Kaplan Fox Announces the Proposed Settlement of Class Actions Against Stillwater Capital Partners, Inc. and Stillwater Capita...
14 Aprile 2014 - 11:02PM
Kaplan Fox & Kilsheimer LLP (www.kaplanfox.com) hereby notifies
all persons entities who invested in funds managed by Stillwater
and either (1) acquired the common stock of Gerova (OTC:GVFG)
pursuant to a Share Exchange Agreement dated December 23, 2009 that
was completed on January 20, 2010 or (2) requested a full or
partial redemption of your investment which you have not received
as of January 20, 2010 of the proposed settlement of the class
action suits pending in the Southern District of New York captioned
In re Stillwater Capital Partners Inc. Litigation, No.
11-cv-2737-SAS and Goldberg, et al. v. Gerova Financial Group,
Ltd., et al., No. 11-cv-7107-SAS.
Please review the following Summary Notice for further
information:
UNITED STATES DISTRICT COURT |
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SOUTHERN DISTRICT OF NEW
YORK |
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IN RE: GEROVA FINANCIAL GROUP, LTD. SECURITIES LITIGATION |
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CASE No.: 11-md-2275-SAS ECF CASE |
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This document relates to: |
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In re STILLWATER CAPITAL PARTNERS INC. LITIGATION |
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No.11-CV-2737-SAS ECF CASE |
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MARGIE GOLDBERG, ET AL., Individually and On Behalf of All
Others Similarly Situated, |
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No. 11-CV-7107-SAS ECF CASE |
Plaintiffs, |
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vs. |
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GEROVA FINANCIAL GROUP, LTD., ET AL., |
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Defendants. |
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SUMMARY NOTICE OF PENDENCY AND PROPOSED
SETTLEMENT
OF CLASS ACTIONS AND SETTLEMENT
HEARING
TO: |
ALL PERSONS AND ENTITIES WHO INVESTED
IN FUNDS (THE "STILLWATER FUNDS") MANAGED BY STILLWATER CAPITAL
PARTNERS, INC. OR STILLWATER CAPITAL PARTNERS, LLC (TOGETHER,
"STILLWATER") AND EITHER (1) ACQUIRED THE COMMON STOCK OF GEROVA
FINANCIAL GROUP, LTD. ("GEROVA") PURSUANT TO A SHARE EXCHANGE
AGREEMENT DATED DECEMBER 23, 2009 THAT WAS COMPLETED ON JANUARY 20,
2010 (THE "BUSINESS COMBINATION") OR (2) REQUESTED A FULL OR
PARTIAL REDEMPTION OF YOUR INVESTMENT WHICH YOU HAVE NOT RECEIVED
AS OF JANUARY 20, 2010. |
YOU ARE HEREBY NOTIFIED pursuant to Rule 23 of the Federal Rules
of Civil Procedure and an Order by the United States District Court
for the Southern District of New York (i) of the pendency of
putative class actions captioned In re Stillwater Capital Partners
Inc. Litigation, Case No. 11-cv-2737-SAS (S.D.N.Y.) and Goldberg v.
Gerova Financial Group, Ltd., Case No. 11-cv-7107-SAS (S.D.N.Y.)
(collectively referred to as the "Actions"), which have been
consolidated with a third putative class action for certain
pretrial purposes under the caption In re Gerova Financial Group,
Ltd. Securities Litigation, Case No. 11-md-2275-SAS (S.D.N.Y.), on
behalf of the persons and entities described above (the "Classes"),
except for certain persons and entities who are excluded from the
Classes as provided in the Notice (defined below); and (ii) that a
settlement (the "Settlement") reached in these Actions has been
proposed that will fully and finally settle all claims against and
release all Defendants (i.e., a settlement with Gerova, Stillwater,
the Individual Defendants, and certain of their insurers). The
Settlement provides for: (i) a Cash Settlement Amount of
$2,058,000.00; (ii) a return to the Stillwater Funds of all
remaining assets that they had provided to Gerova in the Business
Combination (the "Unwind Settlement Amount"); and (iii) the
abandonment of the claims certain Stillwater entities or former
employees may have against the Stillwater Funds for unpaid
management and incentive fees against, and investments in, the
Stillwater Funds (amounting to approximately $23 million) in
exchange for a series of staggered payments based upon the Unwind
Settlement Amount, which will in no case exceed $1 million. A
hearing will be held before the Honorable Shira A. Scheindlin in
the United States District Court for the Southern District of New
York, Daniel Patrick Moynihan United States Courthouse, 500 Pearl
Street, Courtroom 15C, New York, NY 10007, at 4:30 p.m. on June 9,
2014, to determine: (1) whether the Actions should be finally
certified, for settlement purposes only, as class actions under
Rules 23(a) and (b) of the Federal Rules of Civil Procedure on
behalf of the Classes; (2) whether the proposed Settlement should
be approved by the Court as fair, reasonable, and adequate; (3)
whether the Plan of Allocation is fair, reasonable and adequate and
therefore should be approved in connection with the Settlement; (4)
whether the application for attorneys' fees and litigation expenses
should be approved; (5) whether the application for an award for
the Plaintiffs should be approved; and (6) whether the Actions
should be dismissed with prejudice against the Settling Defendants
as set forth in the Stipulation and Agreement of Settlement, dated
February 4, 2014 and filed with the Court.
