/raid1/www/Hosts/bankrupt/CAR_Public/090923.mbx
C L A S S A C T I O N R E P O R T E R
Wednesday, September 23, 2009, Vol. 11, No. 188
Headlines
ANDY WARHOL FOUNDTATION: Class Certified in Collector's Lawsuit
ATMEL CORP: Agreed to Settle Suits Over Microchip Bid in Sept.
DEBT COLLECTORS: Accused of New Depths of Abuse in N.D. Ill. Suit
DOLLAR GENERAL: Stay of "Richter" Suit Extended to October 31
DOLLAR GENERAL: Defends "Brickey" Lawsuit Over FLSA Violations
DOLLAR GENERAL: To Seek Decertification of Female Managers' Suit
DOLLAR GENERAL: "Cox" Suit Over Pregnancy Discrimination in Ohio
DOLLAR GENERAL: Expects "Holt" Suit to Conclude in October 2009
DOLLAR GENERAL: Settlement of "Self-Dealing" Suit Okayed in Feb.
ELI LILLY: NAACP Abandons Class Action Bid in Discrimination Case
GENERAL MOTORS: Inked Deal with MLC, IUE-CWA, Unions on Sept. 3
GENESCO INC: Awaits Final Approval of Customer E-mail Settlement
GENESCO INC: Settlement of "Jacobs" Labor Suit Pending Approval
ISILON SYSTEMS: Settles Shareholder Fraud Suit for $15 Million
MDL 1629: Pfizer Accuses Consultant of Witness Tampering
MGM MIRAGE: Faces "Lowinger" Lawsuit Over Securities Violations
MILLS CORP: Notice of Settlement and Nov. 19 Fairness Hearing
MONSTER WORLDWIDE: Settlement of ERISA Action Pending Approval
NEW YORK: Class Action Suit Challenges NY Child Care Co-Payments
REGENCY AFFILIATES: Period to Appeal "Gatz" Deal Expired in July
RESERVE PRIMARY: 12 Suits Combined; Third Avenue Lead Plaintiff
SATYAM COMPUTER: Hires Jones Day to Replace Wachtell Lipton
SCRIBD INC: Class Action Copyright Infringement Suit in S.D. Tex.
SOUTHWEST WATER: Continues to Face Securities Lawsuits in Calif.
TOYOTA MOTOR: Termination Suit Alleges Rollover Discovery Abuses
TRUSTMARK CORP: Unit Faces Suit for Alleged Fraudulent Transfers
WILHELMINA MODEL: Judge Baer Insisting on 20% Fee for Lawyers
*********
ANDY WARHOL FOUNDTATION: Class Certified in Collector's Lawsuit
---------------------------------------------------------------
Antiques Trade Gazette reports that a long-running complaint
brought against the Andy Warhol Foundation for the Visual Arts by
the owner of a work twice denied by their authentication board
has been granted class action status.
Joe Simon-Whelan, an American film producer now living in London
who has accused the Warhol Foundation of a "20-year scheme . . .
to restrain and monopolise trade in the market for Warhol works"
won permission from a New York judge to pursue his case earlier
this year.
Simon-Whelan bought his 2 ft. x 20 in. (60 x 50 cm) Warhol self-
portrait from the London dealer Michael Hue-Williams for $195,000
in 1989, two years after it sold at Christie's New York for
$25,000.
The work, stamped with Warhol's signature, had been "acquired
directly from the artist" and had previously been authenticated
by the Foundation's Andy Warhol Art Authentication Board as a
Warhol silkscreen of 1964.
Mr. Simon-Whelan chose to sell the picture in 2001, when its
value had escalated to GPB 2 million to 3 million. To aid its
commercial prospects he was urged to submit the piece to the
board again to ensure inclusion in the artist's catalogue
raisonne. This time, the picture "came back ruined" with a stamp
to the reverse Denied.
He was told he could resubmit the work if its provenance was
established, only to be told again in 2003 that the picture was a
fake. The presence of two Denied stamps -- that Simon-Whelan
contends has ended any possibility that the picture could ever be
accepted as genuine in the future -- has led him to call his
picture Double Denied.
As chronicled by Mr. Simon-Whelan on the Web site
http://myandywarhol.com/,he initiated Simon-Whelan v. The Andy
Warhol Foundation for the Visual Arts, Inc., et al., Case No.
07-cv-06423 (S.D.N.Y.) (Swain, J.), alleging that the board: "has
denied the authenticity of works that were previously owned by
the estate and stamped with serial numbers from the estate;
routinely denies the authenticity of a certain percentage of
Warhols, particularly when several from the same series are
submitted; has denied authentication as a means of retaliation;
and changes its authentication policies when the change suits the
Board's financial interests".
It was, he says, in the interests of the Foundation, who have
substantial Warhol holdings, to limit the number of available
"authentic" works and questioned the merits of a contract he had
signed at the time of submission that gave the board a "perpetual
veto right over its authenticity" without giving reasons for
their decisions.
In addition to financial damages, it is Mr. Simon-Whelan's wish
to see a more open and transparent process for the authentication
of Warhol's art.
Lawyers representing the Warhol institutions deny any scheme,
saying that of the 1200 applications made each year, the board
rejects only 15 to 18 per cent of them.
The decision taken on May 26 by Judge Laura Swain did dismiss
elements of the claim, but it allows Simon-Whelan to pursue
claims of fraud and unjust enrichment against the Foundation.
Importantly, the ruling allows Simon-Whelan's legal team to "get
inside the doors of the foundation" to gain witness depositions
and gather documents with subpoena power. It may take more than
18 months for the evidence to be gathered, by which time other
owners of other controversial Warhol 'fakes' are expected to have
joined Mr. Simon-Whelan in his case.
Mr. Simon-Whelan was represented by Dreier LLP prior to the law
firm's demise, and is represented by:
Seth Redniss, Esq.
REDNISS & ASSOCIATES LLC
185 Franklin Street, 5th Floor
New York, NY 10013
Telephone: 212-334-9200
The Andy Warhol defendants are represented by:
Gary D. Sesser, Esq.
Ronald D. Spencer, Esq.
CARTER LEDYARD & MILBURN LLP
2 Wall Street
New York, NY 10005
Telephone: 212-732-3200
ATMEL CORP: Agreed to Settle Suits Over Microchip Bid in Sept.
--------------------------------------------------------------
Atmel Corporation, on Sept. 14, 2009, entered into a memorandum
of understanding providing for an agreement-in-principle to
settle litigation regarding Atmel's response to a subsequently
withdrawn acquisition proposal by Microchip Technology Inc. and
ON Semiconductor Corp, including Atmel's adoption of an amendment
to its Amended and Restated Preferred Shares Rights Agreement,
dated as of Oct. 18, 1999.
The MOU provides for the full settlement and release of all
claims by or against Atmel and all of the defendants related to
the allegations and matters set forth in the litigation, which
includes three stockholder class actions consolidated under the
caption In re Atmel Corporation Shareholders Litigation filed in
the Court of Chancery of the State of Delaware, and an action
captioned Zucker v. Laub, et. al., filed in the Superior Court of
the State of California.
The suit pending before the Court alleged, among other things,
that the definitions of "Beneficial Ownership" and "Derivatives
Contract" in the Rights Agreement (as amended) were vague and
unenforceable under Delaware law.
The agreements set forth in the MOU are subject to and
conditioned upon the negotiation and execution of a definitive
settlement agreement, as well as final approval by the Court.
Under the MOU, Atmel agreed that if, prior to Sept. 14, 2012,
Atmel adopts a new stockholder rights plan that includes a
"Derivative Contract" within the definition of "Beneficial
Ownership", Atmel will clarify that (i) the term "Derivatives
Contract" excludes interests in broad-based index options, broad-
based index futures, and broad-based publicly traded market
baskets of stock approved for trading by the appropriate federal
governmental authority; and (ii) to qualify as or constitute a
"Derivatives Contract," a contractual arrangement must include or
reference a number of "Notional Common Shares."
Pursuant to the MOU, on Sept. 14, 2009, Atmel's Board of
Directors (the "Board") passed a resolution interpreting Section
1(d)(iv) of the Rights Agreement consistent with the provisions
of the foregoing paragraph. The interpretations set forth in the
Board resolution will terminate and have no further force and
effect in the event that the settlement is not approved by the
Court.
