Attached files
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8-K - FORM 8-K - LEAP WIRELESS INTERNATIONAL INC | a56627e8vk.htm |
Exhibit 99.1
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF CALIFORNIA
CHARLES GRAHAM, Derivatively on
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CASE NO.: 08-cv-0246 MMA (NLS) | |
Behalf of Nominal Defendant LEAP |
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WIRELESS INTERNATIONAL, INC., |
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NOTICE OF SETTLEMENT OF | ||
Plaintiff,
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DERIVATIVE LITIGATION | |
vs. |
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S. DOUGLAS HUTCHESON, AMIN |
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KHALIFA, GRANT BURTON, DEAN M. |
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LUVISA, MICHAEL B. TARGOFF, JOHN D. |
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HARKEY, JR., ROBERT V. LaPENTA, MARK |
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H. RACHESKY, M.D., and JAMES D. |
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DONDERO, |
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Defendants, |
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- and - |
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LEAP WIRELESS INTERNATIONAL, INC., a |
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California corporation, |
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Nominal Defendant. |
TO: | ALL CURRENT HOLDERS OF LEAP WIRELESS INTERNATIONAL, INC. (LEAP OR THE COMPANY) COMMON STOCK. |
IF YOU ARE A CURRENT OWNER OF LEAP COMMON STOCK, YOUR RIGHTS MAY BE AFFECTED BY PROCEEDINGS IN
THE LITIGATION.
PLEASE TAKE NOTICE that the above-captioned stockholder derivative litigation (Federal
Action) pending in the United States District Court for the Southern District of California
(Federal Court), as well as the stockholder derivative litigation pending in the Superior Court
of the State of California, County of San Diego (State Court) entitled McBride v. Hutcheson et
al., Civil Action No. 37-2007-00081584-CU-MC-CTL (Cal. Sup. Ct. filed Nov. 13, 2007) (State
Action, together with the Federal Action, the Actions), are being settled on the terms set forth
in a Stipulation of Settlement dated May 14, 2010, (the Stipulation). This Notice is
qualified in its entirety by reference to the text of the Stipulation, which is available from
Plaintiffs Counsel listed below, at the Federal Court, and available on Leaps website at
http://investor.leapwireless.com. All capitalized terms herein have the same meanings as set forth
in the Stipulation.
PLEASE TAKE FURTHER NOTICE that on August 9, 2010 at 2:30 p.m., a hearing (the Settlement
Hearing) will be held before Judge Michael M. Anello of the United States District Court of the
Southern District of California, San Diego Division, at Edward J. Schwartz U.S. Courthouse, 940
Front Street, San Diego, CA 92101-8900, to determine: (1) whether the terms of the Settlement
should be finally approved as fair, reasonable and adequate; (2) whether the Actions should be
dismissed on the merits and with prejudice; (3) whether the payment of Plaintiffs Counsels
attorneys fees, costs, and expenses in the agreed-to amount of $395,000 should be approved; and
(4) such other matters as the Court may deem appropriate.
The Actions were brought derivatively on behalf of Leap against certain current and former
officers and directors of the Company for, among other claims, alleged breaches of fiduciary
duties. All of the Defendants deny each and every allegation in the Actions. On August 22, 2008,
the State Court stayed the State Action pending the resolution of the Federal Action. On September
29, 2009, by Amended Order, the Federal Court granted Leaps motion to dismiss the Federal Action
and denied as moot the Individual Defendants motion to dismiss the Federal Action. The Federal
Court provided the Federal Plaintiff with leave to amend.
Since that time, a settlement in principle of the Actions has been reached, subject to Federal
Court approval. The terms of the Settlement provide, in part, for releases of Released Claims
against the Released Parties, and for the adoption and implementation or continued implementation
or observance of certain operational and corporate governance measures designed to address the
allegations in the Actions.
Pursuant to the Settlement, the Company will use commercially reasonable efforts to work with
third party vendors to develop and phase-in a new integrated billing and provisioning system to
replace its current systems. The Company will also perform user acceptance testing on the new
system. The Company will also continue to maintain procedures by which customers may submit
complaints. Other corporate governance measures include, among other things, designation of a
compliance officer to review the processes and procedures implemented pursuant to the Settlement
who will report regularly to the Audit Committee regarding compliance with the processes and
procedures.
If you are a current stockholder of Leap common stock and you wish to object or to appear at
the Settlement Hearing to show cause regarding why the Settlement of Actions embodied in the
Stipulation should not be approved as fair, reasonable and adequate, or why a judgment should or
should not be entered hereon, or why the Fee and Expense Award should not be awarded, you must file
a written objection or notice of intent to appear, stating all supporting
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bases and reasons for the objections; setting forth proof of current ownership of Leap stock as
well as documentary evidence of when such stock ownership was acquired; and any documents or other
evidence you wish the Federal Court to consider, with the Federal Court at the following address:
Clerk of the Court of the United States District Court of the Southern District of California,
San Diego Division, at Edward J. Schwartz U.S. Courthouse,
940 Front Street, San Diego, CA 92101-8900
San Diego Division, at Edward J. Schwartz U.S. Courthouse,
940 Front Street, San Diego, CA 92101-8900
To object and/or appear at the Settlement Hearing, you must also send a copy of such objection or
notice of intent to appear, postmarked on or before July 26, 2010, to the Settling Parties counsel
as follows:
Eric Zagar
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Andrew J. Sokolowski | |
BARROWAY TOPAZ KESSLER
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MILBERG LLP | |
MELTZER & CHECK, LLP
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One California Plaza | |
280 King of Prussia Road
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300 South Grand Ave., Suite 3900 | |
Radnor, PA 19087
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Los Angeles, CA 90071 | |
(610) 667-7706-3004
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(213) 617-1200 | |
Co-Lead Plaintiffs Counsel
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Co-Lead Plaintiffs Counsel | |
Pamela S. Palmer
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Diane M. Walters | |
LATHAM & WATKINS LLP
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WILSON SONSINI GOODRICH & | |
355 South Grand Ave.
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ROSATI, Professional Corporation | |
Los Angeles, CA 90071-1560
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650 Page Mill Road | |
(213) 485-1234
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Palo Alto, CA 94304-1050 | |
(650) 493-9300 | ||
Counsel for Nominal Defendant |
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Leap Wireless International, Inc.
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Counsel for Individual Defendants |
Only stockholders who have filed with the Federal Court and sent to the Settling Parties
counsel valid and timely written notices of objection and/or intent to appear will be entitled to
be heard at the Settlement Hearing, unless the Federal Court otherwise so orders. Any stockholder
who does not make an objection in the manner provided above shall be deemed to have waived any such
objection.
DO NOT TELEPHONE THE COURT REGARDING THIS NOTICE
Dated: June 21, 2010
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By Order of the United States
District Court for the Southern District of California |
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