In Re Sirena Apparel Group Securities Litigation 99-CV-5973-Judgment by zll14065

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  1    MILBERG WEISS BE RSHAD
                                ORIGINAL
         HYNES & LERACH LLP
  2                                                           2    t{~iid       12
       WILLIAM S . LERACH (68581)                                                    ~ II              4 ~Wj
       KEITH F . PARK (54275 )
  3    600 West Broadway, Suite 1800                                                   -:T COU R
       San Diego, CA 92101
3 '4   Telephone : 619/231-1058
       619/231-7423 (fax)                       C~.€F        STRICT COU R
' 5
       Lead Counsel for Plaintiffs
  6

  7                                         CENTRAL ISTRIGl ur
                                            BY


                                TED STATES ISTR ~' COURT                                               32001
  9
                         CENTRAL DISTRICT OF CALIFORNI                                                  OF
10
                                    WESTERN DIVISION
11

12     In re THE SIRENA APPAREL GROUP,           Master File No .
       INC . SECURITIES LITIGATION                 CV-99-05973-R(MANx
13
                                                                    N                       )CLASTIO
14     This Document Relates To :
            ALL ACTIONS                         [ FINAL JUDGMENT AND
15                                              ORDER OF DISMISSAL WITH
                                                PREJUDIC E
16
                                                DATE : January 22, 2001
17                                              TIME : 10 :00 a .m .
                                                COURTROOM : The Honorabl e
1$                                                                    Manuel L . Rea l

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                                J AN 2 3 2001                      ~V
                This matter came before the Court for hearing pursuant to the

  2    Order of this Court, dated November 20, 2000, on the application of

  3    the parties for approval of the settlement set forth in the

J- 4   Stipulation of Settlement dated as of August 9, 2000 (the

'5     "Stipulation") . Due and adequate notice having been given of the

  6    settlement as required in said order, and the Court having

  7    considered all papers filed and proceedings had herein and

  8    otherwise being fully informed in the premises and good cause

  9    appearing therefore, IT IS HEREBY ORDERED, ADJUDGED AND DECREED

10     that :

11              1 . This Judgment incorporates by reference the definitions

12     in the Stipulation, and all terms used herein shall have the same

13     meanings as set forth in the Stipulation .

14              2 . This Court has jurisdiction over the subject matter of

15     the Litigation and over all parties to the Litigation, including

16     all members of the Settlement Class .

17              3.   Pursuant to Rule 23 of the Federal Rules of Civil

18     Procedure, this Court certifies a Class of all Persons wh o

19     purchased Sirena common stock during the period beginning November

20     12, 1998 through June 7, 1999, inclusive . Excluded from the Class

21     are Sirena, Defendants, members of the immediate families of the

22     Defendants, any entity in which any Defendant or Sirena has or had

23     a controlling interest, directors and officers of Sirena, and th e

24     legal representatives, heirs, successors, or assigns of any such

25     excluded Person or entity .

26              4 . with respect to the Class, this Court finds and concludes

27     that : (a) the Members of the Class are so numerous that joinder o f

28     all Class Members in the class action is impracticable ; (b )    there l


                                         - 1 -
                                   .   le,
                     S                            •
       I are questions of law and fact common to the Class which predominat e

  2     over any individual questions ; (c) the claims of the Representative

  3     Plaintiffs are typical of the claims of the Class ;          (d)   th e

  4 I Representative Plaintiffs and their counsel have fairly an d

"5     I adequately represented and protected the interests of the Clas s

  6     Members ; and (e) a class action is superior to other available

  A li methods for the fair and efficient adjudication of the controversy,

  8     considering : (i) the interests of the Members of the Class in

  9     individually controlling the prosecution of the separate actions ,

10      (ii) the extent and nature o f       any litigation concerning the

]. 1    controversy already commenced by Members of the Class, (iii) th e

12      desirability or undesirability of continuing the litigation of

13      these claims in this particular forum, and (iv) the difficultie s

14      likely to be encountered in the management of the class action .