In addition, Atmel agreed that if, prior to Sept. 14, 2012, Atmel
(i) adopts a New Derivatives Rights Plan with an expiration date
beyond the date of Atmel's 2010 annual meeting of stockholders or
(ii) extends the expiration date of the Rights Agreement beyond
the date of Atmel's 2010 annual meeting of stockholders, then
Atmel will include a proposal for a stockholder advisory vote on
the provision including Derivative Contracts in the definition of
Beneficial Ownership in its proxy statement for the first annual
meeting occurring more than 45 days after the date of such
action. Under the terms of the MOU, the stockholder vote will not
be binding on Atmel or the Board, will not be deemed to be a
condition to the effectiveness of the New Derivative Rights Plan,
and will not be construed as overruling a decision by the Board,
nor to create or imply any additional fiduciary duty by the
Board.
Atmel and the other defendants entered into the MOU without
admitting or conceding any merit to any allegation made in the
Litigation. Except as described above, the MOU provides for no
constraint on the ability of Atmel and/or the Board to respond to
any proposed acquisition or other transaction or to adopt or
amend a stockholder rights plan in accordance with applicable
Delaware law, according to the company's Form 8-K filing with the
U.S. Securities and Exchange Commission dated Sept. 18, 2009.
Atmel Corp. -- http://www.atmel.com/-- designs, develops,
manufactures, and sells a range of integrated circuits products,
including microcontrollers, advanced logic, mixed-signal,
nonvolatile memory and radio frequency components.
DEBT COLLECTORS: Accused of New Depths of Abuse in N.D. Ill. Suit
-----------------------------------------------------------------
Bridget Freeland at Courthouse News Service reports that lying
debt collectors, apparently based in India, are harassing people
by claiming to be from the FBI, the United Nations, the World
Court, and by impersonating attorneys and threatening them with
"prison time" for consumer debts, a RICO class action claims in
Federal Court.
The class claims NetCash USA, ZipCash-SFT, and Integrity Advance
-- all apparently based in India -- and other unknown debt
collectors pose as "law enforcement personnel" and threaten
debtors with imminent arrest on false "felony criminal charges"
of "bank fraud, Internet fraud, and credit card fraud," in
"threatening, profane, abusive, and harassing" phone calls.
The class claims the also "grossly overstated" the amount of
their debts. The collectors harass people at work, call outside
of regulated times, and deny that consumers have rights to
dispute the debt. The collectors continue to harass consumers
after they file for bankruptcy, according to the complaint.
The class seeks punitive damages for unfair collection practices,
civil conspiracy, racketeering, fraud and negligence.
A copy of the Complaint in Webb, et al. v. Integrity Advance,
L.L.C., et al., Case No. 09-cv-05786 (N.D. Ill.), is available
at:
http://www.courthousenews.com/2009/09/21/ChiDebt.pdf
The Plaintiffs are represented by:
Abbas Merchant, Esq.
ROBERT J. SEMRAD & ASSOCIATES, L.L.C.
20 S. Clark St., 28th Floor
Chicago, IL 60603
Telephone: 312-913-0625
Fax: 312-604-7203
DOLLAR GENERAL: Stay of "Richter" Suit Extended to October 31
-------------------------------------------------------------
The stay in Cynthia Richter, et al. v. Dolgencorp, Inc., et al.,
Case No. 06-cv-01537 (N.D. Ala.), has been extended through Oct.
31, 2009, according to Dollar General Corp.'s Sept. 10, 2009,
Form 10-Q filing with the U.S. Securities and Exchange Commission
for the quarter ended July 31, 2009.
The lawsuit was filed on Aug. 7, 2006, and the plaintiff alleges
that she and other current and former Dollar General store
managers were improperly classified as exempt executive employees
under the Fair Labor Standards Act and seeks to recover overtime
pay, liquidated damages, and attorneys' fees and costs.
On Aug. 15, 2006, Ms. Richter filed a motion in which she asked
the court to certify a nationwide class of current and former
store managers. The company opposed the plaintiff's motion.
On March 23, 2007, the court conditionally certified a nationwide
class of individuals who worked for Dollar General as store
managers since Aug. 7, 2003. The number of persons who will be
included in the class has not been determined.
On May 30, 2007, the court stayed all proceedings in the case,
including the sending of the Notice, to evaluate, among other
things, certain appeals pending in the Eleventh Circuit involving
claims similar to those raised in this action. That stay has
been extended on several occasions.
During the stay, the statute of limitations has been tolled for
potential class members. If the court ultimately permits Notice
to issue, the company will have an opportunity at the close of
the discovery period to seek decertification of the class, and
the company expects to file such a motion if necessary.
Dollar General Corp. -- http://www.dollargeneral.com/-- is a
discount retailer of general merchandise at everyday low prices.
Through its stores, the Company offers a focused assortment of
basic consumable merchandise, including health and beauty aids,
packaged food and refrigerated products, home cleaning supplies,
housewares, stationery, seasonal goods, basic clothing and
domestics. Dollar General stores serve primarily low-, middle-
and fixed-income families.
DOLLAR GENERAL: Defends "Brickey" Lawsuit Over FLSA Violations
--------------------------------------------------------------
A putative class action lawsuit, Tammy Brickey, Becky Norman,
Rose Rochow, Sandra Cogswell and Melinda Sappington v.
Dolgencorp, Inc. and Dollar General Corporation, Case No. 06-cv-
06084, is pending.
On May 18, 2006, the company was served with the lawsuit pending
in the Western District of New York, which was originally filed
on Feb. 9, 2006, and amended on May 12, 2006.
The Brickey plaintiffs seek to proceed collectively under the
Fair Labor Standards Act and as a class under New York, Ohio,
Maryland and North Carolina wage and hour statutes on behalf of,
among others, assistant store managers who claim to be owed wages
(including overtime wages) under those statutes.
At this time, it is not possible to predict whether the court
will permit this action to proceed collectively or as a class,
according to the company's Sept. 10, 2009, Form 10-Q filing with
the U.S. Securities and Exchange Commission for the quarter ended
July 31, 2009.
Dollar General Corp. -- http://www.dollargeneral.com/-- is a
discount retailer of general merchandise at everyday low prices.
Through its stores, the Company offers a focused assortment of
basic consumable merchandise, including health and beauty aids,
packaged food and refrigerated products, home cleaning supplies,
housewares, stationery, seasonal goods, basic clothing and
domestics. Dollar General stores serve primarily low-, middle-
and fixed-income families.
DOLLAR GENERAL: To Seek Decertification of Female Managers' Suit
----------------------------------------------------------------
Dollar General Corp. expects to file a motion for decertification
of a class of female former store managers under the Equal Pay
Act in Calvert v. Dolgencorp, Inc., Case No. 06-cv-00465 (N.A.
Ala.).
The Calvert case was filed on March 7, 2006, by a a former store
manager alleging that she was paid less than male store managers
because of her sex, in violation of the Equal Pay Act and Title
VII of the Civil Rights Act of 1964, as amended.
The complaint subsequently was amended to include additional
plaintiffs, who also allege to have been paid less than males
because of their sex, and to add allegations that the company's
compensation practices disparately impact females.
Under the amended complaint, Plaintiffs seek to proceed
collectively under the Equal Pay Act and as a class under Title
VII, and request back wages, injunctive and declaratory relief,
liquidated damages, punitive damages and attorney's fees and
costs.
On July 9, 2007, the plaintiffs filed a motion in which they
asked the court to approve the issuance of notice to a class of
current and former female store managers under the Equal Pay Act.
The company opposed plaintiffs' motion.
On Nov. 30, 2007, the court conditionally certified a nationwide
class of females under the Equal Pay Act who worked for Dollar
General as store managers between Nov. 30, 2004 and Nov. 30,
2007. The notice was issued on Jan. 11, 2008, and persons to
whom the notice was sent were required to opt into the suit by
March 11, 2008. Approximately 2,100 individuals have opted into
the lawsuit.
The company will have an opportunity at the close of the
discovery period to seek decertification of the Equal Pay Act
class.
The plaintiffs have not yet moved for class certification
relating to their Title VII claims. The company expects such
motion to be filed within the next several months and will oppose
such a motion, according to its Sept. 10, 2009, Form 10-Q filing
with the U.S. Securities and Exchange Commission for the quarter
ended July 31, 2009.
Dollar General Corp. -- http://www.dollargeneral.com/-- is a
discount retailer of general merchandise at everyday low prices.
