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Case Status:    DISMISSED    
On or around 09/13/2007 (Date of order of final judgment)

Filing Date: April 10, 2006

On August 13, 2008, District Court entered the Opinion from the Eighth Circuit Court of Appeals which affirmed the judgment of the District Court. On September 4, 2008, the District Court entered the Mandate of the Eighth Circuit.

On June 16, 2006, the Court granted the motion to appoint lead plaintiff and lead counsel. On August 29, 2006, the defendants filed a motion to dismiss, which was granted February 16, 2007. Plaintiffs filed a consolidated complaint on March 14, 2007 and defendants again moved for dismissal on March 16. The judge entered a judgment in favor of the defendants on September 13, 2007. Plaintiffs immediately responded by filing an appeal on September 28, 2007.

Plaintiff brings this action on behalf of itself and a class of non-management stockholders who held stock in Orphan Medical, Inc. at the time it was acquired by Jazz Pharmaceuticals, Inc., and who received from Jazz $10.75 in cash for each Orphan share owned. The complaint charges Orphan and certain of its officers and directors with violations of Sections 14(a) of the Securities Exchange Act of 1934. Specifically, the complaint alleges that Orphan violated the Federal securities laws by disseminating a proxy statement in connection with the solicitation by the board of directors of proxies to be voted at a special meeting of stockholders held on June 22, 2005 in which defendants made false and misleading statements in connection with the value of the Company. The complaint further alleges that the Proxy Statement describes at great length the opinion of Orphan's financial advisor, Banc of America Securities LLC,(the "Financial Advisor"), that the $10.75 merger consideration was fair "from a financial point of view" to common stockholders. The Proxy Statement, however, omitted to disclose that the Financial Advisor, in giving such opinion, materially undervalued Orphan by failing to take into account positive developments involving Xyrem, Orphan Medical's "lead product."

COMPANY INFORMATION:

Sector: Healthcare
Industry: Major Drugs
Headquarters: United States

SECURITIES INFORMATION:

Ticker Symbol: ORPH
Company Market: NASDAQ
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: D. Minnesota
DOCKET #: 06-CV-01377
JUDGE: Hon. Ann D. Montgomery
DATE FILED: 04/10/2006
CLASS PERIOD START: 05/23/2005
CLASS PERIOD END: 04/10/2006
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. 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 ·
  2. Wechsler Harwood LLP
    488 Madison Avenue 8th Floor, Wechsler Harwood LLP, NY 10022
    212.935.7400 · info@whhf.com
No Document Title Filing Date
COURT: D. Minnesota
DOCKET #: 06-CV-01377
JUDGE: Hon. Ann D. Montgomery
DATE FILED: 03/14/2007
CLASS PERIOD START: 05/23/2005
CLASS PERIOD END: 04/10/2006
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Wechsler Harwood LLP
    488 Madison Avenue 8th Floor, Wechsler Harwood LLP, NY 10022
    212.935.7400 · info@whhf.com
No Document Title Filing Date
No Document Title Filing Date