The opinion of the court was delivered by: Honorable Denny Chin, United States District Court
ORDER PRELIMINARILY APPROVING SETTLEMENT AND PROVIDING FOR NOTICE AND HEARING
WHEREAS, an action filed as a class action entitled The City of Sterling Heights And Fire Retirement System v. Abbey National, PLC and Ian Harley , Civil Action No. 05-cv-2141-DC (the "Litigation" or "Action") is pending before the Court;
WHEREAS, the parties having made application, pursuant to Federal Rule of Civil Procedure 23(e), for an order preliminarily approving the settlement of the Action, in accordance with a Stipulation of Settlement dated as of November 14, 2006 (the "Stipulation") which, together with the Exhibits annexed thereto sets forth the terms and conditions for a proposed settlement of the Litigation and for dismissal of the Litigation with prejudice upon the terms and conditions set forth therein; and the Court having read and considered the Stipulation and the Exhibits annexed thereto; and
WHEREAS, all defined terms contained herein shall have the same meanings as set forth in the Stipulation.
NOW, THEREFORE, IT IS HEREBY ORDERED:
1.The Court preliminarily approves the Stipulation and the Settlement set forth therein, subject to further consideration and final approval at the Settlement Hearing described below.
2.Pursuant to Rule 23 of the Federal Rules of Civil Procedure, the Court preliminarily certifies, for purposes of effectuating this Settlement, a Settlement Class of all Persons who purchased Abbey ADRs in the open market during the Settlement Class Period, but excluding Defendants; members of Defendants' immediate families; all individuals who are either current or former officers and/or directors of Abbey or any of its affiliates or subsidiaries, or who served as officers and directors of any such entity at any time during the Settlement Class Period, any person, firm, trust, corporation, officer, director or other individual or entity in which any Defendant has or had a controlling interest or any entity which is or was related to or affiliated with any Defendant; and the legal representatives, agents, affiliates, heirs, successors and assigns of any such excluded persons..
3.A hearing (the "Settlement Hearing") shall be held before this Court on March 2, 2007, at 11:30 a.m.., at the United States District Court, Daniel Patrick Moynihan United States Courthouse, 500 Pearl Street, Room 1020, New York, New York 10007-1312 to determine whether the proposed Settlement of the Action on the terms and conditions provided for in the Stipulation is fair, just, reasonable, and adequate to each of the Settling Parties and the Settlement Class and should be approved by the Court; whether a Final Judgment and Order of Dismissal With Prejudice as defined in ¶1.11 of the Stipulation should be entered herein; whether the proposed Plan of Allocation should be approved; and to determine the amount of fees and expenses that should be awarded to Lead Plaintiff's Counsel.
1.The Court approves, as to form and content, the Notice of Pendency and Settlement of Class Action and Settlement Hearing Thereon (the "Notice"), the Proof of Claim and Release form (the "Proof of Claim"), and Publication Notice of Proposed Settlement (the "Publication Notice") annexed as Exhibits A-1, A-2 and A-3 to the Stipulation, respectively, and finds that mailing and distribution of the Notice and publication of the Publication Notice substantially in the manner and form set forth in ¶¶ 5-6 of this Order meet the requirements of Federal Rule of Civil Procedure 23 and due process, and is the best notice practicable under the circumstances and shall constitute due and sufficient notice to all Persons entitled thereto.
2.Lead Plaintiff's Counsel are hereby authorized to retain The Garden City Group, Inc. (the "Claims Administrator") to act (together with Lead Plaintiffs Counsel and Defendants' Counsel) as escrow agent for the Settlement Fund ("Escrow Agent"). The Claims Administrator shall supervise and administer the notice procedure and the Settlement as well as the processing of claims as more fully set forth below:
a.Not later than twenty (20) court days after the date of this Order (the "Notice Date"), Lead Plaintiff's Counsel shall cause a copy of the Notice and the Proof of Claim, substantially in the form annexed to the Stipulation as Exhibits A-1 and A-2, to be mailed by first class mail to all members of the Settlement Class who can be identified with reasonable effort;
b.Not later than ten (10) court days after the Notice Date, Lead Plaintiffs' Counsel shall cause the Publication Notice to be published once in the national edition of the Investor's Business Daily; and
c.At least seven (7) calendar days prior to the. Settlement Hearing, Lead Plaintiffs' Counsel shall serve on Defendants' Counsel and file with the Court proof, by affidavit or declaration, of such mailing and publishing.
6. Nominees who held American Depository Receipts ("ADRs") of Abbey National PLC ("Abbey") purchased during the period beginning January 2, 2002, through and including June 10, 2002 (the "Settlement Class Period"), shall send the Notice and the Proof of Claim to the beneficial owners of such Abbey ADRs within ten (10) days after receipt thereof, or send a list of the names and addresses of such beneficial owners to the Claims Administrator within ten (10) days o f receipt t ...