Through its stores, the Company offers a focused assortment of
basic consumable merchandise, including health and beauty aids,
packaged food and refrigerated products, home cleaning supplies,
housewares, stationery, seasonal goods, basic clothing and
domestics. Dollar General stores serve primarily low-, middle-
and fixed-income families.
DOLLAR GENERAL: "Cox" Suit Over Pregnancy Discrimination in Ohio
----------------------------------------------------------------
Cox, et al. v. Dolgencorp, Inc., et al, Case No. LACV-034423
(Iowa Dist. Ct., Dallas Cty.), is pending, according to Dollar
General Corp.'s Sept. 10, 2009, Form 10-Q filing with the U.S.
Securities and Exchange Commission for the quarter ended July 31,
2009.
The company was served with the Cox complaint on July 30, 2008.
The plaintiff, a former store manager, alleges that the company
discriminates against pregnant employees on the basis of sex and
retaliates against employees in violation of the Iowa Civil
Rights Act.
Cox seeks to represent a class of "all current, former and future
employees from the State of Iowa who are employed by Dollar
General who suffered from, are currently suffering from or in the
future may suffer from" alleged sex/pregnancy discrimination and
retaliation and seeks declaratory and injunctive relief as well
as equitable, compensatory and punitive damages and attorneys'
fees and costs.
Dollar General Corp. -- http://www.dollargeneral.com/-- is a
discount retailer of general merchandise at everyday low prices.
Through its stores, the Company offers a focused assortment of
basic consumable merchandise, including health and beauty aids,
packaged food and refrigerated products, home cleaning supplies,
housewares, stationery, seasonal goods, basic clothing and
domestics. Dollar General stores serve primarily low-, middle-
and fixed-income families.
DOLLAR GENERAL: Expects "Holt" Suit to Conclude in October 2009
---------------------------------------------------------------
Holt, et al v. Dollar General Corporation, et al., Case No.08-cv-
01298 (W.D. Tenn.), is expected to be concluded within the next
30 days, according to the company's Sept. 10, 2009, Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended July 31, 2009.
The Holt complaint was filed on Dec. 4, 2008, in which the
plaintiff, on behalf of herself and a putative class of non-
exempt store employees, alleges that the company violated the
Fair Labor Standards Act by failing to pay for all hours worked,
including overtime hours.
The company has reached an agreement to resolve this matter for
an amount that is not material.
Dollar General Corp. -- http://www.dollargeneral.com/-- is a
discount retailer of general merchandise at everyday low prices.
Through its stores, the Company offers a focused assortment of
basic consumable merchandise, including health and beauty aids,
packaged food and refrigerated products, home cleaning supplies,
housewares, stationery, seasonal goods, basic clothing and
domestics. Dollar General stores serve primarily low-, middle-
and fixed-income families.
DOLLAR GENERAL: Settlement of "Self-Dealing" Suit Okayed in Feb.
----------------------------------------------------------------
The terms of the settlement of the suit, In re: Dollar General,
Case No. 07-MD-1 (6th Cir Ct. for Davidson Cty., Tenn., 20th J.
Dist., at Nashville), was approved on Feb. 11, 2009, according to
Dollar General Corp.'s Sept. 10, 2009, Form 10-Q filing with the
U.S. Securities and Exchange Commission for the quarter ended
July 31, 2009.
On Nov. 24, 2008, the company and all defendants, including the
company's directors, reached an agreement in principle to settle
the lawsuit.
The plaintiffs alleged that the company's directors engaged in
"self-dealing" by agreeing to recommend the company's 2007 merger
to shareholders and that the consideration available to such
shareholders in the transaction was unfairly low.
The company determined that the agreement would be in the best
interest of the company to avoid costly and time-consuming
litigation. Based on the agreement in principle, the company
recorded a charge of $32.0 million in the third and fourth
quarters of 2008 in connection with the proposed settlement,
which was net of insurance proceeds of $10.0 million which were
collected in the fourth quarter of 2008.
On Feb. 2, 2009, the company funded the $40.0 million settlement.
Dollar General Corp. -- http://www.dollargeneral.com/-- is a
discount retailer of general merchandise at everyday low prices.
Through its stores, the Company offers a focused assortment of
basic consumable merchandise, including health and beauty aids,
packaged food and refrigerated products, home cleaning supplies,
housewares, stationery, seasonal goods, basic clothing and
domestics. Dollar General stores serve primarily low-, middle-
and fixed-income families.
ELI LILLY: NAACP Abandons Class Action Bid in Discrimination Case
-----------------------------------------------------------------
Jim Edwards at BNET.com reports that the NAACP has withdrawn its
request for class-action status in the race discrimination
lawsuit captioned Welsh, et al. v. Eli Lilly & Co., Case No.
06-cv-0641 (S.D. Ind.). Instead, Mr. Edward reports, the suit --
which claims that some black employees encountered hangmen's
nooses while on the job -- will proceed with a set of multiple
plaintiffs. The move came in a Sept. 3 teleconference between
the parties and the judge, Mr. Edwards relates.
Mr. Edwards' complete report is available at http://is.gd/3wueO
The Plaintiffs are represented by:
Joshua N. Rose, Esq.
David L. Rose, Esq.
Yuval Rubinstein, Esq.
ROSE & ROSE PC
1320 19th Street, NW, Suite 601
Washington, D.C. 20036
Telephone: (202) 331-8555
Fax: (202) 331-0996
E-mail: josh@roselawyers.com
daver@roselawyers.com
yrubinstein@roselawyers.com
- and -
Phillip Sever, Esq.
Jason P. Hopper, Esq.
SEVER STOREY, LLP
3720 S. Rangeline Road
Carmel, IN 46032
Telephone: (317) 575-0320
Fax: (318) 575-9570
E-mail: phil@severstorey.com
jason@severstorey.com
- and -
Andrew Dutkanych, III, Esq.
Kyle Biesecker, Esq.
BIESECKER & DUTKANYCH, LLC
317 SE Third Street
Evansville, IN 47713
Telephone: (812) 424-1002
Fax: (812) 434-1005
E-mail: ad@bdlegal.com
kfb@bdlegal.com
Eli Lilly is represented by:
Ellen E. Boshkoff, Esq.
Adrienne F. Busby, Esq.
BAKER & DANIELS LLP
300 North Meridian Street, Suite 2700
Indianapolis, IN 46204
Telephone: (317) 237-0300
Fax: (317) 237-1000
E-mail: ellen.boshkoff@bakerd.com
adrienne.busby@bakerd.com
GENERAL MOTORS: Inked Deal with MLC, IUE-CWA, Unions on Sept. 3
---------------------------------------------------------------
General Motors Company, on Sept. 10, 2009, entered into a
settlement agreement with Motors Liquidation Company (formerly
known as General Motors Corporation), the IUE-CWA, the Industrial
Division of the Communications Workers of America, AFL-CIO, CLC,
and the United Steel, Paper and Forestry, Rubber, Manufacturing,
Energy, Allied Industrial and Service Workers International
Union, AFL-CIO, CLC.
In exchange, IUE-CWA, USW and any additional listed union that
agrees to the terms of the Settlement Agreement will be granted
an allowed pre-petition unsecured claim in MLC's Chapter 11
Proceedings, in the amount of one billion dollars with respect to
retiree health and life insurance benefits for the post-age-65
retirees, post-age-65 surviving spouses and under-age-65 retirees
or surviving spouses disqualified for retiree health care
benefits from the Company under the Settlement Agreement due to
Medicare eligibility.
MLC agreed to provide certain retiree medical benefits in various
collectively bargained agreements with the IUE-CWA and the USW.
MLC, the IUE-CWA and the Class entered into a settlement
agreement in the class action of IUE-CWA, et al. v. General
Motors Corp., No. 06-cv-12151 (E.D. Mich). Subsequent to
entering those collective bargaining agreements and the class
settlement agreement, MLC commenced a case under Chapter 11 of
the Bankruptcy Code entitled In Re General Motors Corp., et al.,
Case No. 09-050026 (Bankr. S.D.N.Y.) (Gerber, J.). Pursuant to
an Order of the Bankruptcy Court, GMCo purchased substantially
all of the assets of MLC.
Under the Settlement Agreement, the IUE-CWA and the USW have, as
authorized Bankruptcy Code section 1114 and 1113 representatives,
agreed to withdraw and release all claims against the Company and
MLC relating to retiree health care benefits and basic life
insurance benefits and pursuant to any collective bargaining
agreements or otherwise.
