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Case Status:    DISMISSED    
On or around 10/27/2006 (Date of order of final judgment)

Filing Date: September 26, 2005

According to a press release dated June 19, 2007, SPC Spectrum Brands class action suit dismissed (7.06 -0.04) Co announces the dismissal of a putative class action lawsuit filed against the company last year in the U.S. District Court for the Northern District of Georgia. The lawsuit generally alleged that the company and the individually named defendants made materially false and misleading public statements concerning the company's operational and financial condition, thereby causing plaintiffs to purchase Spectrum Brands securities at artificially inflated prices.

On May 18, 2007, the Court entered the Opinion and Order signed by U.S. District William S. Duffey Jr. denying the motion for clarification, and the civil case was terminated.

On November 22, 2006, the plaintiffs filed a Motion to Clarify the Scope of
Confidentiality Agreements, Or, in the Alternative, to Partially Lift Stay of
Discovery, and For an Extension of Time to File Second Amended Complaint and Memorandum in Support [39].

By the Order entered on October 27, 2006, the Court grants the defendants motion to dismiss the Plaintiffs' Consolidated Amended Class Action Complaint. The complaint is dismissed without prejudice, with leave to file a Second Amended Complaint within 30 days of entry of this Order.

As disclosed by the Company’s FORM 10-Q for the quarterly period ended July 2, 2006, substantially similar actions were filed by other purported class representatives. By Order dated November 18, 2005, all cases pending in the U.S. District Court for the Northern District of Georgia were consolidated (the “Georgia Action”), and the Court entered a scheduling order providing for the filing of a consolidated amended complaint and briefing schedule for defendants’ motion to dismiss. On December 22, 2005, plaintiff in the Wisconsin Action dismissed the complaint. On November 28, 2005, a motion was filed in the Georgia Action to appoint lead plaintiffs and approve selection of co-lead counsel. On December 30, 2005, the Court entered an Order granting plaintiffs’ motion. Pursuant to the scheduling order entered on November 18, 2005, on February 2, 2006, lead plaintiffs filed a consolidated amended complaint. On March 6, 2006, defendants filed a motion to dismiss the consolidated amended complaint. Briefing of defendants’ motion to dismiss was completed on April 28, 2006. On August 3, 2006, defendants filed a motion seeking leave to submit a supplemental brief informing the Court of the termination of the investigation by the U.S. Attorney’s Office of the Northern District of Georgia.

The original complaint alleges Spectrum and certain of its former officers and directors violated sections 10(b) and 20(a) of the Exchange Act, and Rule 10b-5, by issuing a series of material misrepresentations to the market during the Class Period.

Specifically, the complaint alleges that throughout the Class Period, defendants were well aware that the Company's growth model depended upon strong and consistent sales of its core battery products, while at the same time acquiring and integrating diversified brands. Accordingly, throughout the Class Period, defendants consistently represented (1) that the Company was growing through acquisitions and diversifying revenues while maintaining sales of existing products and leveraging existing brands; (2) that the combination of Rayovac and United presented a "compelling value proposition"; (3) that management of the Company had an outstanding track record for successfully integrating acquired brands "while maintaining marketplace momentum" of its legacy brands; (4) that defendants were able to drive revenue growth of its core brands by cross selling its legacy products to accounts acquired through acquisitions; (5) that the representations and warranties contained in the United Merger Agreement were true and accurate at all relevant times; (6) that the Company was achieving "record" sales during the Class Period with double-digit increases in battery sales, "exceptional performance" across the board and with integrations proceeding according to plan; and (7) that by the end of the Class Period the integration of United was substantially complete and also proceeding according to plan.

The representations concerning defendants' ability to acquire and integrate diverse brands such as United and Tetra, while maintaining robust sales of its core battery products, were either patently untrue, or Defendants recklessly disregarded the Company's true operational and financial condition. Unbeknownst to investors, throughout the Class Period, the Company suffered from a host of undisclosed adverse factors that negatively impacted its business and caused it to report financial results that were materially less than the market expectations defendants had caused and cultivated.

The complaint further alleges that it was only at the end of the Class Period that investors ultimately learned that the Company was operating far below expectations and realized that Spectrum Brands had significantly inflated sales of its battery products during the 1st and 2nd quarter of 2005. Accordingly, on July 28, 2005, when defendants reported results for the 3rd fiscal quarter of 2005, the price of Spectrum Brands stock declined over $8.00, falling over 20% to closing at $30.10 per share.

The bad news, however, was not over. On September 7, 2005, prior to the market opening, defendants revealed that earnings for the fourth quarter ending September 30, 2005 would be "substantially lower" than the guidance previously reported. Defendants attributed the shortfall to weak sales and "high (retail) inventory levels." The unexpected news prompted additional analyst downgrades. Analyst William Schmitz noted that "(a)fter two earning warnings in six weeks, we believe already low investor faith in this roll-up is likely to dissipate." In response to the September 7, 2005 news, the stock dropped another 13% on volumes of 4.26 million. In total, the stock lost 31% of its value in response to the disclosures.

