Novatel Wireless Inc.

Novatel Wireless Inc.

Novatel Wireless Inc. Securities Settlement

The lawsuit was settled for $16 million which includes $6 million in cash, $5 million in NWI common stock, and a $5 million Note, and will include interest that accrues on the fund and may reflect any fluctuations in the price of the common stock prior to distribution. The following is a summary of the proceedings in this lawsuit: ‘Lead Plaintiffs brought this class action against Defendants for violations of the federal securities laws, including §§10(b) and 20(a) of the Securities Exchange Act of 1934 (the Exchange Act). In their amended complaint, filed on January 9, 2009, Lead Plaintiffs alleged that Defendants made materially false and misleading statements about NWI financial condition and business prospects and sold stock based on material non-public information. Lead Plaintiffs alleged that when the market learned the truth about NWI financial condition, NWI stock dropped in value and caused damage to all persons that purchased NWI common stock between February 27, 2007 and September 15, 2008. The amended complaint was subject to intense scrutiny. Over the ensuing five months, the Court considered two separate motions to dismiss one under the standards existing when Lead Plaintiffs filed the amended complaint and the other under the standards handed down by the United States Supreme Court in Ashcroft v. Iqbal, 556 U.S. 662 (2009). Defendants filed their first motion to dismiss on February 9, 2009, Lead Plaintiffs opposed on March 11, 2009, and Defendants replied on March 23, 2009. After the Court denied Defendants first motion to dismiss, Defendants moved for reconsideration, which the Court granted over Lead Plaintiffs objection. Defendants then renewed their motion to dismiss on June 26, 2009, Lead Plaintiffs opposed on July 10, 2009, and Defendants replied on July 17, 2009. The Court denied Defendants renewed motion to dismiss on July 28, 2009. Discovery started shortly thereafter and continued for 15 months. And like the remainder of the litigation, discovery was hotly contested. The parties filed multiple motions to compel with Judge Brooks and appealed many of his decisions to Judge Huff for review. Those efforts ultimately culminated in Defendants producing (and Lead Plaintiffs reviewing) millions of pages of documents with Lead Plaintiffs using the results of that review to take dozens of depositions throughout the country. At the same time, Defendants conducted discovery in connection with Lead Plaintiffs motion for class certification. Lead Plaintiffs filed their motion on January 11, 2010, Defendants opposed on March 15, 2010, and Lead Plaintiffs replied on April 9, 2010. That reply was followed by a sur-reply by Defendants on April 25, 2010, and a response to that sur-reply by Lead Plaintiffs on May 7, 2010. The Court certified the Class on May 12, 2010. Following expert discovery, on February 14-15, 2011, defendant Leparulo moved for Judgment on the Pleadings with respect to the insider trading claims against him, and all Defendants moved for Summary Judgment on all claims and to exclude three of Lead Plaintiffs experts under the standards annunciated in Daubert v. Merrell Dow Pharm., 509 U.S. 579 (1993). Lead Plaintiffs opposed those motions on March 4, 2011 and March 7, 2011, respectively, and Defendants replied on March 14, 2011. Judge Huff then transferred the case to this Court on March 15, 2011, before oral argument was heard and a decision was rendered on the outstanding motions. Lead Plaintiffs filed their own motions challenging Defendants experts under Daubert a few months later on July 15, 2011. Defendants opposed those motions on August 5, 2011, and Lead Plaintiffs replied on August 19, 2011. The Court issued its orders on the foregoing substantive motions periodically over the ensuing months. It granted in part the parties motions to exclude each other respective accounting experts on November 17, 2011, and it granted Leparulo Motion for Judgment on the Pleadings and granted in part Defendants Motion for Summary Judgment on November 23, 2011, dismissing Lead Plaintiffs channel-stuffing claims. In particular, the Court held that the alleged practice of pulling sales forward, accelerating sales, or incentivizing sales, which Lead Plaintiffs had alleged made NWI financial statements misleading, did not state a claim for securities fraud. The Court also found that Peter V. Leparulo had established that, on the face of the pleadings, no material fact remained to be resolved with respect to the insider trading claims asserted against him. And, throughout 2012 and 2013, it issued orders on the parties remaining motions to exclude their respective experts, dealing with multiple motions for reconsideration, renewed motions, and a request for interlocutory appeal under 28 U.S.C. §1292. The end result was that the Court excluded one of Defendants experts, and excluded certain parts of the opinions proffered by the parties other experts. The Court scheduled trial for January 6, 2014. While the parties had mediated multiple times with different mediators, the Court decisions on the dispositive motions and the risks and uncertainties of proceeding through trial, combined with NWI current level of available cash, compelled the parties to negotiate a resolution of the case amongst themselves. The parties executed a Memorandum of Understanding on December 6, 2013, requested that day to have the Court suspend the deadline for the parties to file their motions in limine, and moved to stay the proceedings on December 11, 2013.’

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