A full copy of the Settlement Agreement is available at
http://www.sec.gov/Archives/edgar/data/1467858/000119312509192962/dex101.htm
General Motors Corp. -- http://www.gm.com/-- is primarily
engaged in the worldwide development, production and marketing
of cars, trucks and parts. The Company develops, manufactures
and markets its vehicles worldwide through its four automotive
regions: GM North America, GM Europe, GM Latin America/Africa/
Mid-East and GM Asia Pacific.
GENESCO INC: Awaits Final Approval of Customer E-mail Settlement
----------------------------------------------------------------
A settlement agreement in the purported class-action lawsuit
against Genesco, Inc., alleging violations of the Song-Beverly
Credit Card Act of 1971, California Civil Code Section 1747.08,
awaits final approval.
The suit, filed in the Superior Court of California, San Diego
County, on April 8, 2008, related to requests that customers in
the company's California retail stores voluntarily provide the
company with their e-mail addresses.
The company has filed an answer to the complaint consisting of a
general denial of its allegations and asserting a number of
affirmative defenses and is presently unable to predict whether
or to what extent it may have liability in the case.
On Oct. 13, 2008, the court certified the action as a class-
action suit and preliminarily approved a settlement agreement
pursuant to which the company has issued to each plaintiff class
member a discount coupon good for 25% off up to a $200 purchase
from a Johnston & Murphy store in a single transaction,
exchangeable at the class member's option for a $25 gift card.
The company also agreed to pay attorney's fees and costs and
additional consideration to the named plaintiff totaling
approximately $200,000.
No further developments in the case were reported in the
company's Sept. 10, 2009, Form 10-Q filing with the U.S.
Securities and Exchange Commission for the quarter ended Aug. 1,
2009.
Genesco, Inc. -- http://www.genesco.com/-- is a retailer of
branded footwear, licensed and branded headwear, and a
wholesaler of branded footwear.
GENESCO INC: Settlement of "Jacobs" Labor Suit Pending Approval
---------------------------------------------------------------
The settlement of a putative class-action suit, Jacobs v. Genesco
Inc., et al., Case No. __________ (Calif. Super. Ct., Shasta
Cty.), remains subject to court approval.
The suit was filed on June 16, 2008, and alleges violations of
the California Labor Code involving payment of wages, failure to
provide mandatory meal and rest breaks, and unfair competition,
and seeking back pay, penalties and declaratory and injunctive
relief.
The company has removed the case to the Federal District Court
for the Eastern District of California.
On Sept. 3, 2008, the court dismissed certain of the plaintiff's
claims, including claims for conversion and punitive damages.
On May 5, 2009, the Company and the plaintiff's counsel reached
an agreement in principle to settle the lawsuit on a claims made
basis. The minimum payment by the Company pursuant to the
agreement is $398,000; the maximum is $703,000.
No further developments in the case were reported in the
company's Sept. 10, 2009, Form 10-Q filing with the U.S.
Securities and Exchange Commission for the quarter ended Aug. 1,
2009.
Genesco, Inc. -- http://www.genesco.com/-- is a retailer of
branded footwear, licensed and branded headwear, and a
wholesaler of branded footwear.
ISILON SYSTEMS: Settles Shareholder Fraud Suit for $15 Million
--------------------------------------------------------------
Isilon(R) Systems (Nasdaq: ISLN), has agreed to settle and
resolve the shareholder class action lawsuit captioned Youakim v.
Isilon Systems, Inc., et al., Case No. 07-cv-01764 (W.D. Wash.)
(Pechman, J.), against Isilon, certain of its current and former
officers and directors, and the underwriters of Isilon's December
2006 initial public offering and restatement of the fourth
quarter and fiscal 2006 and the first two quarters of fiscal
2007.
The parties have entered into a memorandum of understanding and
will sign and submit a formal, binding stipulation of settlement
to the court in the coming weeks. The settlement provides for a
payment to the plaintiff class of $15 million, of which Isilon
will contribute $2 million and the balance of which will be paid
by Isilon's insurers.
Isilon expects to incur a $2 million charge in the quarter ended
September 30, 2009, associated with the settlement. The class
action settlement is subject to preliminary and, following notice
to class members, final approval by the District Court.
Representing the plaintiffs are:
Karl Phillip Barth, Esq.
Lovell Mitchell & Barth
11542 NE 21st Street, Ste. A
Bellevue, WA 98004
Phone: 425-452-9800
E-mail: kbarth@lmbllp.com
- and -
Matthew K. Handley, Esq.
Cohen Milstein Hausfeld & Toll PLLC
1933 18th Street NW, Ste. 303
Washington, DC 20005
Phone: 202-408-4600
E-mail: mhandley@cmht.com
Representing the defendants is:
Jerome F. Birn, Jr., Esq.
Wilson Sonsini Goodrich & Rosati
650 Page Mill Rd.
Palo Alto, CA 94304
Phone: 415-493-9300
E-mail: jbirn@wsgr.com
- and -
Seth Aronson, Esq.
O'Melveny & Myers
400 S. Hope St., Ste. 1050
Los Angeles, CA 90071-2899
Phone: 213-430-6000
E-mail: saronson@omm.com
Isilon Systems (Nasdaq: ISLN) -- http://www.isilon.com/-- calls
itself the proven leader in scale-out NAS. Isilon's clustered
storage and data management solutions drive unique business value
for customers by maximizing the performance of their mission-
critical applications, workflows, and processes. Isilon enables
enterprises and research organizations worldwide to manage large
and rapidly growing amounts of file-based data in a highly
scalable, easy-to-manage, and cost-effective way.
MDL 1629: Pfizer Accuses Consultant of Witness Tampering
--------------------------------------------------------
Margaret Cronin Fisk and Jef Feeley at Bloomberg News report
that Pfizer Inc., the world's biggest drugmaker, says a
consultant to plaintiffs' attorneys in Shearer v. Pfizer Inc.,
Case No. 07-cv-11428 (D. Mass.), and In Re Neurontin Marketing,
Sales Practices and Products Liability Litigation, MDL No. 1629
(D. Mass.), over its epilepsy drug Neurontin tried to tamper with
a prospective witness.
Dr. David Egilman, a Brown University medical professor,
"improperly contacted" the treating physician of a Massachusetts
man whose family claims he killed himself after taking the drug,
Pfizer said in a court filing yesterday. Pfizer asked the judge
to punish Dr. Egilman for sending a sealed document to the
doctor. Pfizer faces a trial in this case, brought by the family
of Hartley Shearer, in March.
Dr. Egilman's letter to Ms. Shearer's doctor was "a transparent
attempt to taint her perceptions of Pfizer shortly before her
deposition," Pfizer said. Dr. Egilman enclosed "a confidential
internal e-mail between Pfizer employees," along with other
documents, in his letter to Dr. Lisa Catapano-Friedman, the
company said.
Pfizer asked U.S. District Judge Patti B. Saris in Boston
to bar Dr. Egilman and plaintiffs' lawyers in the Shearer case or
other lawsuits from talking to treating doctors or providing
them with negative information about the company or the drug.
Pfizer also asked for "appropriate sanctions" the Bloomberg
reporters add.
MGM MIRAGE: Faces "Lowinger" Lawsuit Over Securities Violations
---------------------------------------------------------------
MGM MIRAGE faces a purported class action filed by Robert
Lowinger in the U.S. District Court in the District of Nevada.
Mr. Lowinger sued the company, J. Terrence Lanni, James J.
Murren, Daniel J. D'Arrigo and Robert H. Baldwin, on Aug. 19,
2009, alleging federal securities laws violations.
The complaint in Lowinger v. MGM MIRAGE, et al., Case No. 09-cv-
01558 (D. Nev.) (Sandoval, J.), includes two counts:
(i) violation of Section 10(b) of the Exchange Act of 1934,
as amended, and Rule 10b-5 thereunder against all
defendants, and
(ii) violation of Section 20(a) of the Exchange Act of 1934,
as amended, against the individual defendants.
In the complaint, Mr. Lowinger alleges that, between Aug. 2, 2007
and March 5, 2009, the defendants disseminated or approved
materially false and misleading statements that deceived the
investing public regarding the company's business, operations,
management and intrinsic value of its common stock.
The Plaintiff is represented by:
Jack G. Fruchter, Esq.
Goodman Law Group
One Penn Plaza, Suite 2805
New York, NY 10119
Telephone: 212-279-5050
Fax: 212-279-3655
- and -
Ross C. Goodman, Esq.
