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Sallie Mae slapped with class-action suit
Class Action | 2008/02/05 01:10

Sallie Mae, which a week ago obtained new financing and ended its court battle over a failed $25 billion buyout of the student lender, is now the subject of a class-action suit.

Law firm Coughlin Stoia Geller Rudman & Robbins LLP said it filed a suit against Reston, Va.-based Sallie Mae in the U.S. District Court for the Southern District of New York on behalf of purchasers of Sallie Mae common stock between Jan. 18, 2007, and Jan. 3, 2008.

The firm said the complaint charges Sallie Mae and certain officers and directors with violations of the Securities Exchange Act of 1934. The complaint alleges that the defendants issued materially false and misleading statements regarding Sallie Mae's business and financial results.

We believe the complaint is meritless," said Tom Joyce, a spokesman for Sallie Mae, formally known as SLM Corp.Sallie Mae said on Jan. 28 that the lawsuit it filed in October against four proposed acquirers of the company would be dismissed, as would all counterclaims, and the merger agreement was terminated.

In conjunction with that action, Sallie Mae would receive commitments for $31 billion of 364-day financing from a group of banks led by Charlotte, N.C.-based Bank of America Corp. (NYSE: BAC), New York-based JPMorgan Chase & Co.and others.

Last year the investors backed away from the merger, pointing to the credit crunch that has made it more difficult to land money to finance large deals and a new federal law that slashes subsidies to student lenders.

Sallie Mae recently cut 3 percent of its work force and warned that more layoffs are likely to occur as it tries to cut costs.



Class Action Filed Against American Dental Partners, Inc.
Class Action | 2008/02/05 01:09
The following statement was issued today by the law firm of Schiffrin Barroway Topaz & Kessler, LLP:

Notice is hereby given that a class action lawsuit was filed in the United States District Court for the District of Massachusetts on behalf of all purchasers of securities of American Dental Partners, Inc. ("ADPI" or the "Company") between August 10 2005 through December 13, 2007, inclusive (the "Class Period").

If you wish to discuss this action or have any questions concerning this notice or your rights or interests with respect to these matters, please contact Schiffrin Barroway Topaz & Kessler, LLP (Darren J. Check, Esq. or Richard A. Maniskas, Esq.) toll free at 1-888-299-7706 or 1-610-667-7706, or via e-mail at info@sbtklaw.com.

The Complaint charges ADPI and certain of its officers and directors with violations of the Securities Exchange Act of 1934. ADPI is a business partner and provider of services to dental group practices. More specifically, the Complaint alleges that the Company failed to disclose and misrepresented the following material adverse facts which were known to defendants or recklessly disregarded by them: (1) that the Company engaged in tortious and unlawful conduct towards Park Dental Group ("PDG"); (2) that as a result of this conduct, the Company booked a large portion of earnings and revenue which materially inflated financial figures; (3) that the Company's financial statements were not prepared in accordance with Generally Accepted Accounting Principles; (4) that the Company lacked adequate internal and financial controls; and (5) that, as a result of the foregoing, the Company's financial statements were materially false and misleading at all relevant times.

Beginning on January 1, 1999, ADPI subsidiary PDHC, Ltd. ("PDHC") entered into a Service Agreement (the "Service Agreement") with PDG. The Service Agreement was amended January 1, 2001 and again on August 10, 2005. According to the Company's financial statements, the relationship with PDG accounted for approximately 30% of the Company's consolidated net revenue between 2004 and 2006. No other customer of ADPI accounted for more than 10% of the Company's consolidated net revenue.

On December 12, 2007, investors were shocked to learn that a judgment had been awarded in favor of PDG, against PDHC and ADPI. The jury in the case awarded PDG $88,290,647 in damages, broken down as follows: $9,413,397 in compensatory damages for breach of the Service Agreement; $11,500,000 for breach of implied covenants of good faith and fair dealing; $200,000 for breach of fiduciary duty; $67,000,000 for tortious interference with contract or prospective advantage; and $177,250 for defamation. Upon the release of this news, the Company's shares declined $5.36 per share, or 27.21 percent, to close on December 12, 2007 at $14.34 per share, on unusually heavy trading volume.

