IN RE Fuqi International, Inc. Securities Litigation
Civil Action No. 10 Civ. 2515 (DAB)
IF YOU PURCHASED OR ACQUIRED FUQI INTERNATIONAL, INC. COMMON STOCK BETWEEN MAY 15, 2009 AND MARCH 27, 2011, INCLUSIVE, AND/OR PURCHASED OR ACQUIRED FUQI INTERNATIONAL, INC. COMMON STOCK PURSUANT TO OR TRACEABLE TO THE SECONDARY OFFERING ON OR ABOUT JULY 22, 2009, YOU COULD RECEIVE A PAYMENT FROM A CLASS ACTION SETTLEMENT, AS DESCRIBED HEREIN.
TO CLAIM YOUR SHARE OF THE SETTLEMENT FUND, YOU MUST SUBMIT A VALID PROOF OF CLAIM AND RELEASE FORM (“PROOF OF CLAIM”) POSTMARKED ON OR BEFORE APRIL 21, 2015.
The purpose of this website is to inform you of the pendency and proposed settlement of this class action litigation (the “Action”) and of the hearing to be held by the Court to consider the fairness, reasonableness, and adequacy of the settlement. This is not intended to be, and should not be construed as, an expression of any opinion by the Court with respect to the truth of the allegations in the Action or the merits of the claims or defenses asserted. This describes the rights you may have in connection with the settlement and what steps you may take in relation to the settlement and this Action.
Security and Time Period: Fuqi International, Inc. (“Fuqi”) common stock (stock symbol: FUQI; cusip no: 36102A207) purchased or acquired between May 15, 2009 and March 27, 2011, inclusive (the “Class Period”). During the Class Period, the stock symbol for Fuqi on the Nasdaq Stock Market was “FUQI”.
Settlement Fund: If the settlement is approved, a fund of $7,500,000 in cash will be established. Your recovery will depend on the number of shares of Fuqi common stock you, and other Class Members who file claims, purchased and sold and the prices at which you, and the other Class Members who file claims, purchased and sold those shares. If claims are submitted for 100% of the eligible shares of Fuqi common stock, the estimated average recovery per share of common stock will be approximately $0.30 per share for shares traceable to the Secondary Offering on July 22, 2009 and $0.12 per share for those who do not have such claims before deduction of Court-approved fees and expenses and costs of notice and claims administration. The actual amount per share you could receive will depend on a number of factors that are explained in the Plan of Allocation and in Question 9 on the FAQ page of this website. The number of shares submitted to share in the Settlement Fund is likely to be different than the total number of shares eligible to participate because some Class Members may not file claims on shares they purchased during the Class Period, and certain shares may have traded more than once during the Class Period and more than one Class Member may file claims on those shares.
Class: The Class includes all persons or entities who purchased or acquired shares of Fuqi common stock between May 15, 2009 and March 27, 2011, inclusive, and a Subclass of all persons or entities who purchased or acquired Fuqi common stock pursuant to or traceable to the Secondary Offering on or about July 22, 2009, and who were damaged thereby. Excluded from the Class and Subclass are: Defendants, officers or directors of Fuqi, at all relevant times, members of their immediate families, any entity in which any Defendant has or had a legal controlling interest, and the legal representatives, heirs, successors or assigns of any of the foregoing. Also excluded from the Class are those Persons who timely and validly request exclusion from the Class pursuant to the Notice. References herein to the Class include the Subclass unless stated otherwise.
Reasons for Settlement: This Action arises from allegations that during the Class Period, Fuqi suffered from inadequate internal financial controls and accounting errors which resulted in Fuqi’s stock price being artificially inflated as a result of untrue or materially misleading statements concerning the Company’s financial results. Plaintiffs further contend that Defendants made these statements knowing them to be false or misleading, or recklessly disregarding their false or misleading natures, and that investors suffered injury as a result of the alleged inflation. In addition, Plaintiffs allege that the Company’s Chief Executive Officer approved certain cash transfers to third parties that were alleged to be improper. Lead Plaintiffs and Lead Counsel believe that the Settlement provides the Class with a benefit now instead of years of further uncertain litigation, including motions to dismiss, disposition of summary judgment motions, a contested trial and likely appeals, with the possibility of no recovery at all.
Notice of Proposed Settlement of Class Action, Motion for Attorneys’ Fees and Settlement Fairness Hearing
Proof of Claim and Release Form
Order Preliminarily Approving Settlement and Providing for Notice of Proposed Settlement
Stipulation and Agreement of Settlement with Exhibits
Final Approval Order
June 21, 2015 - Claim Form must be mailed to the administrator and postmarked by this date.
January 29, 2015 - Request for Exclusion from the Settlement Class must be mailed to Angeion as specified in the Notice, and postmarked by this date.
January 29, 2015 - Objection Letter must be mailed to the Court and Class Counsel as specified in the Notice, and received by this date.
February 18, 2016 at 2:30 PM - Fairness Hearing
Banks, Brokers and Institutions OnlyElectronic Claims Submission Instructions and Forms
Brokers Only - Request Notices for your Clients
The Court has ordered that if you held any Fuqi common stock purchased or acquired between May 15, 2009 and March 27, 2011, inclusive, and/or purchased or acquired Fuqi common stock pursuant to or traceable to the Secondary Offering on or about July 22, 2009, as nominee for a beneficial owner, then, within twenty (20) days after you receive this Notice, you must either: (1) send a copy of this Notice and Proof of Claim and Release by first-class mail to all such Persons; or (2) provide a list of the names and addresses of such Persons to the Claims Administrator.
