Chimicles & Tikellis LLP, Grant & Eisenhofer P.A., and Bernstein Litowitz Berger & Grossmann LLP Announce a Proposed Settlement for Record Holders and Beneficial Owners of Starz Series A Common Stock
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Chimicles & Tikellis LLP, Grant & Eisenhofer P.A., Bernstein Litowitz Berger & Grossmann LLPOct 29, 2018, 09:45 ET
NEW YORK, Oct. 29, 2018 /PRNewswire/ --
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
In re: STARZ STOCKHOLDER LITIGATION
|
Consolidated C.A. No. 12584-VCG |
SUMMARY NOTICE OF PENDENCY AND PROPOSED SETTLEMENT OF
STOCKHOLDER CLASS ACTION, SETTLEMENT HEARING, AND
RIGHT TO APPEAR
TO: |
All record holders and beneficial owners of Starz Series A common stock as of December 8, 2016 (the date of the consummation of the acquisition of Starz by Lions Gate Entertainment Corporation), together with their successors and assigns (the "Class"). |
PLEASE READ THIS NOTICE CAREFULLY. YOUR RIGHTS WILL BE AFFECTED BY A CLASS ACTION LAWSUIT PENDING IN THIS COURT.
YOU ARE HEREBY NOTIFIED, pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1) and 23(b)(2) and an Order of the Delaware Court of Chancery (the "Court"), that the above-captioned consolidated stockholder class action (the "Action") has been certified as a non-opt-out class action on behalf of the Class, except for certain persons and entities who are excluded from the Class by definition as set forth in the Stipulation and Agreement of Settlement, Compromise and Release dated October 8, 2018 (the "Stipulation") and the full printed Notice of Pendency and Proposed Settlement of Stockholder Class Action, Settlement Hearing, and Right to Appear (the "Notice").
YOU ARE ALSO HEREBY NOTIFIED that Plaintiffs in the Action, on behalf of themselves and the other members of the Class, have reached a proposed settlement of the Action for $92,500,000 in cash (the "Settlement") on the terms and conditions set forth in the Stipulation. If the Settlement is approved by the Court, it will resolve all claims in the Action.
A Settlement Hearing will be held on December 10, 2018 at 10:00 a.m., at the Court of Chancery of the State of Delaware, Sussex County Courthouse, 34 The Circle, Georgetown, Delaware 19947, to determine, among other things, (i) whether the proposed Settlement on the terms and conditions provided for in the Stipulation is fair, reasonable, and adequate to the Class, and should be approved by the Court; (ii) whether the Action should be dismissed with prejudice and the Releases specified and described in the Stipulation (and in the Notice) should be granted; and (iii) whether Co-Lead Counsel's application for an award of attorneys' fees and reimbursement of litigation expenses should be approved.
IF YOU ARE A MEMBER OF THE CLASS, YOUR RIGHTS WILL BE AFFECTED BY THE PENDING ACTION AND THE SETTLEMENT. If you have not yet received the Notice, you may obtain copies of the Notice by contacting the Settlement Administrator at: Starz Stockholder Litigation, c/o A.B. Data, P.O. Box 170500, Milwaukee, WI 53217-8091, 1-800-431-9392, [email protected]. Copies of the Notice can also be downloaded from the website maintained by the Settlement Administrator, www.StarzStockholderLitigation.com.
If the Settlement is approved by the Court and the Effective Date occurs, the Net Settlement Fund will be distributed on a pro rata basis to "Eligible Class Members." The "Eligible Class Members" consist of Class Members who held shares of Starz Series A stock at the Merger's Closing and therefore received or were entitled to receive the Merger Consideration for their Eligible Shares, including all Class Members that properly perfected a claim for appraisal under Section 262 of their Starz Series A stock, but excluding all Excluded Stockholders (as defined in the Stipulation). Pursuant to the terms of the Stipulation, each Eligible Class Member will be eligible to receive a pro rata payment from the Net Settlement Fund equal to the product of (i) the number of Eligible Shares held by the Eligible Class Member and (ii) the "Per-Share Recovery" for the Settlement, which will be determined by dividing the total amount of the Net Settlement Fund by the total number of Eligible Shares. As explained in further detail in the Notice, pursuant to the Stipulation, payments from the Net Settlement Fund to Eligible Class Members will be made in the same manner in which Eligible Class Members received the Merger Consideration. Eligible Class Members do not have to submit a claim form or take any other action in order to receive payment from the Settlement.
Any objections to the proposed Settlement and/or Co-Lead Counsel's application for an award of attorneys' fees and reimbursement of Litigation Expenses, must be filed with the Register in Chancery and delivered to Representative Co-Lead Counsel and Representative Defendants' Counsel such that they are received no later than November 30, 2018, in accordance with the instructions set forth in the Notice.
All questions about this Notice and the proposed Settlement should be directed to the Settlement Administrator or Co-Lead Counsel for the Class.
Requests for the Notice should be made to the Settlement Administrator:
Starz Stockholder Litigation
c/o A.B. Data
P.O. Box 170500
Milwaukee, WI 53217-8091
1-800-431-9392
[email protected]
www.StarzStockholderLitigation.com
Inquiries, other than requests for the Notice, should be made to the following Co-Lead Counsel for the Class:
Tiffany J. Cramer, Esq. |
John C. Kairis, Esq. |
Alla Zayenchik, Esq. |
Chimicles & Tikellis LLP |
Grant & Eisenhofer P.A. |
Bernstein Litowitz Berger & |
222 Delaware Ave. |
123 Justison Street |
Grossmann LLP |
Suite 1100 |
Wilmington, DE 19801 |
1251 Avenue of the Americas |
Wilmington, DE 19801 |
1-302-622-7000 |
New York, NY 10020 |
1-866-399-2487 |
1-800-380-8496 |
DO NOT CALL OR WRITE THE COURT OR THE OFFICE OF
THE REGISTER IN CHANCERY REGARDING THIS NOTICE.
Dated: October 29, 2018 |
BY ORDER OF THE COURT OF |
CHANCERY OF THE STATE OF |
|
DELAWARE |
SOURCE Chimicles & Tikellis LLP, Grant & Eisenhofer P.A., Bernstein Litowitz Berger & Grossmann LLP
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