According to the complaint, on or about September 24, 2007, the defendants filed a Form F-1 Registration Statement (the “Registration Statement”) with the SEC for the Offering. On or about October 18, 2007, the Prospectus with respect to the Offering (the “Prospectus”), which forms part of the Registration Statement, became effective and more than 9.8 million shares of Noah Education’s ADSs were sold to the public at $14.00 per ADS, thereby raising more than $137 million.
The complaint alleges that the Registration Statement and Prospectus failed to disclose that the Company was experiencing an increase in raw materials costs which had negatively impacted its earnings.
On November 19, 2007, the defendant issued a press release announcing its financial results for the quarter ended September 30, 2007. Among other things, the Company reported that its gross profit margins had dramatically declined from 59.4% in the same period the prior year to 50.2% in the quarter.
The press release attributed the declining margins to “an increase in the purchasing cost of certain raw material components of DLDs such as flash chips and memory boards, during July and August.” In response to this news, the price of Noah Education ADSs dropped from $12.46 per ADS to $6.72 per ADS on extremely heavy trading volume.
On June 08, 2009, a Notice Of Motion To Dismiss Consolidated Amended Class Action Complaint was filed with the court moving or an order dismissing the complaint with prejudice pursuant to Fed. R. Civ. P. 12(b)(6).
On March 09, 2009, a memorandum and order granted the Plaintiff's motion for appointment as lead plaintiff, approval of selection of lead counsel, and consolidation.
On April 08, 2009, a consolidated amended complaint was filed by the lead plaintiff’s against the defendants in this action.
On March 31, 2010, two orders were entered by the court dismissing the pending cases in this action.
On April 29, 2010, a Notice of Appeal was filed in opposition of the order of dismissal granted by the Federal District Court.
On February 08, 2011, a Settlement Agreement was entered into by and among the Settling Parties. The Stipulation is intended by the Settling Parties to fully, finally, and forever resolve, discharge, and settle the Released Claims, upon and subject to the terms and conditions hereof and subject to the approval of the Court.
Also on February 08, 2011, a stipulation was filed in the United States Court Of Appeals for the Second Circuit withdrawing this appeal pursuant to Local Rule 42.1.
According to an order dated February 15, 2011, an Order Preliminarily Approving Settlement and Providing For Notice was issued by the Court.
On May 27, 2011, Judge Richard J. Sullivan signed the order approving the plan of allocation, granted the motion awarding attorneys' fees and expenses. The final settlement is approved, and the case is dismissed with prejudice.