Searching over 5,500,000 cases.


searching
Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.

IN RE WORLDCOM

January 11, 2005.

IN RE WORLDCOM, INC. SECURITIES LITIGATION. This Document Relates to: IN RE TARGETS SECURITIES LITIGATION. This Document Relates to: ALL ACTIONS.


The opinion of the court was delivered by: DENISE COTE, District Judge

HEARING ORDER

WHEREAS:

A. Lead Plaintiff Ina Rosenblum and the Class (collectively, "Plaintiffs"), and (ii) Defendants Citigroup Inc., Citigroup Global Markets Inc., formerly known as Salomon Smith Barney Inc., and Jack Grubman (the "Defendants") (collectively, the "Parties") have entered into a settlement (the "Settlement") of the claims asserted against the Defendants in the class actions consolidated in the above-captioned action (the "Action"), the terms of which are set forth in an Amended Stipulation of Settlement dated January 6, 2004 (the "Stipulation");

  B. Lead Plaintiff and the Defendants have moved, pursuant to Rule 23(e) of the Federal Rules of Civil Procedure, for an Order preliminarily approving the Settlement and providing notice of the proposed Settlement to Class Members; and

  C. The Court having read and considered the Stipulation, the proposed Notice of Proposed Settlement of Class Action (the "Notice"), the proposed Summary Notice of Proposed Settlement of Class Action (the "Summary Notice"), the proposed Plan of Allocation, the proposed form of the Proof of Claim and Release, and the proposed form of Final Judgment, and finding that substantial and sufficient grounds exist for entering this Order;

  IT IS HEREBY ORDERED:

  1. For purposes of this Order, the Court adopts all defined terms as set forth in the Stipulation. Any inconsistencies between the Stipulation and Notice will be controlled by the language of the Stipulation.

  PRELIMINARY CLASS CERTIFICATION FOR SETTLEMENT PURPOSES

  2. For purposes of the Settlement of the Action (and only for such purposes and without an adjudication of the merits), the Court preliminarily finds that the requirements of the Federal Rules of Civil Procedure and the United States Constitution have been met in that:
a. The Class, as defined below in paragraph 3, is so numerous that their joinder before the Court would be impracticable.
b. The commonality requirement of Fed.R.Civ.P. 23(a) is satisfied when members of the proposed class share at least one common factual or legal issue. Here, Lead Plaintiff has alleged numerous questions of fact and law common to the Class, including whether the research reports authored and disseminated by Defendants Jack Grubman and Citigroup Global Markets Inc., formerly known as Salomon Smith Barney Inc. were materially false and misleading.
c. Based on Lead Plaintiff's allegations that Defendants engaged in uniform misconduct affecting members of the Class, the Court preliminarily finds that the claims of Lead Plaintiff are typical of the claims of the Class, and that Lead Plaintiff and Lead Counsel will fairly and adequately protect the interests of the Class, in that (i) the interests of Lead Plaintiff and the nature of her alleged claims are consistent with those of the Class Members, (ii) there appear to be no conflicts between or among Lead Plaintiff and the Class Members, (iii) Lead Plaintiff has been and appears to be capable of continuing to be an active participant in both the prosecution and settlement of the Action, and (iv) Lead Plaintiff and the Class Members are represented by qualified, reputable counsel who are experienced in preparing and prosecuting large, complicated securities fraud class actions.
d. The Court preliminarily finds that a resolution of the Action in the manner proposed by the Stipulation is superior to other available methods for a fair and efficient adjudication of the Action. The Court also notes that, because the Action is being settled, rather than litigated, the Court need not consider manageability issues that might be presented by the trial of a nationwide class action involving the issues in this case.
In making these preliminary findings, the Court has considered, among other factors, (i) the interests of Class Members in individually controlling the prosecution of defense of separate actions, (ii) the impracticality or inefficiency of prosecuting or defending separate actions, (iii) the extent and nature of any litigation concerning these claims already commenced, and (iv) the desirability of concentrating the litigation of the claims in a particular forum.

  3. Based on the foregoing findings, the Court preliminarily certifies the Class for settlement purposes under Fed.R.Civ.P. 23(b)(3). The Class consists of all persons who purchased or otherwise acquired Targeted Growth Enhanced Terms Securities With Respect to the Common Stock of MCI WorldCom, Inc. due August 15, 2002 during the period between July 30, 1999 and April 21, 2002, inclusive, and were damaged thereby, excluding Defendants, members of Defendant Jack Grubman's family, any entity in which any Defendant has a controlling interest, and the legal representatives, heirs, successors, or assigns of any such excluded party. As used in this paragraph 3, "any entity in which any Defendant has a controlling interest" means that any such entity is excluded from the Class to the extent that the entity itself had a proprietary (i.e., for its own account) interest in TARGETS during the relevant time period. In the event that any such entity beneficially owned TARGETS in a fiduciary capacity or otherwise held TARGETS on behalf of third party clients or any employee benefit plans that otherwise fall within the Class, such third party clients and employee benefits plans shall not be excluded from the Class, irrespective of the identity of the entity or person in whose name the TARGETS were beneficially owned or otherwise held. For example, a TARGETS investor shall not be excluded from the Class to the extent it held TARGETS (i) in a registered or unregistered investment company (including a unit investment trust) for which any entity in which any Defendant has a controlling interest serves as investment manager, investment adviser or depositor; or (ii) (a) in a life insurance company separate account, or (b) in a segment or subaccount of a life insurance company's general account to the extent associated with insurance contracts under which the insurer's obligation is determined by the investment return and/or market value of the assets held in such segment or subaccount. A Defendant shall be deemed to have a "controlling interest" in an entity if such Defendant has a beneficial ownership interest, directly or indirectly, in more than 50% of the total outstanding voting power of any class or classes capital stock that entitle the holders thereof to vote in the election of members of the Board of Directors of such entity. "Beneficial ownership" shall have the meaning ascribed to such term under Rule 13d-3 of the Securities Exchange Act of 1934, as amended, or any successor statute or statutes thereto. The Court finds that, for the sole purpose of settlement, and without an adjudication on the merits, the Class is sufficiently well-defined and cohesive.

  PRELIMINARY APPROVAL OF SETTLEMENT

  4. The Court preliminarily approves the Settlement, as reflected in the Stipulation, as being fair, just, reasonable and adequate, pending a final hearing on the Settlement.

  5. Prosecution by any Class Member of any action or claim that is subject to the release and dismissal contemplated by ...


Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.