15           5 . Except as to any individual claim of those Person s

16      (identified in Exhibit 1 hereto) who have validly and timel y

17     requested exclusion from the Class, the class action and all claim s

18     contained therein, as well as all of the Released Claims are

19     dismissed with prejudice as to the Representative Plaintiffs an d

20     the other members of the Settlement Class, and as against th e

21     Released Persons . The parties are to bear their own costs, excep t

22     as otherwise provided in the Stipulation .

23           6 . Pursuant to Rule 23 of the Federal Rules of Civi l

24     Procedure, this Court hereby approves the settlement set forth i n

25     the Stipulation and finds that said settlement is, in all respects ,

26     fair, reasonable and adequate to the Representative Plaintiffs, the

27     Settlement Class and each of the Settlement Class Members, in light

28     of the complexity, expense and possible duration of furthe r


                                       - 2 -
  1     litigation, the discovery and investigation conducted, and the risk

  2     and difficulty of establishing liability, causation and damages .

  3     This Court further finds the settlement set forth in th e

a4      Stipulation is the result of arm's-length negotiations between

        experienced counsel representing the interests of the

  6     Representative Plaintiffs, the Settlement Class Members, the

  7     Defendants, and Sirena . Accordingly, the settlement embodied in

  8     the Stipulation is hereby approved and shall be consummated in

  9     accordance with the terms and provisions of the Stipulation .

10            7 . Upon the Effective Date hereof, the Representative

11      Plaintiffs and each of the Settlement Class members shall be deemed

12      to have, and by operation of the Judgment shall have, fully,

13      finally, and forever released, relinquished and discharged all

14      Released Claims against the Released Persons, whether or not such

15      Settlement Class Member executes and delivers a Proof of Claim an d

16     (Release .

17            8 . All Settlement Class Members are hereby forever barred

18      and enjoined from prosecuting the Released Claims against th e

19      Released Persons .

20            9 . Upon the Effective Date hereto, each of the Released

21 .    Persons shall be deemed to have, and by operation of this Judgment

22      shall have, fully, finally, and forever released, re l inquished and s

23      discharged each and all of the Settlement Class Members and counsel

24      t o the Representative Plaintiffs from all claims (including Unknown

25      Claims ) , arising out of,   relating to,     or in connection with the

26      inst i tut i on, prosecution, assertion, settlement or resolution of

27      the Lit i gat ion or the Released Cla ims .

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                                          - 3   -
 1        10 . The Notice of Pendency and Proposed Settlement of Clas s

 2   Action given to the Class was the best notice practicable under the

 3   circumstances, including the individual notice to all Members of

 4   the Class who could be identified through reasonable effort . Said

 5   Notice provided the best notice practicable under the circumstance s

 6   of those proceedings and of the matters set forth therein,

 7   including the proposed settlement set forth in the Stipulation, to

 8   all Persons entitled to such notice, and said Notice fully

 9   satisfied the requirements of Federal Rule of Civil Procedure 23

10   and the requirements of due process .

11        11 . Any plan of allocation submitted by Plaintiffs'

12   Settlement Counsel or any order entered regarding the attorneys'

13   fees application shall in no way disturb or affect this Final

14   Judgment and shall be considered separate from this Final Judgment .

15        12 . Neither the Stipulation nor the settlement contained

16   therein, nor any act performed or document executed pursuant to or

17   in furtherance of the Stipulation or the settlement : (i) is or may

18   be deemed to be or may be used as an admission of, or evidence of ,

19   the validity of any Released Claim, or of any wrongdoing or

20   liability of the Defendants, or (ii) is or may deemed to be or may

21   be used as an admission of, or evidence of, any fault or omission

22   of any of the Defendants in any civil, criminal or administrative

23   proceeding in any court, administrative agency or other tribunal .

24   Defendants may file the Stipulation and/or the Judgment from this

25   action in any other action that may be brought against them inl

26   order to support a defense or counterclaim based on principles of

27   res juda.cata, collateral estoppel, release, good faith settlement ,

28



                                    -- 4 -
                                  !                     ~~         •
 1   judgment bar or reduction or any theory of claim preclusion or

 2   issue preclusion or similar defense or counterclaim .

 3               13 . Without affecting the finality of this Judgment in any

 4   way, this Court hereby retains continuing jurisdiction over

 5    (a) implementation of this settlement and any award or distribution

 6   of the Settlement Fund, including interest earned thereon ;

 7    (b) disposition of the Settlement Fund ; (c) hearing and determining

 8   applications for attorneys' fees, interest and expenses in the

 9   Litigation ; and (d) all parties hereto for the purpose of

10   construing, enforcing and administering the Stipulation .