If you choose to mail the Notice and Proof of Claim and Release yourself, you may obtain from the Claims Administrator (without cost to you) as many additional copies of these documents as you will need to complete the mailing. If you do not intend to comply with the provisions of this section you are to notify the Claims Administrator of that fact.
Regardless of whether you choose to complete the mailing yourself or elect to have the mailing performed for you, you may obtain reimbursement for reasonable administrative costs actually incurred in connection with forwarding the Notice and which would not have been incurred but for the obligation to forward the Notice, upon submission of appropriate documentation to the Claims Administrator.
The Defendants have denied and continue to deny each and all of the claims and contentions alleged in the First Amended Class Action Complaint and believe that they have meritorious defenses to those claims and contentions. The Settlement shall in no event be construed as, or deemed to be evidence of, an admission or concession by any of Defendants with respect to any claim of any fault or liability or wrongdoing or damage to the Class Members in this Action.
Nevertheless, Defendants have concluded that further defense of the Action would be protracted and expensive, and also have taken into account the uncertainty, risks and distractions inherent in any litigation.
If the Case Had Not Settled: The Settlement must be compared to the risk of no recovery after contested dispositive motions, trial and likely appeals. A trial is a risky proposition and Lead Plaintiffs may not prevail. The claims in the Action involve numerous complex legal and factual issues, many of which would require extensive and costly expert testimony. The Parties disagree on both liability and damages and do not agree on the average amount of damages per share, if any, that would be recoverable if Plaintiffs were to have prevailed on each claim alleged. Among the many key issues about which Lead Plaintiffs and the Defendants do not agree are: (1) whether the Defendants violated the securities laws or otherwise engaged in any wrongdoing; (2) whether the misrepresentations and omissions alleged by the Lead Plaintiffs were material, false, misleading or otherwise actionable under the securities laws; (3) the extent (if any) that the alleged misrepresentations and omissions influenced the trading prices of Fuqi common stock during the relevant period; and (4) the method for determining whether, and the extent to which, purchasers of Fuqi stock suffered injury and damages that could be recovered at trial. Finally, even if Lead Plaintiffs prevailed, collectability of any damages against some or all of the Defendants is uncertain.
Statement of the Parties’ Position on Damages: The parties do not agree on the average amount of damages per share that would be recoverable if Plaintiffs were to prevail in the Action. The parties disagree on, among other things: (a) the amount of inflation, if any, allegedly caused by the alleged misrepresentations and omissions; (b) to what extent Class Members’ losses were caused by the alleged misconduct; and (c) whether Defendants made a materially false statement or had any intent to make one.
Attorneys’ Fees and Expenses: Neither Lead Counsel for Plaintiffs, nor Plaintiffs’ Additional Counsel have received any payment for their work or reimbursement for expenses incurred in investigating the facts, conducting this litigation and negotiating the Settlement on behalf of the Lead Plaintiff and the Class. Lead Counsel will ask the Court for attorneys’ fees not to exceed one-third of the Settlement Fund and expenses not to exceed $300,000 to be paid from the Settlement Fund. In addition, Lead Plaintiffs Puerto Rico Government Employees and Judiciary Retirement Systems Administration, Craig B. Laub, J.D. Pisut, and Sandra Redfern, for their efforts on behalf of the Class, have incurred expenses and devoted substantial effort directly related to the representation of the Class for which they will seek reimbursement. Puerto Rico Government Employees and Judiciary Retirement Systems Administration will seek an amount not to exceed $10,000, and Craig B. Laub, J.D. Pisut, and Sandra Redfern will seek amounts not to exceed $5,000 each.
If the above amounts are requested and approved by the Court, the average cost per share of common stock (based on all eligible Class Members submitting valid claims) will be approximately $0.045 per share, making the estimated recovery per share after fees and expenses of approximately $0.19 for shares traceable to the Secondary Offering on July 22, 2009 and $0.08 for those who do not have such claims. The only additional expense charged against the Net Settlement Fund will be the costs of administration of settlement by the Claims Administrator.
Dismissal and Releases: If the proposed Settlement is approved, the Court will enter a Final Judgment and Order of Dismissal with Prejudice (the “Judgment”). The Judgment will dismiss the Released Claims with prejudice as to the Released Persons, which include the Defendants (including, but not limited to, their parents, subsidiaries and affiliates, and all of their employees, directors and officers). Claims against Fuqi’s auditors are not being released. The Judgment will provide that all Class Members shall be deemed to have released and forever discharged all Released Claims (to the extent Class Members have such claims) against all Released Persons. The terms of the releases, including the meaning of the term “Released Claims,” are set forth in the Proof of Claim and Release that is available for download at right.
YOUR LEGAL RIGHTS AND OPTIONS IN THE SETTLEMENT
|Submit a Claim||
The only way to receive a payment.
You may write to the Court if you do not like this Settlement.
Receive no payment. This is the only option that allows you to participate in another lawsuit against the Defendants relating to the class claims being released in this case.
|Go to a Hearing||
You may ask to speak in Court about the fairness of the Settlement.
Receive no payment.
Unless you timely request exclusion from the Class, or unless the Court rejects the proposed Settlement, you are bound by the Settlement Agreement and its Release, whether or not you submit a claim.
These rights and options – and the deadlines to exercise them – are explained in the notice which can be downloaded at right, and in the FAQ page of this website.
The Court presiding over this case must decide whether to approve the Settlement. Payments will be made only if the Court approves the Settlement and, if there are any appeals, after appeals are resolved. Please be patient.
FOR MORE INFORMATION PLEASE CONTACT THE SETTLEMENT ADMINISTRATOR AT 877-351-0335 or firstname.lastname@example.org. PLEASE DO NOT CONTACT THE COURT.