United States District Court, D. Delaware
IN RE WILIMINGTON TRUST SECURITIES LITIGATION This document relates to ALL ACTIONS
EDUARDO C. ROBRENO, J.
before the Court is “Lead Plaintiffs' Unopposed
Motion for (I) Preliminary Approval of Settlements and (II)
Approval of Notice to the Class.” On behalf of
themselves and other members of the class, Lead
Plaintiffs have agreed to two class action
settlements: (i) a settlement with the Wilmington Trust
Defendants and Underwriter Defendants, and (ii) a settlement
with KPMG LLP (“KPMG”). The settlements will
resolve the instant matter, in which Lead Plaintiffs allege
that Defendants violated federal securities laws by making
false and misleading statements to conceal Wilmington Trust
Corporation's (“Wilmington Trust”) true
financial condition and lending practices. Lead Plaintiffs
allege that these statements caused investors to purchase
stock at artificially inflated prices and to suffer damages
as a result.
reasons that follow, the Court will grant the motion,
preliminarily approve the proposed class action settlements
set forth in the Stipulations, and approve the form, content,
and manner of giving notice to the Class.
Factual Background and Procedural History
in November 2010, numerous securities class actions were
filed against certain Defendants in the United States
District Court for the District of Delaware, alleging
violations of federal securities laws. On March 7, 2010, the
Court consolidated the various actions under the caption
In re Wilmington Trust Securities Litigation
pursuant to the Private Securities Litigation Reform Act of
1995 (“PSLRA”), and appointed Lead Plaintiffs and
Plaintiffs allege that Defendants violated the federal
securities laws by making false and misleading statements
regarding Wilmington Trust in the offering materials for the
16, 2011, Lead Plaintiffs filed their Consolidated Securities
Class Action Complaint. ECF No. 39. The matter was assigned
to the Honorable Sue L. Robinson. After several rounds of
motions to dismiss and to amend, Lead Plaintiffs filed the
operative complaint, their Fourth Amended Consolidated
Securities Class Action Complaint (“FAC”), on
June 13, 2013. ECF No. 149.
asserted claims for (i) violations of § 10(b) of the
Securities Exchange Act of 1934 (the “Exchange
Act”), and Rule 10b-5, (ii) violations of § 20(a)
of the Exchange Act, (iii) violations of § 11 of the
Securities Act of 1933 (the “Securities Act”) in
connection with the Offering, (iv) violations of §
12(a)(2) of the Securities Act in connection with the
Offering, and (v) violations of § 15 of the Securities
Act in connection with the Offering. On March 20, 2013, the
Court denied Defendants' motions to dismiss the FAC as to
all Defendants except two. ECF No. 185.
September 12, 2014, Lead Plaintiffs moved for class
certification. ECF No. 259. On September 3, 2015, the Court
granted Lead Plaintiff's class certification motion in
full, appointed Lead Plaintiffs as “Class
Representatives, ” Lead Counsel as “Class
Counsel, ” and Chimicles & Tikellis LLP as
“Liaison Counsel” for the Class. ECF No. 406.
January 15, 2016, the Court approved notice to be
disseminated to potential members of the class (the
“Class Notice”). ECF No. 429. The Class Notice
informed Class Members of (i) the action pending against the
Defendants, (ii) the Court's certification of the action
as a class action, and (iii) Class Members' right to
request exclusion from the Class. Id.
on March 1, 2016, the Notice of Pendency of Class Action was
mailed to potential Class Members, and on March 8, 2016, the
Summary Notice of Pendency of Class Action was published in
the Investor's Business Daily and transmitted
over the PR Newswire.
13, 2017, the Action was reassigned to the Honorable Eduardo
C. Robreno of the United States District Court for the
Eastern District of Pennsylvania, sitting by designation in
the District of Delaware.
time, Lead Plaintiffs, Wilmington Trust Defendants and
Underwriter Defendants reached an agreement to settle. The
agreed-upon settlement stipulated that Wilmington Trust would
pay $200, 000, 000 in cash to resolve all claims against
Wilmington Trust Defendants and Underwriter Defendants. On
May 15, 2018, the parties signed the stipulated settlement.
21, 2018, Lead Plaintiffs and KPMG reached an agreement
stipulating that KPMG would pay $10, 000, 000 to resolve all
claims against it. On May 25, 2018, ...