Wolf Haldenstein Adler Freeman & Herz LLP Commences Class Action Lawsuit on Behalf of the Bear Stearns Companies, Inc. Restricte
20 Junho 2008 - 12:53PM
Business Wire
On June 2, 2008, Wolf Haldenstein Adler Freeman & Herz LLP
filed a class action lawsuit in the United States District Court,
Southern District of New York, on behalf of all current and former
employees of The Bear Stearns Companies, Inc. (�Bear Stearns� or
the �Company�) [NYSE:BSC] whose compensation, in part, was in the
form of restricted stock units (�Restricted Stock Units�) and/or
capital accumulation plan units (�CAP Units�), issued to the
current and former Bear Stearns employees pursuant to the Company�s
Restricted Stock Unit Plan (the �RSU Plan�) and Capital
Accumulation Plan (the �CAP Plan�), and whose rights to either
Restricted Stock Units and/or CAP Units were vested, thus providing
them a present entitlement to be paid and/or credited an equivalent
number of shares of Bear Stearns common stock (�Bear Stearns Stock�
or �Company Stock�) upon settlement at the end of a deferral period
between December 14, 2006 and March 14, 2008, inclusive (the �Class
Period�), against the Company and certain officers and directors,
alleging fraud pursuant to pursuant to Sections 10(b) and 20(a) of
the Exchange Act [15 U.S.C. �� 78j(b) and 78t(a)] and Rule 10b-5
promulgated thereunder by the SEC [17 C.F.R. � 240.10b-5] (the
�Class�). The case name is styled Bransbourg v. The Bear Stearns
Companies, Inc., et al. A copy of the complaint filed in this
action is available from the Court, or can be viewed on the Wolf
Haldenstein Adler Freeman & Herz LLP website at www.whafh.com.
Bear Stearns proudly promoted a culture of circled wagons � �an us
against them camaraderie ingrained in the belief that Bear Stearns�
employees success was not based on their birthright or pedigree,
but a superior work ethic.� As part of the effort to unify the
employees and mold a particular culture, the Company paid a
significant portion of its employees� compensation in Company
Stock. Some estimates indicate that nearly one-third of the firm is
employee owned (as of March 17, 2008). These same employees
suffered at least a $5 billion loss over the last year as the
Company�s stock plunged and then was acquired by JP Morgan Chase
& Co. [NYSE:JPM] at the rock bottom price of $10 per share. The
Complaint alleges that throughout the Class Period, defendants
issued numerous positive, but false or misleading press releases,
statements and financial reports filed with the SEC that purported
to describe Bear Stearns� financial performance and results. These
statements were materially false and misleading and, as a result,
Bear Stearns stock traded at artificially inflated prices during
the Class Period, reaching a high of $171.51 per share in January
2007. Beginning in late June 2007, however, Bear Stearns� efforts
to deceive the investing public began to unravel. In late June, the
Wall Street Journal reported that the SEC commenced an inquiry into
a Bear Stearns operated hedge fund that invested in credit
instruments. That fund, as well as another, ultimately filed for
bankruptcy protection. Bear Stearns nonetheless continued to
misrepresent and downplay the seriousness of its problems. On
August 3, 2007, the Company issued a press release that tried to
put a positive spin on Standard & Poor�s decision to change the
Company�s outlook premised upon concerns with the Company�s �BSAM�
hedge funds. On August 5, 2007, the Company announced a management
shake-up that included the ouster of defendant Warren Spector. On
January 4, 2008, Reuters reported that the U.S. Attorney�s Office
for the Eastern District of New York was interviewing investors in
the two failed Bear Stearns� hedge funds. On March 10, 2008,
information began to leak into the market about Bear Stearns�
liquidity problems, causing Bear Stearns Stock to drop $7.98, to
close at $62.30 per share. On the same day, MarketWatch reported on
how Bear Stearns� executives began to �spin� the Company�s crisis
into a non-event that they could control absent extraordinary
measures. Despite defendant Alan Greenberg�s efforts, the article
went on to discuss how ratings agencies were viewing the situation
and how the Company�s liquidity position was under pressure. On
March 12, 2008, Bear Stearns� President Alan Schwartz, also a
defendant in this action, reaffirmed Bear Stearns� financial
position and liquidity by stating that Bear Stearns has more than
$17 billion in excess cash on its balance sheet. He also affirmed
Bear Stearns� book value of $80 per share and further indicated
that analysts� estimates of substantial profits for the most
recently ended quarter were accurate. On March 13, 2008, however,
after the market closed news broke that Bear Stearns was forced to
seek emergency financing from the Federal Reserve and J.P. Morgan
Chase. On Sunday, March 16, 2008, J.P. Morgan announced that it
reached an agreement to purchase Bear Stearns for $2 per share, or
about $236 million. If you received Bear Stearns Restricted Stock
Units or CAP Units during the Class Period, you may request that
the Court appoint you as lead plaintiff before August 19, 2008. A
lead plaintiff is a representative party that acts on behalf of
other class members in directing the litigation. In order to be
appointed lead plaintiff, the Court must determine that the class
member�s claim is typical of the claims of other class members, and
that the class member will adequately represent the class. Under
certain circumstances, one or more class members may together serve
as �lead plaintiff.� Your ability to share in any recovery is not,
however, affected by the decision whether or not to serve as a lead
plaintiff. You may retain Wolf Haldenstein, or other counsel of
your choice, to serve as your counsel in this action. Wolf
Haldenstein has extensive experience in the prosecution of
securities class actions and derivative litigation in state and
federal trial and appellate courts across the country. The firm has
approximately 70 attorneys in various practice areas; and offices
in Chicago, New York City, San Diego, and West Palm Beach. The
reputation and expertise of this firm in shareholder and other
class litigation has been repeatedly recognized by the courts,
which have appointed it to major positions in complex securities
multi-district and consolidated litigation. If you wish to discuss
this action or have any questions, please contact Wolf Haldenstein
Adler Freeman & Herz LLP at 270 Madison Avenue, New York, New
York 10016, by telephone at (800) 575-0735 (Daniel W. Krasner,
Esq., Gregory M. Nespole, Esq., Malcolm T. Brown, Esq. or Derek
Behnke), via e-mail at classmember@whafh.com or visit our website
at www.whafh.com. All e-mail correspondence should make reference
to Bear Stearns.
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