11               14 . The Court finds that during the course of the Litigation,

12   the Settling Parties and their respective counsel at all times

13   complied with the requirements of Federal Rule of Civil Procedur e

14   11 .

15              15 . In the event that the settlement does not becom e

16 I effective in accordance with the terms of the Stipulation or in the I

17   event that the Settlement Fund, or any portion thereof, is returned

18   to the Defendants, then this Judgment shall be rendered null an d

19   void to the extent provided by and in accordance with the

20   Stipulation and shall be vacated and, in such event, all orders

21   entered and releases delivered in connection herewith shall be nul l

22   and void to the extent provided by and in accordance with the

23   Stipulation .

24              IT IS SO ORDERED .

25

26   DATED :              •         ZZ              '

27                                                       UNITED STATES DISTRICT JUDGE

28   N : \CASES\sir e na . set\DLM 8 2293 . e - b




                                                         - 5 -
         •                             •




AS OF JANUARY 11, 2001, NO REQUESTS FOR EXCLUSION
              HAVE BEEN RECEIVED




                     Exhibit l



                   qow     .   op
  1 '                           DECLARATION OF SERVICE BY MAIL

  2           I,    the undersigned, declare :

  3           1 .     That declarant is and was, at all times herein mentioned,

  4     a c i tizen of the United S t at es and a resident of the County of San k

  5     Diego, over the age of 18 y e a r s, and not a party to or interest in

  6     the with i n action ; that declarant's business address i s    600 West

  7     Broadway, Suite 1800, San Diego, California 92101 .

  8           2 . That on January 11, 2001, declarant served the [PROPOSED]

  9     FINAL JUDGMENT AND ORDER OF DISMISSAL WITH PREJUDICE by deposit i ng

10      a true copy thereof in a United States mailbox at San Diego,

11      California in a sealed envelope with postage thereon fully prepaid

12      and addressed to the parties listed on the attached Service List .

13            3 . That there is a regular communication by ma i l between the

14      place of mailing and the places so addressed .

15            I declare unde r penalty of per j ury that the foregoing is true

16      and correct . Executed this 11th day of January, 2001, at San

17      Diego, Cal i fornia .

18

19                                               /-7-
                                                 Bonnie M . Gorma n
20

21 .

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SIRENA APPAREL (BANKRUPTCY)
Service List - 12/29/00
Page   1


COUNSEL FOR PLAINTIFF(S )

Kevin J . Yourman                             Kevin M . Prongay
Vahn Alexander                                Jon W . Borderud
WEISS & YOURMAN                               PRONGAY & BORDERUD
10940 Wilshire Blvd ., 24th Floor             12121 Wilshire Blvd ., Suite 400
Los Angeles, CA 90024                         Los Angeles, CA 90025
  310/208-280 0                                 310/207-284 8
  310/209-2348 (fax )                           3 1 0/207-2748 (fax )

Jeff S . Westerman                            Steven J . Tol l
Karen T . Rogers                          COHEN , MILSTEIN, HAUSFELD &
MILBERG WEISS BERSHA D HYNES        &   TOLL, P .L .L .C .
  LERACH LL P                              999 Third Avenue, Suite 360 0
355 South Grand Avenue                    Seattle, WA 9810 4
Suite 417 0                                  206/521- 00 8 0
Los Angeles, CA 90071                           206/521- 0 I65 (fax )
  213/617-9007
  213/6 17-9185 (fax)

Richard D . Kranich                           Leo W . Desmond
LAW OFFICES OF RICHARD D .                    LAW OFFICES OF LEO W . DESMOND
  KRANICH                                     2161 Palm Beach Lake Blvd .
531 Main Street, Suite 407                    Suite 20 4
New York, NY 10044-0107                       West Palm Beach FL 3340 9
  212/608-8965                                  561/712-8000
  212/ 6 08-0686 (fax)                          561/712-8002 {fax }