Goodman Law Group
520 S. Fourth Street, 2nd Floor
Las Vegas, NV 89101
Telephone: 702-384-5563
E-mail: ross@goodmanlawgroup.com
- and -
David A. Rosenfeld, Esq.
Joseph Russello, Esq.
Cauley Geller Bowman & Rudman, LLP
58 South Service Road, Suite 200
Melville, NY 11747
Telephone: 631-367-7100
- and -
Samuel H. Rudman, Esq.
Cauley, Geller, Bowman & Rudman, LLP
200 Broadhollow Road, Suite 406
Melville, NY 11747
Telephone: 631-367-7100
MGM MIRAGE is represented by:
Gregory L. Coburn, Esq.
Glaser, Weil, Fink, Jacobs & Shapiro, LLP
3763 Howard Hughes Parkway, Suite 300
Las Vegas, NV 89169
Telephone: 702-650-7925
Fax: 702-650-7950
E-mail: lcoburn@glaserweil.com
Interested parties Mario Guerrero and Regina Shamberger are
represented by:
David C. O'Mara, Esq.
The O'Mara Law Firm, P.C.
311 E. Liberty Street
Reno, NV 89501
Telephone: 775-323-1321
Fax: 775-323-4082
E-mail: david@omaralaw.net
MGM MIRAGE -- http://www.mgmmirage.com/-- is engaged in gaming
and resort operations. The company owns and operates casino
resorts, which includes offering gaming, hotel, dining,
entertainment, retail and other resort amenities.
MILLS CORP: Notice of Settlement and Nov. 19 Fairness Hearing
-------------------------------------------------------------
UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
ALEXANDRIA DIVISION
IN RE THE MILLS CORPORATION ) CIVIL ACTION NO.
SECURITIES LITIGATION ) 1:06-cv-00077 (LO-TRJ)
Summary Notice of Pendency of Class
Action AND Proposed SettlementS, and NOTICE
OF RESCHEDULING OF Settlement Fairness Hearing
TO: ALL PERSONS OR ENTITIES WHO PURCHASED OR OTHERWISE ACQUIRED
PUBLICLY TRADED COMMON STOCK AND/OR PREFERRED STOCK OF THE MILLS
CORPORATION ("MILLS") DURING THE PERIOD FROM FEBRUARY 27, 2001,
THROUGH AUGUST 10, 2006, AND WHO WERE DAMAGED THEREBY.
PLEASE READ THIS NOTICE CAREFULLY. YOUR RIGHTS WILL BE AFFECTED
BY A CLASS ACTION LAWSUIT PENDING IN THIS COURT.
YOU ARE HEREBY NOTIFIED, pursuant to Rule 23 of the Federal Rules
of Civil Procedure and an Order of the United States District
Court for the Eastern District of Virginia, Alexandria Division
(the "Court"), (i) of the pendency of this action (the "Action")
as a class action on behalf of the persons and entities described
above (the "Class"), except for certain persons and entities who
are excluded from the Class by definition, including persons who
purchased and sold all of their Mills stock before the close of
the market on October 31, 2005; and (ii) that three settlements
in this Action for a combined total of $202.75 million in cash
have been proposed that will fully and finally settle all claims
against and release all Defendants.
YOU ALSO ARE HEREBY NOTIFIED, pursuant to Rule 23 of the Federal
Rules of Civil Procedure and an Order of the Court, that a
hearing (the "Settlement Fairness Hearing") will be held before
the Honorable Liam O'Grady, at the United States District Court
for the Eastern District of Virginia, Alexandria Division, Albert
V. Bryan U.S. Courthouse, 401 Courthouse Square, Courtroom 7,
Alexandria, VA 22314 at 10:00 a.m. on November 19, 2009 (i) to
determine whether each of the proposed Settlements should be
approved by the Court as fair, reasonable, and adequate; (ii) to
determine whether the Settled Claims against the Settling
Defendants and the other Released Parties should be dismissed
with prejudice; (iii) to determine whether a proposed plan of
allocation should be approved by the Court as fair and
reasonable; and (iv) to determine whether fees and reimbursement
of expenses should be awarded to Lead Counsel and, if so, the
amount of such an award. The full printed Notice of Pendency of
Class Action, Proposed Settlements and Settlement Fairness
Hearing (the "Notice"), which you may already have received, set
forth that the Settlement Fairness Hearing would be held on
October 8, 2009. PLEASE TAKE NOTE THAT THE SCHEDULE SET FORTH IN
THE NOTICE HAS BEEN REVISED BY ORDER OF THE COURT. THE FAIRNESS
HEARING WILL BE HELD ON NOVEMBER 19, 2009.
IF YOU ARE A MEMBER OF THE CLASS DESCRIBED ABOVE, YOUR RIGHTS
WILL BE AFFECTED BY THE PENDING ACTION AND THE SETTLEMENTS, AND
YOU MAY BE ENTITLED TO SHARE IN THE SETTLEMENT FUNDS. If you have
not yet received the Notice with the attached Claim Form, you may
obtain a copy of these documents by contacting the Claims
Administrator:
In re The Mills Corporation Securities Litigation
c/o The Garden City Group, Inc.
P.O. Box 9504
Dublin, OH 43017-4804
Telephone: 1-866-282-3988
Copies of the Notice and Claim Form may also be downloaded from
the Claims Administrator's Web site at:
http://www.millssecuritieslitigation.com/
or from Lead Counsel's Web sites at http://www.blbglaw.com/and
http://www.barrack.com/
If you are a Class Member and do not exclude yourself from the
Class, you will be bound by any judgment entered in the Action.
To exclude yourself from the Class, you must submit a request for
exclusion such that it is received no later than October 29,
2009, in accordance with the instructions set forth in the
Notice. Any objections to any of the proposed Settlements, the
proposed plan of allocation, and Lead Counsel's application for
fees and reimbursement of expenses must be filed with the Court
and delivered to Lead Counsel for the Class and counsel for the
Settling Defendants such that they are received no later than
October 29, 2009, in accordance with the instructions set forth
in the Notice. The Notice set forth that any requests for
exclusion must be submitted such that they are received no later
that September 17, 2009, and that any objections must be filed
with the Court and delivered to Counsel such that they are
received no later than September 17, 2009. PLEASE TAKE NOTE THAT
THE SCHEDULE SET FORTH IN THE NOTICE HAS BEEN REVISED BY ORDER OF
THE COURT. ANY REQUESTS FOR EXCLUSION MUST BE SUBMITTED, AND ANY
OBJECTIONS MUST BE FILED WITH THE COURT AND DELIVERED TO COUNSEL,
SUCH THAT THEY ARE RECEIVED NO LATER THAN OCTOBER 29, 2009.
To participate in the Settlements, Class Members must submit a
Claim Form and supporting documentation by December 31, 2009. The
Notice set forth that, to participate in the Settlements, Class
Members must submit a Claim Form and supporting documentation by
November 12, 2009. PLEASE TAKE NOTE THAT THE SCHEDULE SET FORTH
IN THE NOTICE HAS BEEN REVISED BY ORDER OF THE COURT. TO
PARTICIPATE IN THE SETTLEMENTS, CLASS MEMBERS MUST SUBMIT A CLAIM
FORM AND SUPPORTING DOCUMENTATION BY DECEMBER 31, 2009.
PLEASE DO NOT CONTACT THE COURT OR THE CLERK'S OFFICE REGARDING
THIS NOTICE. Inquiries, other than requests for the Notice, may
be made to Lead Counsel:
Steven B. Singer, Esq.
Bernstein Litowitz Berger & Grossmann LLP
1285 Avenue of the Americas
New York, NY 10019
Telephone: (800) 380-8496
- and -
Jeffrey W. Golan, Esq.
Barrack, Rodos & Bacine
3300 Two Commerce Square
2001 Market Street
Philadelphia, PA 19103
Telephone: (215) 963-0600
By Order of the Court
____________
Mills Corporation is represented by:
Nathaniel Thomas Connally, III, Esq.
Phillip O'Brian Metcalf, Esq.
Jon Myer Talotta, Esq.
Hogan & Hartson LLP
Park Place II
7930 Jones Branch Dr
McLean, VA 22102-3302
Telephone: (703) 610-6100
Fax: 703-610-6200
E-mail: ntconnally@hhlaw.com
pometcalf@hhlaw.com
jmtalotta@hhlaw.com
Other named defendants are represented by:
Joseph Patrick Cooney, Esq.
