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Wal-Mart Stores, Inc. ERISA Litigation
A Settlement has been preliminarily approved by a federal
court in Missouri in a class action lawsuit against Wal-Mart Stores, Inc. and
certain of its current and former directors and officers ("Wal-Mart") and
Merrill Lynch, Pierce, Fenner & Smith Inc., Merrill Lynch Trust Company of
America, and Merrill Lynch & Co. Inc. ("Merrill Lynch") (collectively, "Defendants"), alleging breaches of fiduciary duties under the Employee
Retirement Income Security Act of 1974 ("ERISA"), in connection with the Plan.
In particular, this lawsuit alleges that certain fees and expenses
charged to the Plan and to certain individual Plan participant accounts by
mutual fund companies and collected by Merrill Lynch were excessive in light of
the size of the Plan and that these excessive fees were charged without properly
disclosing them to Wal-Mart, the Plan, or Plan participants.
Defendants deny any liability in the Action.
Both sides agreed to the Settlement to avoid the cost and risk of further
litigation and/or to provide a recovery to the members of the Settlement Class.
A Notice of Pendency of Class Action and Proposed
Settlement ("Class Notice") containing summary information about the Settlement
is available in the "Document Links" section of this website and has also been
published on www.Walmartbenefits.com, www.mywalmart.com, and the portion of
www.benefits.ml.com exclusively available to participants in the Plan.
The terms and conditions of the Settlement are fully set forth in the
Settlement Agreement dated December 2, 2011, a copy of which is also available
in the "Document Links" section of this website.
Capitalized and italicized terms used in the Class Notice and on this
website but not defined in the Class Notice or on this website have the meanings
assigned to them in the Settlement Agreement.
As described below, in accordance with the Plan of
Allocation to be approved by the Court, the Settlement will provide for payment
directly to the Plan to be used by the Plan to pay certain Plan expenses and
administration fees, which will reduce the amount of fees that otherwise would
be charged to individual Plan accounts in the future.
In addition, for a two-year period, the Settlement provides for the
Retirement Plans Committee's continued offering of low-cost investment options,
as well as new information about fees and improvements to participant education
about saving for retirement.
First, the proposed Settlement provides for a
payment of $13.5 million, paid by Merrill Lynch and by Wal-Mart and/or its
insurer, to settle all claims against Defendants.
The Settlement proceeds, minus Court-approved fees and expenses described
in the Settlement Agreement and Notice (which include attorneys' fees and
litigation expenses, a case contribution award to the Named Plaintiff who
brought the lawsuit, and taxes and other costs related to the Settlement) will
be paid directly to the Plan to be used by the Plan to pay Plan expenses and
administration fees, which will reduce fees that otherwise would be charged to
individual Plan accounts in the future, according to the Court-approved Plan of
Allocation.
Second, the Settlement provides for the Retirement Plans
Committee's continued offering of low-cost investment options, as well as new
information about fees and improvements to participant education about saving
for retirement.
If you qualify and the Settlement is approved, you will be
entitled to benefit from the payment of Plan expenses and administration fees
through the Plan of Allocation, as well as certain Non-Monetary Considerations
described in the Settlement Agreement.
Information concerning how this will affect your Plan account is not
available because that amount will be based on (a) the amount of Plan expenses
or administration fees following the Effective Date of Settlement; (b) whether
you have an individual Plan account at the time that Plan expenses or
administration fees would otherwise be charged to individual Plan accounts but
which will be paid by the Net Proceeds of the Settlement Fund; and (c) the Plan
of Allocation. You do not need to
submit a claim or take any other action.
Fees previously charged to your Plan account are not eligible for
reduction under the Settlement.
You do not have the right to exclude yourself from the
Settlement in this case, but you do have the right to object in writing to the
Court, no later than February 17, 2012.
The procedure for objecting is described in detail in Section 14 of the
Class Notice. You will be bound by
any judgments or orders that are entered in this Action, and if the Settlement
is approved, you will be deemed to have released all Defendants from all claims
that were or could have been asserted in this case, other than your right to
obtain the relief provided to you, if any, by the Settlement.
The Court has scheduled a hearing on the Final approval of
the Settlement and for approval of the Class Plaintiff's petition for attorneys'
fees and expenses and compensation to the Class Plaintiff for Wednesday,
March 7, 2012, at 9:00 a.m., before United States District Court Judge Gary
A. Fenner. The hearing will be held
at the Charles Evans Whittaker Courthouse, 400 East 9th Street, Courtroom 8A, Kansas City,
Missouri
64106.
For additional information about the proposed settlement, your legal rights, and
all the deadlines concerning it, please review the Class Notice, Settlement
Agreement, Order Preliminarily Approving Settlement and other documents
available under the "Document Links" section of this website.
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