Paul J . Gelle r                              Stephen R . Balser
CAULEY, GELLER, BOWMAN &                      Matthew P . Montgomery
  COATES, LL P                                BARRACK, RODOS & BACINE
One Boca Place, Suite 421A                    402 West Broadway, Suite 850
2255 Glades Road                              San Diego, CA    9210 1
Boca Raton, FL 33431                            619/230-0$ 0 0
  561/750-3000                                  619/230-1874 (fax )
  561/75 0 -3364 (fax )

William S . Lerach                            Joseph H . Weiss
Kathleen A . Herkenhoff                       WEISS & YOURMAN
MILBERG WEISS BERSHAD HYNES &                 551 Fifth Avenue, Suite   1 600
  LERACH LL P                                 New York, NY 1 0 176
600 West Broadway, Suite 1800                   212/682-302 5
San Diego, CA    92101-5050                     212/682-3010 (tax )
  6 19/231-105 8
  619/231-7423 (fax)




                                         «W
                                         I

SIRENA APPAREL (BANKRUPTCY)
Service List - 12/29/ 0 0
Page   2


COUNSEL FOR PLAINTIFF(S )

Marvin L . Frank                                Howard D . Finkelstein
RABTN & PECKEL, LLP                             Jeffrey R . Krinsk
275 Madison Avenue                              FINKELSTEIN & KRINS K
New York, NY    1001 6                          50 1 West Broadway, Suite 1250
  212/682-1818                                  San Diego, CA 92101
  2 '12/682-1892 (fax )                            619/238-133 3
                                                  619/238 - 5425 (fax )

Robert C . Schubert
Juden Justice Reed
SCHUBERT & REED LLP
Two Embarcadero Cente r
Suite 105 0
San Francisco, CA 94111
  415/788-4220
  415/788-0161 (fax)




COUNSEL FOR DEFENDANT S

William F . Martson                             Elissa D . Miller
Zachary Wright                                  SULMEYER KUPETZ BAUMANN &
Steven M . Wilkey                                 ROTHMAN
TONKON TORP LLP                                 300 S . Grand Avenue, 14th Floor
1600 Pioneer Tower                              Los Angeles, CA 90071-3124
888 S .W . Fifth Avenue                           213/626-231 1
Portland, OR 97204-209 9                          213/529-452 0   (fax )
  503/802-2005
  503/972-3705 (fax )

Deborah A . Kla n                               George M . Belfield
MILLER & HOLGUIN*                               Jeff E . Scott
1801 Century Park Eas t                         GREENBERG TRAURIG, LLP*
7th Floo r                                      2450 Colorado Avenue, Suite 400E
Los Angeles, CA 90067-230 2                     Santa Monica, CA 90404
  310/556-199 0                                   310/586-770 0
  310/555- 1 892 (fax )                           310/586-7800 (fax)

Richard A . Gerhart                        Bruce H . Roswic k
PRO PER *                                  LAW OFFICE OF BRUC E H . ROSWICK*
14851 Jeffrey Road,       #199   40   East 88th Stree t
Irvine, CA 92618                           New York, NY 1012 8
                                             212/644-656 5
                                             212/644-6577 (fax )




                                       ... 9-
                                                                     •.




SIRENA APPAREL (BANKRUPTCY)
Service List - 12/29/00
Page   3


COUNSEL FOR DEFENDANT S

Leslie A . Cohe n                         Robert E . Gooding, Jr .
LINER YANKELEVITZ SUNSHINE                HOWREY SIMON ARNOLD & WHITE,
  WEINHART & REGENSTREIF LLP ~              LLP *
313 0 Wilshire Blvd ., 2nd Floor          2020 Main Street, Suite 1000
Santa Monica, CA 9040 3                   Irvine, CA 92614--820 0
    310/453-5900                            949/721-690 0
    310/453-5901    (fax )                    949/721-6910 (fax )




COURTESY COPIE S

David A . Gil l                           Legal Department
DAMNING, GILL, DIAMOND &                  U .S . TRUSTE E
  KOLLITZ, LLP                            221 N . Figeroa Street, Suite 800
2029 Century Park East                    Los Angeles, CA 9001 2
3rd Floor
Los Angeles, CA 90067-2904
  310/277-0077
  31 0 /277-5735 (fax )

*   Via Federal Express




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