|
Visteon Corp. ERISA Litigation
Settlement
Update: Fairness Hearing
On March 9, 2007, the Court held a fairness
hearing, at which time United States District Judge Avern Cohn entered
an Order and Final Judgment approving the Settlement and Plan of
Allocation.
Settlement:
On November 12, 2006, United States District Judge
Avern Cohn granted preliminary approval of the proposed settlement in
the In re Visteon Corp., ERISA Litigation, a class
action case in which plaintiffs allege that the fiduciaries responsible
for the Visteon Investment Plan and the Visteon 401(k) Savings Plan
(the “Plans”) made imprudent decisions leading to significant losses to
the Plans and thus to the Plans’ participants. Under the preliminarily
approved settlement, the defendants deny liability but agree to pay
$7.6 million in cash to the Plans. On March 9, 2007, the Court will
hold a fairness hearing, at which time it will determine whether to
give the settlement final approval. For details regarding the
Preliminary Settlement Approval Order and the legal rights and options
for class members in relation to the settlement, please refer to the
Case Documents.
The Court-approved
Class Notice was mailed to Class Members on December 29, 2006.
A Court-approved Summary Class
Notice was published in The Detroit Free Press
on January 8, 2007.
On February 27, 2007, Plaintiffs filed the
following documents with the Court:
Named
Plaintiffs’ Motion and Memorandum for Final Approval of ERISA Class
Action Settlement;
Named Plaintiffs’ Motion and Memorandum for Approval of Plan of
Allocation;
Class
Counsel’s Motion for Award of Attorneys’ Fees, Reimbursement of
Expenses, and Award of Compensation to Class Representatives;
and
Declaration of Lynn Sarko in Support of (1) Motion for Final Approval
of ERISA Class Action Settlement; (2) Class Counsel’s Motion for Award
of Attorneys’ Fees, Reimbursement of Expenses and Award of Compensation
to Class Representatives; and (3) Motion for Approval of Plan of
Allocation, with Exhibits.
On March 9, 2007, the Court held a fairness
hearing, at which time United States District Judge Avern Cohn entered
an Order and Final Judgment approving the settlement, the Plan of
Allocation and the award of attorneys’ fees and compensation to class
representatives.
Order and Final Judgment
Settlement FAQ:
Q: Are there any deadlines I need to be
aware of?
A: Yes. The deadline for class
members to comment on any aspect of the proposed settlement, including
the amount of money to be paid to the class, the amount of money to be
paid to the attorneys for the class as fees or reimbursed expenses, the
amount of money to be paid to the class representatives, or the
proposed plan of allocation, was February 19, 2007.
Any such comments should have been filed with the Clerk of Court and
sent to Counsel for Plaintiffs and Counsel for Defendants on or before
the due date, in the manner provided in the Class Notice. A Final
Fairness Hearing was held on March 9, 2007. Class
members were permitted to attend the hearing. The Class Notice provided
additional instructions and information concerning the Hearing.
Q: How do I know if I am part of the
settlement?
A: The proceeds of this
Settlement will be allocated only to Class Members, and then only
according to the Court-Approved Plan of Allocation. You are a Class
Member if you fall within the “Settlement Class” approved by United
States District Judge Avern Cohn:
All persons who were participants in or
beneficiaries of either the Visteon Investment Plan or the Visteon
401(k) Savings Plan at any time between July 1, 2000 and July 15, 2006
and whose Plan accounts included direct or indirect investments in
Visteon stock and/or the Visteon Stock Fund(s) provided. The Defendants
are excluded from the Class.
Q: How much will my payment be?
A: United States District Judge
Avern Cohn approved a detailed Plan of Allocation on March 9, 2007. The
Plan of Allocation, which is available on this website or may be
obtained by contacting Lead Counsel, describes the manner by which the
Settlement proceeds paid into the Plans (the “Net Proceeds”) will be
distributed to Class Members. In general terms, the Net Proceeds will
be allocated to Class Members on a pro rata basis such that the amount
received by each Class Member will depend on his or her calculated
loss, relative to the losses of other Class Members, related to Plan
investments in Company stock. Because the Net Proceeds are less than
the total losses alleged to be suffered in the Action, each Class
Member’s proportionate recovery will be less than his or her alleged
loss. If your proportionate recovery is de minimis
(less than $10), it may be forfeited to the Plans or distributed pro
rata to other Class Members. You are not
responsible for calculating the amount you may be entitled to receive
under the Settlement. This calculation will be done as part
of the implementation of the Settlement, and will be based on
reasonably available data from the Plans.
Q. When would I get my payment?
A: Payment is conditioned on
several matters, including the Court’s approval of the Settlement
becoming final and no longer subject to any appeal to any court. Upon
satisfaction of various conditions, the net Settlement Fund will be
paid to the Plans and allocated to the accounts of members of the
Settlement Class pursuant to the Plan of Allocation as soon as possible
after final approval has been obtained for the Settlement (which
includes exhaustion of any appeals). An appeal of the final approval
could take several years. Any accrued interest on the Settlement Fund
will be included in the amount paid to the Plans and allocated to the
Plan accounts of members of the Settlement Class. The Settlement
Agreement may be terminated on several grounds, including if the Court
does not approve or modifies the Settlement. Should the Settlement
Agreement be terminated, the Settlement will be terminated, and the
Action will proceed as if the Settlement had not been reached.
If you are a former
participant and have not provided the Plan with your current address,
please send an email to Visteon at Retplans@visteon.com
for forwarding to the Plans’ Record Keeper.
For general
inquiries on the settlement, please e-mail
visteon@kellerrohrback.com
Case Information:
The In Re Visteon Corp., ERISA Litigation
Complaint,
No. 05-71205, was filed in the United States District Court for the
Eastern District of Michigan on behalf of Plaintiffs and a class of
persons who were participants in or beneficiaries of the Visteon
Investment Plan and the Visteon 401(k) Savings Plan (formerly known as
the Visteon Investment Savings Plan for Hourly Employees)
(collectively, the “Plans”) during the proposed class period and whose
accounts in either of the Plans included investments in Visteon common
stock.
The Complaint alleges that during the class
period, the Defendants breached their fiduciary duties to Plaintiffs
and the class members by:
- failing to prudently and loyally manage the
Plans and Assets of the Plans;
- failing to provide complete and accurate
information to participants regarding Visteon stock sufficient to
advise participants of the true risks of investing their retirement
savings;
- failing to properly monitor the performance of
their fiduciary appointees, and remove and replace those whose
performance was inadequate;
- violating co-fiduciary duties; and
- knowingly participating in a breach of
fiduciary duty.
Please refer to the Consolidated Complaint or Contact Us
for more information.
|
