash and 28% of proceeds of any sale of Settlement Stock and reimbursement of expenses in the amount of $75,628.00.
On November 21, 2005, the Court entered the Order granting the motion to appoint Columbus Capital Partners, L.P. and Columbus Offshore, Ltd. as lead plaintiff. On April 21, 2006, the plaintiffs filed a Consolidated Class Action Complaint. On July 25, 2006, the plaintiffs filed a Notice of Voluntary Dismissal of defendant Manhattan Transfer Registrar Co.
Several purported shareholder class action lawsuits have been filed against World Health Alternatives, its certain of its former officers and its former auditor with violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder.
Specifically, the complaint alleges that throughout the Class Period, Defendants made false and misleading statements to artificially inflate the value of World Health stock, statements which the Company now admits require restatement. On August 19, 2005, the Company announced that it had commenced an investigation into a series of manipulations of the Company’s published financial statements and operating results. The Company identified at least four major discrepancies: (1) misstatements of the amount of the Company’s outstanding shares; (2) its failure to properly account for convertible debt and warrant agreements; (3) its underpayment of tax liabilities in the amount of $4 million; and (4) misstatements to Company lenders resulting in $6.5 million in excess funding under the loan agreements. As a result of this activity, the Company has terminated its outside auditor, Daszkal Bolton LLP, the Company’s CEO resigned, it has retained outside counsel and the Board of Directors has retained special counsel to assist it with its investigation. The Company will be restating its prior financial statements due to the material misstatements outlined above and has warned investors not to rely on the information contained therein.
The complaint further alleges that the Company’s restatement announcement shocked the market and the price of its common stock plummeted an astonishing 86% on August 19, 2005, trading as low as $0.25 per share after closing on August 18, 2005 at $1.85 per share. Trading on a volume 15 times greater than its average, on August 19, 2005, 32 million shares changed hands.
A similar, purported class action lawsuit has also been filed in the United States District Court for the Southern District of Florida.
NOTE: The company filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in February 2006 and is no longer named a defendant in the action.