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Welcome to the
Oneida ERISA Settlement
website. This website is designed to
provide information about the Class Action Settlement Agreement
(“Settlement Agreement”) that has been
approved in Lilly v.
Oneida Ltd. Employee Benefits
Administrative Committee, No. 07-0340 (N.D.N.Y.). While
the
district court in the Action has approved the Notice of
Proposed Class
Action Settlement and Fairness Hearing (“Notice”)
and ordered that certain documents filed with the court be posted on
this website, the content of this website is the responsibility of
Named Plaintiffs’ Counsel, and has not been approved by the
Court.
On
October 4, 2010, the Honorable Neal P. McCurn granted final approval
of the Class Action Settlement Agreement (“Settlement Agreement”).
If you have questions regarding the distribution of the
Settlement funds to Class members, please contact Fidelity at
800.835.5097.
Background
Beginning on March 29, 2007, Plaintiff Milton Lilly
filed the first
complaint in this Action. Thereafter, on May 15, 2007,
Plaintiffs filed an amended complaint, and on July 11, 2007, the
operative Complaint was filed. The Complaint, filed on behalf
of Plaintiffs and participants in or beneficiaries of the Oneida Ltd.
Employee Stock Ownership Plan (“Plan”), alleges
that fiduciaries of the Plan violated their fiduciary and co-fiduciary
duties under Employee Retirement Income Security Act of 1974, as
amended (“ERISA”) by: (1) failing to prudently and
loyally manage the Plan and the Plan’s assets; and (2)
failing to properly monitor the performance of their fiduciary
appointees, and remove and replace those whose performance was
inadequate. Specifically, Plaintiffs allege that Defendants
knew or should have known that the Plan’s investment in
Company stock was not a prudent retirement investment during the Class
Period defined below and that Defendants acted imprudently
by not preventing further investment in Oneida stock and not
liquidating the Plan’s existing holdings.
On September 7, 2007, Defendants moved to dismiss the
Complaint,
seeking dismissal of all claims against all Defendants on standing
grounds. After the motion was fully briefed, on May 8, 2008,
the Court issued a decision allowing the claims to proceed.
The Class
On October 4, 2010, the Court issued the Order and Final
Judgment in which the following Settlement Class was certified:
All Persons, and their
Successors-In-Interest, except as expressly
excluded herein, who were participants in or beneficiaries of the Plan
at any time between May 28, 2003 and March 20, 2006 (the
“Class Period”) and whose Plan account included
investments in Oneida stock during the Class Period. The
“Settlement Class” shall not include any of the
Defendants, or any of the Defendants’ Immediate Family,
beneficiaries, alternate payees, Representatives or
Successors-In-Interest, except for Immediate Family, beneficiaries,
alternate payees, Representatives or Successors-In-Interest who
themselves were participants in the Plan, who shall be considered
members of the Settlement Class with respect to their own Plan accounts.
The
Settlement
At the Fairness Hearing held on October 4, 2010, the Court
approved the Settlement and the Plan of Allocation. The Court also
approved Named Plaintiffs’ Counsel’s application for attorneys’ fees
and expenses filed and case contribution awards for Named Plaintiffs.
The Court has not decided in favor of Named Plaintiffs or
Defendants. Instead, Named Plaintiffs and Defendants have
agreed to a settlement to resolve the Action. In reaching the
Settlement, they have avoided the cost and time of a trial. As with any
litigation, the Named Plaintiffs would face an uncertain
outcome if this case proceeded, including the risk of dismissal upon
future motions as well as the risk of not prevailing at trial.
Pursuant to the Class Action Settlement Agreement a
Settlement Fund has
been established consisting of a deposit of $1,850,000.00 in cash, plus
interest earned thereon.
The Net Proceeds from the Settlement Fund (after payment
of, and
establishment of reserves for, certain amounts as described in the
Settlement Agreement, including expenses associated with Notice,
attorneys’ fees and expenses, case contribution awards, taxes
and other expenses as approved by the Court) will be allocated among
and paid to Settlement Class members according to the Plan of Allocation
that has been approved by the Court. Disbursement of the Settlement
Fund to the Settlement Class will occur once the Settlement has become
Final. The appeals deadline in this matter is November 3, 2010. If no
appeal is filed, the Settlement will become Final.
Settlement
FAQ:
Q: How do I know whether I am
part of the Settlement?
The Court has certified the Action for purposes of the
proposed Settlement as a class action. The Settlement Class
is defined as: All Persons, and their Successors-In-Interest,
except as expressly excluded herein, who were participants in or
beneficiaries of the Plan at any time between May 28, 2003 and March
20, 2006 (the “Class Period”) and whose Plan
account included investments in Oneida common stock during the Class
Period. The Settlement Class shall not include the
Defendants, or any of the Defendants’ Immediate Family,
beneficiaries, alternate payees, Representatives or
Successors-In-Interest, except for Immediate Family, beneficiaries,
alternate payees, Representatives or Successors-In-Interest who
themselves were participants in the Plan, who shall be considered
members of the Settlement Class with respect to their own Plan accounts.
If you are a member of the Settlement Class, your share
of the Net
Proceeds, if any, will be determined by the Court-approved
Plan of Allocation.
Q: How much will my payment
be?
The Court-approved Plan of Allocation provides that each Settlement
Class member’s share of the Net Proceeds will be calculated
as follows:
The Net Proceeds shall be distributed among Settlement
Class members in
proportion to their net losses. Each Settlement Class
member’s “Net Loss” will be, for each
Settlement Class member, the greater of (a) zero or (b) the result
obtained by (i) taking the dollar amount of Oneida stock in the
Settlement Class member’s Plan account at the beginning of
the Class Period, (ii) adding the dollar amount of Oneida stock added
to the Settlement Class member’s Plan account during the
Class Period (including the value of Oneida stock received as a
dividend), and (iii) subtracting the dollar amount credited to the
Settlement Class member’s Plan account balance resulting from
dispositions from the Oneida Common Stock Fund during the Class Period.
The Net Losses of the Settlement Class members will be
aggregated. Each Settlement Class member will be assigned a
Net Loss percentage, showing the percentage of the Settlement Class
member’s Net Loss in relation to all Settlement Class
members’ Net Losses. Each Settlement Class
member’s share of the Net Proceeds will be equal to the Net
Proceeds multiplied by the member’s Net Loss
percentage. If data is not available for the beginning date
of the Class Period, then data from the nearest available date will be
used.
A.B. Data, Ltd., will perform all calculations for you
and determine
both whether you are entitled to a share of the Net Proceeds and your
share amount. A.B. Data, Ltd., will have access to all
available records, so you do not need to be concerned if you no longer
have your Plan account statements.
Q. When would I get my
payment?
Payment is conditioned on the
Court’s approval of the Settlement becoming
Final and no longer subject to any appeals. The appeals deadline in this
matter is November 3, 2010. Upon satisfaction
of various conditions, the Net Proceeds will be allocated to Settlement
Class members in the manner provided in the Plan of Allocation as soon
as possible after Final approval has been obtained for the Settlement,
including the exhaustion of any appeals. Any appeal of the
Final Order could take several years. Any accrued interest on
the Settlement Fund will be included in the amount allocated and paid
to the Settlement Class members. The Settlement Agreement may
be terminated on several grounds, including if the Court does not
approve or otherwise modifies the terms of the Settlement. If
the Settlement Agreement is terminated, the Settlement will also be
terminated, and the Action will proceed as if the Settlement had not
been reached.
If you have any questions about the distribution of the
Settlement funds to Class members please send an email to
info@kellerrohrback.com or call Fidelity at 800.835.5097.
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