Overview of the Settlement
In re Nighthawk Radiology Holdings, Inc. Securities Litigation, Case No. 2:09-cv-00659-EJL-CWD
This securities fraud class action was brought on behalf of those Persons who purchased the common stock of Nighthawk Radiology Holdings, Inc. ("Nighthawk") between May 2, 2007 through May 7, 2008, inclusive, (the "Class Period") against Nighthawk and four of its current and/or former key executives and directors (the "Defendants") for allegedly issuing false and misleading public statements during the Class Period. According to Plaintiff, Defendants' allegedly false statements and material omissions artificially inflated the market price of Nighthawk's stock during the Class Period. When the true state of affairs was revealed, Plaintiff alleged, Nighthawk's stock price dropped, resulting in significant losses to those shareholders who had purchased Nighthawk common stock while it was allegedly artificially inflated.
Plaintiff and Lead Counsel believe that the claims asserted in the class action lawsuit (the "Action") have merit and that the evidence developed to date supports the claims. Defendants have denied and continue to deny each and all of the claims and contentions alleged in the Action. Defendants have expressly denied and continue to deny all charges of wrongdoing or liability against them arising out of any of the conduct, statements, acts or omissions alleged, or that could have been alleged, in the Action.
The Settling Parties entered into settlement negotiations, and ultimately reached an agreement to settle this lawsuit on a class basis. Thereafter, on December 2, 2011, the Parties entered into a memorandum of understanding, which served as the basis for the Stipulation. On May 25, 2012, the Settling Parties executed the Settlement Agreement.
The Settlement creates a fund in the amount of $650,000 in cash before deduction of costs and expenses, and including interest that accrues on the fund prior to distribution. A portion of the Settlement Fund will pay the cost of identifying Class Members, providing notice to the Settlement Class, processing submitted claims, paying any taxes on the Settlement Fund and distributing the Settlement pursuant to the terms of the Notice Order. In addition, as explained in the Notice, a portion of the Settlement Fund will be awarded by the Court to Plaintiff and/or Plaintiff's Counsel as reimbursement for costs and expenses incurred in litigating the case. The balance of the Settlement Fund (i.e., the "Net Settlement Fund") will be distributed according to the Plan of Distribution described in the Notice to Class Members who submitted valid and timely Proofs of Claim.
What Are My Options?
- FILE A CLAIM. This was the only way to get a payment. If you wished to obtain a payment as a member of the Class, you needed to file a Proof of Claim and Release form so that it was postmarked no later than February 28, 2013.
- EXCLUDE YOURSELF. Receive no payment pursuant to this Settlement. If you submitted a valid and timely request for exclusion, you have no rights under the Settlement, no share in the distribution of the Net Settlement Fund, and are not bound by the Settlement Agreement or the Judgment. Your exclusion request must have been postmarked by February 20, 2013.
- OBJECT TO THE SETTLEMENT. Any Class Member who has not validly and timely requested to be excluded from the Settlement Class, and who objects to any aspect of the Settlement, the Plan of Distribution, or the application for expenses may appear and be heard at the Settlement Hearing. Any such Person must have submitted and served a written notice of objection, received by the parties on or before February 20, 2013 and filed with the Clerk of the Court by February 27, 2013.
- DO NOTHING. If you did nothing, you will receive no payment, you will remain a Class Member, and you will be bound by any judgment entered with respect to the settlement in the Action against Defendants.
Please consult the Notice for more details on your options.
Final Approval Hearing
The Court held a Settlement Hearing on March 13, 2013, at 9:30 a.m., before the Honorable Edward J. Lodge, at the United States District Court for the District of Idaho. The Court approved the Settlement, the Plan of Allocation and the request for Lead Counsel Fees.