Edwin Louis Fountain, Esq.
Sheila Ladan Shadmand, Esq.
Jones Day
51 Louisiana Ave NW
Washington, DC 20001
Telephone: (202) 879-3939
- and -
Charles Simon Davidson, Esq.
Charles William McIntyre, Jr., Esq.
McGuireWoods LLP
1050 Connecticut Ave. NW, Suite 1200
Washington, DC 20036-5317
Telephone: 202-857-1715
Fax: 202-857-1737
- and -
Sean F. Murphy, Esq.
John David Wilburn, Esq.
McGuireWoods LLP
1750 Tysons Blvd., Suite 1800
McLean, VA 22102-4215
Telephone: (703) 712-5000
- and -
Nicholas Martin DePalma, Esq.
Randall Karl Miller, Esq.
Arnold & Porter LLP
1600 Tysons Blvd., Suite 900
McLean, VA 22102
Telephone: 703-720-7000
Fax: 703-720-7399
E-mail: nicholas.depalma@aporter.com
randall_miller@aporter.com
- and -
Ian S. Hoffman, Esq.
Arnold & Porter LLP
555 12th St. NW
Washington, DC 20004
Telephone: 202-942-6406
Fax: 202-942-5999
E-mail: ian.hoffman@aporter.com
- and -
Hope Ivy Hamilton, Esq.
Covington & Burling
1201 Pennsylvania Ave. NW
PO Box 7566
Washington, DC 20004-7566
Telephone: (202) 662-6000
E-mail: hhamilton@cov.com
- and -
Shanda Nicole Hastings, Esq.
Eric Christopher Rusnak, Esq.
K & L Gates
1601 K St. NW
Washington, DC 20006-1600
Telephone: (202) 778-9000
E-mail: shanda.hastings@klgates.com
eric.rusnak@klgates.com
- and -
Amy Berman Jackson, Esq.
John Thorpe Lawrence Richards, Jr., Esq.
Trout Cacheris PLLC
1350 Connecticut Ave. NW, Suite 300
Washington, DC 20036
Telephone: (202) 464-3300
Fax: (202) 464-3319
- and -
Robert Michael Kennedy, Jr., Esq.
Dennis Sanford Klein, Esq.
Elizabeth Clay Pugh, Esq.
Hughes Hubbard & Reed
1775 I Street, NW
Washington, DC 20006-2401
Telephone: (202) 721-4600
- and -
Ellen D. Marcus, Esq.
Zuckerman Spaeder LLP
1800 M Street NW, Suite 1000
Washington, DC 20036
Telephone: (202) 778-1800
E-mail: emarcus@zuckerman.com
- and -
Bradley Troyer Miller, Esq.
Wilmer Cutler Pickering Hale & Dorr LLP
1875 Pennsylvania Ave. NW
Washington, DC 20006
Telephone: 202-663-6000
Fax: 202-663-6363
- and -
Laurie Beth Smilan, Esq.
Latham & Watkins LLP
555 11th St. NW, Suite 1000
Washington, DC 20004-1304
Telephone: 202-637-1020
Fax: 202-637-2201
E-mail: Laurie.Smilan@lw.com
MONSTER WORLDWIDE: Settlement of ERISA Action Pending Approval
--------------------------------------------------------------
The proposed settlement of Taylor v. McKelvey, et al., 06 CV 8322
(S.D.N.Y), pending against Monster Worldwide, Inc., and certain
former officers and directors of the company in connection with
its historical stock option grant practices, is subject to the
U.S. District Court for the Southern District of New York's
approval.
The action was filed in October 2006, as a putative class action
proceeding, purportedly brought on behalf of all participants in
the company's 401(k) Plan.
The complaint, as amended in February 2007 and February 2008,
alleges that the defendants breached their fiduciary obligations
to Plan participants under Sections 404, 405, 409 and 502 of the
Employee Retirement Income Security Act by allowing Plan
participants to purchase and to hold and maintain Company stock
in their Plan accounts without disclosing to those Plan
participants the company's historical stock option grant
practices.
On Sept. 14, 2009, the plaintiffs and the company entered into a
Memorandum of Understanding that memorializes the terms pursuant
to which the parties intend, subject to Court approval and
certification of the proposed class described in the second
amended complaint, to settle the ERISA Class Action. The
Memorandum of Understanding provides for a payment of $4.25
million in full settlement of the claims asserted in the ERISA
Class Action, a substantial majority of which will be paid by
insurance and contribution from another defendant. The parties
to the ERISA Class Action expect to enter into a formal
settlement agreement in the near future and to thereafter seek
Court approval, according to the company's Form 8-K filing with
the U.S. Securities and Exchange Commission dated Sept. 18, 2009.
Upon the conclusion of the settlement of the ERISA Class Action,
all of the actions seeking recoveries from the company as an
outgrowth of its historical stock option grant practices will
have been settled. As a result, the company will reverse a
previously recorded accrual of approximately $6.85 million
relating to these matters in the third quarter of 2009.
Consistent with the company's past practices with respect to pro-
forma adjustments, this amount will be excluded from its non-GAAP
financial statements.
Monster Worldwide, Inc. -- http://www.monster.com/-- provides a
global online employment solution, Monster. With a presence in
markets in North America, Europe and Asia, Monster works by
connecting employers with job seekers at all levels and by
providing personalized career advice to consumers globally.
Monster Worldwide delivers targeted audiences to advertisers.
The company operates in three business segments: Monster
Careers-North America, Monster Careers-International, and
Internet Advertising & Fees.
NEW YORK: Class Action Suit Challenges NY Child Care Co-Payments
----------------------------------------------------------------
Jonathan Perlow at Courthouse News Service reports that some poor
families in New York pay more for child-care than others families
with the same income, because of the counties where they live, a
class action claims in Monroe County Court. The class claims the
state's Office of Children and Family Service has no regulatory
standards to guide how parents' shares of child care subsidies
are calculated.
It's up to local social services districts to choose a
multiplier, or divider, of between 10 and 35 percent of a
family's gross income. No statewide guidelines exist, the class
claims.
The families in the plaintiff class have incomes of 100 to 275
percent of the poverty level, and live in counties that apply the
highest co-payment permitted by the state.
This forces scores of families to pay more than 10 percent of
their household income for child care.
The rest of the subsidy funding comes mainly from the federal
government, through the Child Care and Development Block Grant.
Before receiving federal grant funding, the state must submit a
plan with the U.S. Department of Health and Human Services. The
plan must include a description of the sliding fee, and the
factors involved in determining cost-sharing with families.
Federal regulators maintain that "a fee of no more than 10
percent of a family's income would generally be considered to be
an affordable co-payment," the complaint states.
But the class claims that despite having to file a
"comprehensive" plan, the state does not explain how its choices
relate to a family's ability to pay.
The plaintiffs say they would all save a lot of money if they
lived in neighboring counties.
Lakeisha Williams of Monroe County pays $77 per week for before-
and after-school child care. If she lived in nearby Livingston
County, she would pay $26 a week.
Theresa Anderson would save almost $60 a week for sending her two
sons to a family-care home while she works, if she lived in
Schoharie County instead of Schenectady.
The plaintiffs call the sliding scale invalid and discriminatory.
They seek a judgment directing Gladys Carrion, the commissioner
of the OCFS, to develop co-payment regulations within 6 months of
a court order, and to base them strictly on a family's ability to
pay.
A copy of the Complaint in Williams, et al. v. Garrion, Index No.
_______ (N.Y. Sup. Ct., Monroe Cty.), is available at:
http://www.courthousenews.com/2009/09/21/HealthCopay.pdf
The Plaintiffs are represented by:
Michael Mule, Esq.
EMPIRE JUSTICE CENTER
1 West Main Street, Suite 200
Rochester, NY 14604
Telephone: 585-295-5724
Fax: 585-454-4019
- and -
Susan Antos, Esq.
Saima Akhtar, Esq.
Barbara Weiner, Esq.
119 Washington Avenue
Albany, NY 12207
Telephone: 518-462-6831
Fax: 518-462-6687
REGENCY AFFILIATES: Period to Appeal "Gatz" Deal Expired in July
----------------------------------------------------------------
The period for appeal of the approved settlement of the class
action lawsuit captioned Edward E. Gatz, et al. v. William R.