A similar, purported class action complaint was also filed in the U.S. District Court for the Western District of Wisconsin against Spectrum Brands, Inc. and certain of its officers.

COMPANY INFORMATION:

Sector: Technology
Industry: Electronic Instruments & Controls
Headquarters: United States

SECURITIES INFORMATION:

Ticker Symbol: SPC
Company Market: New York SE
Market Status: Public (Listed)

About the Company & Securities Data


"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: N.D. Georgia
DOCKET #: 05-CV-2494
JUDGE: Hon. William S. Duffey Jr.
DATE FILED: 09/26/2005
CLASS PERIOD START: 01/04/2005
CLASS PERIOD END: 09/06/2005
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Chitwood Harley Harnes LLP (Atlanta)
    2300 Promenade II; 1230 Peachtree Street, N.E., Chitwood Harley Harnes LLP (Atlanta), GA 30309
    888.873.3999 404.876.4476 · info@chitwoodlaw.com
  2. Dyer & Shuman, LLP
    801 East 17th Avenue, Dyer & Shuman, LLP, CO 80218-1417
    303.861.3003 800.711.6483 · info@dyershuman.com
  3. Law Offices of Brian M. Felgoise, P.C.
    Esquire at 261 Old York Road, Suite 423, Law Offices of Brian M. Felgoise, P.C., PA 19046
    215.886.1900 · securitiesfraud@comcast.net
  4. Law Offices of Bruce G. Murphy
    265 Llwyds Lane, Law Offices of Bruce G. Murphy, FL 32963
    561.231.4202 ·
  5. Law Offices of Charles J. Piven, P.A.
    World Trade Center-Baltimore,401 East Pratt Suite 2525, Law Offices of Charles J. Piven, P.A., MD 21202
    410.332.0030 · pivenlaw@erols.com
  6. Lockridge, Grindal, Nauen P.L.L.P.
    Suite 301, 660 Pennsylvania Avenue Southeast, Lockridge, Grindal, Nauen P.L.L.P., DC 20003-4335
    202.544.9840 202.544.9850 ·
  7. Milberg Weiss Bershad & Schulman LLP (New York)
    One Pennsylvania Plaza, 49th Floor, Milberg Weiss Bershad & Schulman LLP (New York), NY 10119
    212.594.5300 212.868.1229 · info@milbergweiss.com
  8. Schatz & Nobel, P.C.
    330 Main Street, Schatz & Nobel, P.C., CT 06106
    800.797.5499 860.493.6290 · sn06106@AOL.com
  9. Schiffrin & Barroway LLP
    3 Bala Plaza E, Schiffrin & Barroway LLP, PA 19004
    610.667.7706 610.667.7056 · info@sbclasslaw.com
  10. Shepherd, Finkelman, Miller & Shah, LLC
    35 East State Street, Shepherd, Finkelman, Miller & Shah, LLC, PA 19063
    877.891.9880 · jshah@classactioncounsel.com
  11. Smith & Smith LLP
    3070 Bristol Pike, Suite 112, Smith & Smith LLP, PA 19020
    215.638.4847 215.638.4867 ·
No Document Title Filing Date
COURT: N.D. Georgia
DOCKET #: 05-CV-2494
JUDGE: Hon. William S. Duffey Jr.
DATE FILED: 02/02/2006
CLASS PERIOD START: 11/11/2004
CLASS PERIOD END: 11/13/2005
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Ademi & O'Reilly, LLP
    3620 East Layton Ave., Ademi & O'Reilly, LLP, WI 53110
    866-264-3995 414-482-8001 · inquiry@ademilaw.com
  2. Chitwood Harley Harnes LLP (Atlanta)
    2300 Promenade II; 1230 Peachtree Street, N.E., Chitwood Harley Harnes LLP (Atlanta), GA 30309
    888.873.3999 404.876.4476 · info@chitwoodlaw.com
  3. Law Offices of Bruce G. Murphy
    265 Llwyds Lane, Law Offices of Bruce G. Murphy, FL 32963
    561.231.4202 ·
  4. Lockridge, Grindal, Nauen P.L.L.P.
    Suite 301, 660 Pennsylvania Avenue Southeast, Lockridge, Grindal, Nauen P.L.L.P., DC 20003-4335
    202.544.9840 202.544.9850 ·
  5. Milberg Weiss Bershad & Schulman LLP (Boca Raton)
    5355 Town Center Road, Suite 900, Milberg Weiss Bershad & Schulman LLP (Boca Raton), FL 33486
    561.361.5000 561.367.8400 · info@milbergweiss.com
  6. Schiffrin & Barroway LLP
    3 Bala Plaza E, Schiffrin & Barroway LLP, PA 19004
    610.667.7706 610.667.7056 · info@sbclasslaw.com
  7. Schiffrin Barroway Topaz & Kessler, LLP (Walnut Creek)
    2125 Oak Grove Road, Suite 120, Schiffrin Barroway Topaz & Kessler, LLP (Walnut Creek), CA 94598
    925.945.0200 925.945.8792 · info@sbtklaw.com
No Document Title Filing Date
No Document Title Filing Date