IF YOU ARE A CLASS MEMBER, YOUR RIGHTS WILL BE AFFECTED BY THE
SETTLEMENT, AND YOU MAY BE ENTITLED TO SHARE IN THE SETTLEMENT
FUND. If you have not yet received the Notice of Pendency and
Proposed Settlement of Class Actions ("Notice"), you may obtain
copies of these documents by contacting:
In re Gerova Financial Group, Ltd. Securities
Litigation Manager:
Evan Blum GlassRatner Advisory & Capital
Group LLC One Grand Central Place60 East 42nd Street, Suite 1062
New York, NY 10165
If you are a Class Member, in order to be eligible to share in
the distribution of the Net Settlement Fund, you must return the
verification and release forms you will receive in the time
described in the forms. You will be bound by any judgment(s)
entered in the Actions whether or not you submit the verification
and release forms.
If you desire to be excluded from the Classes, you must submit a
request for exclusion to be received by May 5, 2014, in the manner
and form explained in the Notice. All Class Members who do not
request exclusion from the Classes will be bound by any judgment(s)
entered in the Actions.
Any objection to the proposed Settlements, Plan of Allocation,
application for attorneys' fees and litigation expenses, or
application for award to the Plaintiffs must be filed with the
Court and delivered to be received by Class Counsel no later than
May 5, 2014, in the manner and form set forth in the Notice.
PLEASE DO NOT CONTACT THE COURT OR THE CLERK'S OFFICE
REGARDING THIS NOTICE. Inquiries may be made to Class
Counsel:
Laurence M. Rosen, Esq. |
Frederic S. Fox, Esq. |
Marvin L. Frank, Esq. |
Phillip Kim, Esq. |
Donnie Hall, Esq. |
Bridget v. Hamill, Esq. |
Jonathan Horne, Esq. |
Melinda Campbell, Esq. |
Frank & Bianco LLP |
Kevin Chan, Esq. |
Kaplan Fox & Kilsheimer
LLP |
275 Madison Ave., Ste. 801 |
The Rosen Law Firm,
P.A. |
850 3rd Ave., 14th Fl. |
New York, NY 10016 |
275 Madison Ave., 34th Fl. |
New York, NY 10022 |
Tel.: (212) 682-1818 |
New York, NY 10016 |
Tel: (212) 687-1980 |
www.frankandbianco.com |
Tel.: (212) 686-1060 |
www.kaplanfox.com |
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www.rosenlegal.com |
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Dated: March 18, 2014 |
By
Order of the Clerk of the Court |
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United States District Court |
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for the Southern District of New York |
Additional information and documents about the class action and
the proposed settlement are available through Kaplan Fox's website
at http://www.kaplanfox.com/stillwater.
CONTACT: Laurence M. Rosen, Esq.
Phillip Kim, Esq.
Jonathan Horne, Esq.
Kevin Chan, Esq.
The Rosen Law Firm, P.A.
275 Madison Ave., 34th Fl.
New York, NY 10016
Tel.: (212) 686-1060
www.rosenlegal.com
Frederic S. Fox, Esq.
Donnie Hall, Esq.
Melinda Campbell, Esq.
Kaplan Fox & Kilsheimer LLP
850 3rd Ave., 14th Fl.
New York, NY 10022
Tel: (212) 687-1980
www.kaplanfox.com
Marvin L. Frank, Esq.
Bridget v. Hamill, Esq.
Frank & Bianco LLP
275 Madison Ave., Ste. 801
New York, NY 10016
Tel.: (212) 682-1818
www.frankandbianco.com
Grafico Azioni Gerova Financial (CE) (USOTC:GVFG)
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