Ponsoldt, Sr., et al., C.A. No. 174-CC, expired on July 15, 2009,
according to Regency Affiliates, Inc.'s Sept. 18, 2009, Form 10-Q
filing with the U.S. Securities and Exchange Commission for the
quarter ended March 31, 2009.
The suit was filed in the New Castle County Court of Chancery in
Delaware on Jan. 20, 2004, by two dissident Regency Affiliates
shareholders -- Edward E. Gatz and Donald D. Graham -- against
current and former directors of the company, Royalty Holdings
LLC and its affiliates, Statesman Group Inc., and,
nominally, the company.
The complaint alleged various breaches of fiduciary duties by
the former directors and Statesman, as well as alleged that
Royalty and its affiliates knowingly participated in certain of
the alleged breaches.
In November 2004, the court dismissed all but one claim asserted
in the complaint. The company was not a defendant with respect
to the sole surviving claim, which related to the 2001 sale of a
cache of previously quarried and piled aggregate rock by
National Resource Development Corp. to Iron Mountain Resources,
Inc.
On Oct. 16, 2005, the Court dismissed the plaintiffs' sole
remaining claim for failure to state a claim for relief. The
dismissal was without prejudice and the plaintiffs were given
leave to file an amended complaint attacking the Aggregate Sale.
On Jan. 30, 2006, the plaintiffs filed an amended complaint
challenging the Aggregate Sale and alleging that the Aggregate
Sale negatively impacted the consideration the company received
in connection with the October 2002 restructuring transactions.
The plaintiffs sought damages in excess of $5,400,000 with
respect to the claim related to the Aggregate Sale.
On May 16, 2006, the court dismissed the sole remaining
complaint alleged in the complaint determining that it was
derivative in nature and could therefore not be maintained by
the plaintiffs.
On June 14, 2006, the plaintiffs filed a Notice of Appeal
appealing the court's rulings.
In its April 16, 2007 decision, citing an intervening legal
development in the area of direct and derivative claims arising
while the appeal was pending, the Supreme Court of the State of
Delaware reversed the Court's decision and remanded the case to
the Court for further proceedings.
On April 28, 2008 the parties executed a memorandum of
understanding reflecting an agreement in principle to settle the
class-action suit. If the settlement is consummated, the
company will pay $3,000,000 plus interest (as provided in the
MOU) to the plaintiff class.
The plaintiff class is defined in the MOU as all record and
beneficial owners of the company's common stock on Oct. 17,
2002, including any and all of their respective successors in
interest, predecessors, representatives, trustees, executors,
administrators, heirs, immediate and remote, and any person or
entity acting for or on behalf of, or claiming under any of
them, and each of them. The plaintiff class does not include
the defendants, members of their families, affiliates of the
defendants, and those individuals or entities who solely held
securities convertible into Regency common stock or options to
purchase Regency common stock.
The company will make that payment pursuant to its obligation to
indemnify the defendants who are former directors of the
company.
The MOU also provides that the company will undertake an
appropriate process to determine if indemnification of its
former directors is appropriate under Delaware law. It also
expressly provides that the defendants admit no wrongdoing but
have agreed to the MOU to eliminate the uncertainty,
distraction, burden and expense of further litigation.
The settlement will not occur if the company determines that no
such indemnification is appropriate or the Court of Chancery
refuses to approve the settlement. There can be no assurance
that the settlement will occur (Class Action Reporter, Aug. 29,
2008).
On June 15, 2009, the Court entered an order approving the
settlement of the "Gatz" action. The period for appeal of the
Settlement expired on July 15, 2009.
The terms of the Settlement are in all material respects
identical to the terms of the Memorandum of Understanding
entered into among the parties to the Action on April 28, 2008.
Pursuant to the Settlement, on July 17, 2009, Regency
Affiliates, Inc. paid $3,045,874.72 into escrow for the benefit
of the plaintiff class.
The plaintiff class is defined in the Settlement as all record
and beneficial owners of Regency common stock on Oct. 17, 2002,
including any and all of their respective successors in
interest, predecessors, representatives, trustees, executors,
administrators, heirs, immediate and remote, and any person or
entity acting for or on behalf of, or claiming under any of
them, and each of them. The plaintiff class does not include
the defendants, members of their families, affiliates of the
defendants, and those individuals or entities who solely held
securities convertible into Regency common stock or options to
purchase Regency common stock.
Regency made the settlement payment pursuant to its obligation
to indemnify the defendants who are former directors of Regency.
In connection with the Settlement, and with the assistance of
independent counsel, Regency determined that indemnification of
its former directors is appropriate under Delaware law. The
Settlement expressly provides that the defendants admit no
wrongdoing but have agreed to the Settlement to eliminate the
uncertainty, distraction, burden and expense of further
litigation.
Regency Affiliates, Inc. -- http://www.regencyaffiliates.com/--
has limited operations through its subsidiaries, Iron Mountain
Resources, Inc., Rustic Crafts, Inc., and National Resource
Development Corp. Iron Mountain was an inactive entity as of
Aug. 6, 2008. Rustic Crafts was a manufacturer of decorative
woods, cast marble fireplaces, and other home furnishings.
NRDC's principal asset consists of previously quarried and
stockpiled rock (Aggregate) inventory located at a mine site in
Michigan. Regency Power Inc., owns a 50% interest in MESC
Capital, LLC. MESC Capital owns a 100% interest in Mobile
Energy Services, Co., LLC, which owns an onsite energy facility
that supplies steam and electricity to a Kimberly-Clark tissue
mill in Mobile, Alabama. In addition, the company holds a
limited partnership interest in Security Land and Development
Company Limited Partnership, which owns and operates 34.3 acres
of land and rental property.
RESERVE PRIMARY: 12 Suits Combined; Third Avenue Lead Plaintiff
---------------------------------------------------------------
Stanford Law School's Securities Class Action Clearinghouse
reports that Reuters reports that a federal judge last week
combined 12 lawsuits over the Reserve Primary Fund, once worth
$62 billion, which is being liquidated following Lehman Brothers
Holdings Inc's (LEHMQ.PK: Quote, Profile, Research) bankruptcy.
U.S. District Judge Paul Gardephe named Third Avenue
Institutional International Value Fund LP, part of the Third
Avenue fund family overseen by value investor Martin Whitman,
lead plaintiff in the 12 consolidated class-action lawsuits. The
judge's move comes a day after unpaid Reserve Primary Fund
investors learned they might recover more money than they
thought. Judge Gardephe said the Third Avenue fund's financial
stake in the case "dwarfs" that of any other proposed lead
plaintiff. The judge also said that because Reserve Primary has
already distributed more than 85 percent of its assets, it would
create "waste" and reduce shareholder recoveries to allow
multiple lawsuits.
The Third Avenue fund is represented by Bernstein Litowitz Berger
& Grossmann LLP, which was designated lead counsel.
Reserve Primary said last week that each unpaid investor in the
fund could receive as much as 99 cents on the dollar, up from the
98.5 cents it had previously projected. Money market mutual funds
are designed to maintain a constant $1 per share net asset value.
Reserve Primary became the first such fund in more than a decade
to "break the buck."
The fund held about $785 million of Lehman debt when that
investment bank filed for bankruptcy protection. The Chapter 11
filing triggered a shareholder run on the Reserve fund.
SATYAM COMPUTER: Hires Jones Day to Replace Wachtell Lipton
-----------------------------------------------------------
Thom Weidlich at Bloomberg News reports that Satyam Computer
Services Ltd. has asked a judge to approve a consensual
substitution of Jones Day for Wachtell Lipton Rosen & Katz as
the law firm defending the software-services provider against
investor lawsuits in In re Satyam Computer Services Ltd.
Securities Litigation, Case No. 09-md-2027 (S.D.N.Y.) (Jones,
J.).
Satyam's substitute counsel is:
Jayant W. Tambe, Esq.
JONES DAY
222 East 41st Street
New York, NY 10017-6702
Telephone: 212.326.3604
Fax: 212.755.7306
E-mail: jtambe@jonesday.com
SCRIBD INC: Class Action Copyright Infringement Suit in S.D. Tex.
-----------------------------------------------------------------
Greg Sandoval at CNET reports that a lawsuit seeking class action
status filed in Houston, Tex., on Friday accuses social-
publishing site Scribd, Inc., of copyright infringement.