The following day, as the public continued to learn of the December 12, 2007 judgment against ADPI, investors were further shocked and appalled to learn that due to ADPI's egregious conduct and actions, the jury had awarded PDG $42,250,000 in punitive damages. Upon the release of this news, the Company's shares declined $9.72 per share, or 67.78 percent, to close on December 13, 2007 at $4.62 per share, on unusually heavy trading volume.

Plaintiff seeks to recover damages on behalf of class members and is represented by the law firm of Schiffrin Barroway Topaz & Kessler which prosecutes class actions in both state and federal courts throughout the country. Schiffrin Barroway Topaz & Kessler is a driving force behind corporate governance reform, and has recovered billions of dollars on behalf of institutional and individual investors from the United States and around the world.

For more information about Schiffrin Barroway Topaz & Kessler or to sign up to participate in this action online, please visit www.sbtklaw.com

If you are a member of the class described above, you may, not later than March 31, 2008, move the Court to serve as lead plaintiff of the class, if you so choose. A lead plaintiff is a representative party that acts on behalf of other class members in directing the litigation. In order to be appointed lead plaintiff, the Court must determine that the class member's claim is typical of the claims of other class members, and that the class member will adequately represent the class. Your ability to share in any recovery is not, however, affected by the decision whether or not to serve as a lead plaintiff. Any member of the purported class may move the court to serve as lead plaintiff through counsel of their choice, or may choose to do nothing and remain an absent class member.



Judge rejects Navy request for sonar training exemption
International | 2008/02/05 01:08
Russia's Supreme Court on Tuesday threw out an appeal by Kremlin critic Mikhail Kasyanov against his disqualification from next month's presidential election.

Election chiefs said last month Kasyanov could not run because signatures he submitted in support of his bid were forged. He accused the Kremlin of barring him to slant the vote in favor of front-runner Dmitry Medvedev.

Kasyanov, a former prime minister, had no chance of winning the March 2 election but his removal from the ballot has fuelled criticism that the Kremlin will brook little real opposition.

In a judgment after a one-day hearing, the Supreme Court said it had decided to leave the Central Election Commission decision to bar Kasyanov unchanged and to reject an appeal submitted by his lawyers.

Yelena Dikun, a spokeswoman for Kasyanov said: "The Central Election Commission ignored the views of citizens ... and now the Supreme Court, which is part of the same system, has also ignored the views of citizens."

Russian President Vladimir Putin is constitutionally barred from seeking a third consecutive term. He has endorsed Medvedev, a 42-year-old first deputy prime minister, to replace him.



Microsoft-Yahoo Could Skip Culture Clash
Venture Business News | 2008/02/04 07:15
Yahoo's walls are awash in bright purples and yellows, while Microsoft's campus is coated in drab neutrals. Yahoo's co-founder holds the cutesy title of "chief Yahoo," while Bill Gates was "chief software architect."

Yahoo epitomizes California cool; Microsoft is still trying to get over its competition-crushing past. But the culture clash may not be as big a stumbling block to the software giant's rich buyout bid as some critics may think.

Yahoo Inc. is still mulling over Microsoft Corp.'s offer, worth about $42 billion based on Microsoft's closing share price Friday. Even if Yahoo's board and shareholders approve the takeover, U.S. and European antitrust regulators must still sign off.

Google Inc. stirred that pot Sunday with a blog post that called a combined company "troubling" from an antitrust standpoint; Microsoft followed with a statement of its own that the deal would actually improve competition.

Yahoo might appear more laid back, but the two are culturally closer than one might expect. For instance, while Google Inc. foots the bill for employees' meals, Microsoft and Yahoo both make their work forces pay in the cafeteria. And while some associate afternoon soccer and cricket matches with Yahoo's startup ethic, Microsoft's campus is dotted with playing fields.

And their similarities extend far beyond the perks.

"Yahoo is not the sort of strapping startup it was 10 years ago. It's a corporate organization with its own bureaucracies," said Charlene Li, an analyst at Forrester Research.