Scribd managers have "built a technology that's broken barriers
to copyright infringement on a global scale and in the process
have also built one of the largest readerships in the world," the
attorneys representing the class wrote in the complaint. "The
company shamelessly profits from the stolen copyrighted works of
innumerable authors."
A copy of the Complaint in Scott v. Scribd, Inc., Case No.
09-cv-03039 (S.D. Tex.) (Harmon, J.), is available at
http://is.gd/3x24N
The Plaintiff is represented by:
Kiwi A.D. Camara, Esq.
Camara & Sibley
2339 University Boulevard
Houston, Texas 77005
Telephone: 713-893-7973
Fax: 713-583-1131
E-mail: camera@camerasibley.com
SOUTHWEST WATER: Continues to Face Securities Lawsuits in Calif.
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Perring v. SouthWest Water Company, et al., Case No. CV 08-07844
(C.D. Calif.), a securities class action lawsuit, is ongoing.
The complaint, filed on Nov. 26, 2008, generally alleges that
from May 10, 2005, through Nov. 9, 2008, the company made false
statements or omitted to state facts necessary to make its
disclosures not misleading.
Five additional and substantially similar cases were filed in
the same court.
On Jan. 26, 2009, motions for consolidation and for the
appointment of lead plaintiff and lead counsel were filed by the
plaintiffs.
On Feb. 12, 2009, the court granted the motion for consolidation
and for the appointment of lead plaintiff and lead counsel.
Pursuant to stipulation, the lead plaintiff has up to and
including the later of 60 days after the appointment of lead
plaintiff or the filing of the restated financial statements to
file a consolidated complaint.
The company will have 60 days to answer or move to dismiss the
consolidated complaint, according to its Sept. 18, 2009, Form 10-
Q filing with the U.S. Securities and Exchange Commission for the
quarter ended June 30, 2009.
SouthWest Water Company -- http://www.southwestwater.com/-- is
engaged in providing a range of services, including water
production, treatment and distribution; wastewater collection
and treatment; utility operations and maintenance services; and
utility infrastructure construction. The subsidiaries are
segmented into two operating groups, which include the Utility
Group and the Services Group. In January 2009, the company sold
of its wholesale wastewater business in Texas.
TOYOTA MOTOR: Termination Suit Alleges Rollover Discovery Abuses
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Amanda Bronstad at The National Law Journal reports that the
Honorable George H. King refused to seal the complaint in Biller,
et al. v. Toyota Motor Corporation, et al., Case No. 09-cv-05429
(C.D. Calif.), a wrongful termination suit in which a former in-
house attorney for Toyota asserts that the auto manufacturer hid
and destroyed evidence in numerous rollover lawsuits. The suit,
Ms. Bronstad indicates, threatens to reopen personal injury suits
against Toyota brought on behalf of victims of rollover
accidents.
"Defendant argues it will suffer further harm if we do not seal
the complaint," Judge King wrote. "However, plaintiffs'
complaint is now irreversibly in the public domain, as it is
readily available on the Internet. Therefore, sealing the
complaint would be futile at this point."
Ms. Bronstad's full report is available at:
http://www.law.com/newswire/cache/1202433931460.html
The Plaintiffs are represented by:
Jeffrey Francis Allen, Esq.
Joseph P. Wohrle, Esq.
Allen Wohrle LLP
2800 28th Street, Suite 321
Santa Monica, CA 90405
Telephone: 310-392-3355
Fax: 310 392 8059
E-mail: jallen@allenwohrle.com
jwohrle@allenwohrle.com
- and -
Dimitrios P. Biller, Esq.
906 Kagawa Street
Paficia Palisades
Los Angeles, CA 90272
Telephone: 310 459 9870
Fax: 310 459 9879
E-mail: biller_ldtconsulting@verizon.net
- and -
Toyota is represented by:
David L. Schrader, Esq.
Christina Liza Sein, Esq.
Morgan Lewis and Bockius LLP
300 South Grand Avenue, 22nd Floor
Los Angeles, CA 90071-3132
Telephone: 213-612-2500
Fax: 213-612-2501
E-mail: dschrader@morganlewis.com
csein@morganlewis.com
- and -
Alan B. Carlson, Esq.
Michael Alexander Gregg, Esq.
Fermin H. Llaguno, Esq.
Littler Mendelson
2050 Main Street, Suite 900
Irvine, CA 92614
Telephone: 949 705 3000
Fax: 949 724 1201
E-mail: acarlson@littler.com
mgregg@littler.com
fllaguno@littler.com
Bloomberg LP, intervening in the sealing dispute, is represented
by:
Gary L. Bostwick, Esq.
Jean-Paul Jassy, Esq.
Kevin L. Vick, Esq.
Bostwick and Jassy
12400 Wilshire Boulevard, Suite 400
Los Angeles, CA 90025
Telephone: 310-979-6059
E-mail: gbostwick@bostwickjassy.com
jpjassy@bostwickjassy.com
kvick@bostwickjassy.com
Interested parties Bella Basco and Crystal Ennis are represented
by:
Richard D. McCune, Jr., Esq.
David C. Wright, Esq.
McCune Wright LLP
2068 Orange Tree Lane, Suite 216
Redlands, CA 92374-4555
Telephone: 909-557-1250
Fax: 909-557-1275
E-mail: ece@mwtriallawyers.com
dcw@mccunewright.com
TRUSTMARK CORP: Unit Faces Suit for Alleged Fraudulent Transfers
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Trustmark Corporation's wholly-owned subsidiary, Trustmark
National Bank, has been named as a defendant in a purported class
action complaint filed on Aug. 23, 2009.
The suit was filed in the District Court of Harris County, Texas,
by Peggy Roif Rotstain, Guthrie Abbott, Catherine Burnell, Steven
Queyrouze, Jaime Alexis Arroyo Bornstein and Juan C. Olano, on
behalf of themselves and all others similarly situated, naming
TNB and four other financial institutions unaffiliated with the
company as defendants.
The complaint seeks to recover:
(i) alleged fraudulent transfers from each of the defendants
in the amount of fees received by each defendant from
entities controlled by R. Allen Stanford, and
(ii) damages allegedly attributable to alleged conspiracies by
one or more of the defendants with the Stanford Financial
Group to commit fraud and/or aid and abet fraud arising
from the facts set forth in pending federal criminal
indictments and civil complaints against Mr. Stanford,
other individuals and the Stanford Financial Group.
Plaintiffs have demanded a jury trial.
TNB has not yet been served with this complaint.
TNB's relationship with the Stanford Financial Group began as a
result of the company's acquisition of a Houston-based bank in
August 2006, and consisted of correspondent banking and other
traditional banking services in the ordinary course of business.
The lawsuit is in its preliminary stage, according to the
company's Form 8-K filing with the U.S. Securities and Exchange
Commission dated Sept. 18, 2009.
Trustmark Corporation -- https://www.trustmark.com/ -- is a
multi-bank holding company. Through its subsidiaries, Trustmark
operates as a financial services organization providing banking
and financial solutions to corporate institutions and individual
customers through over 150 offices and 2,600 associates in the
states of Florida, Mississippi, Tennessee and Texas. Its
subsidiaries include Trustmark National Bank and Somerville
Bank & Trust Company.
WILHELMINA MODEL: Judge Baer Insisting on 20% Fee for Lawyers
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Mark Hamblett at the New York Law Journal reports that the
Honorable Harold Baer, Jr., is not budging in Fears v. Wilhelmina
Model Agency, Case No. 02-CV-4911 (S.D.N.Y.), on his insistence
that attorney's fees of 20 percent are high enough in the
litigation over collusion in the modeling agency business.
Last week, Mr. Hamblett reports, Judge Baer refused a request by
lawyers for the models, who in 2004 won a hard-fought settlement
with the Wilhelmina Model Agency and nine other agencies, to
increase fees from the slightly more than $4.3 million already
awarded.
He based his decision in part on the number of lawyer hours
expended on "unnecessarily contentious litigation" by plaintiffs
counsel, led by:
Paul R. Verkuil, Esq.
Boies Schiller & Flexner LLP
575 Lexington Avenue, 7th Floor
New York, NY 10022
Telephone: (212) 446-2300
Fax: (212) 446-2350
The firms had sought some 33 percent of the $21.8 million
settlement in fees but got 20 percent, leaving more than $2
million for the judge to distribute to designated charities under
the cy pres doctrine.
Mr. Hamblett's complete report is available at http://is.gd/3yvLy
*********
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Copyright 2009. All rights reserved. ISSN 1525-2272.
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