Microsoft, for its part, has had to tone down its competitive behavior after a decade of antitrust problems. Though its Windows operating system is on more than 90 percent of the world's computers, its perpetual lack of savvy online has also prompted it to experiment with Silicon Valley-style events, including inviting programmers to gather once a month in bean bag chairs to brainstorm and collaborate on cool Web projects.

Ali Diab, co-founder of a startup called Ripple TV, worked for both companies in the past. He said the talk of a culture clash is overblown, and noted similarities between Yahoo co-founders David Filo and Jerry Yang, and Microsoft founder and Chairman, Bill Gates, and its Chief Executive Steve Ballmer.

"David and Jerry, Bill and Steve — they're quite technical, quite astute technologists, and I think the cultures deep down still reflect that at both companies," he said. "Yahoo maybe a little more has a young, adolescent, college-like culture. But it's a third the age of Microsoft."

Diab, who reached the level of general manager when at Microsoft between 1998 and 2002, and vice president status at Yahoo between 2002 and 2006, said he didn't sense animosity toward Yahoo while at Microsoft, or vice versa — just a natural sense of competition.

But in spite of the fact that Yahoo shares its Stanford roots with Google, both cultures harbor a burning desire to beat the search leader.

"It wasn't, 'Yeah, we're just OK with being No. 2'" he said. "We were very much intent on being No. 1 in that market."

The two companies are also not complete strangers to working together. Until Microsoft launched its own ad-serving technology in 2006, it used Overture, a search marketing system Yahoo eventually bought in 2003.

More recently, Yahoo and Microsoft teamed up to make it possible for their respective instant messaging users to chat regardless of which service they were signed on to.

Yahoo has also been one of the only companies to make use of some new features built into the year-old Windows Vista operating system. Yahoo's latest instant messaging program was constructed with Microsoft's answer to Adobe Systems Inc.'s popular Flash, a technology called Silverlight that has otherwise been slow to catch on.

All that doesn't mean Yahoo will meekly agree to be swallowed up by Microsoft, even if the combination gets them part way to their goal of toppling Google.



$3 Trillion Bush Budget Already Attacked
Politics | 2008/02/04 07:14
President Bush is sending Congress a $3 trillion spending blueprint that would provide a big boost to defense and protect his signature tax cuts.

It seeks sizable savings in government health care programs and puts the squeeze on much of the rest of government, but it would still generate near-record budget deficits over the next two years.

Even before receiving the document Monday, Democrats were attacking it for slashing programs to help the poor while protecting tax cuts for the wealthy.

"This is a budget that sticks it to the middle class, comforts the wealthy and has a set of priorities that are not the priorities of the American people," said Senate Budget Committee Chairman Kent Conrad, D-N.D.

Democrats saw the plan as a continuation of failed policies that have seen the national debt explode under Bush. A projected 10-year surplus of $5.6 trillion when Bush took office was wiped out by the 2001 recession, the increased spending to fight terrorism and, Democrats contend, Bush's costly tax cuts.

Bush's spending blueprint sets the stage for what will probably be epic battles in the president's last year in office, as both parties seek to gain advantages with voters heading into the November elections.

Bush, who was the first president to propose a $2 trillion budget, back in 2002, will leave office as the first president to hit $3 trillion with a spending plan.

His blueprint for the budget year that begins next October projects huge deficits, around $400 billion for this year and next, more than double the 2007 deficit of $163 billion. Private economists believe the deficit could easily surpass the previous record in dollar terms of $413 billion set in 2004, especially if the country does go into a recession.

The sharp jump in the deficits reflects, in part, a proposed economic stimulus plan of around $145 billion. Bush is urging Congress to pass it quickly as a way of getting tax rebates to households this summer in hopes of preventing a full-blown recession.

As in past years, Bush's biggest proposed increases are in national security. Defense spending is projected to rise by about 7 percent, to $515 billion, and homeland security money by almost 11 percent, with a big gain for border security. Details on the budget were obtained through interviews with administration officials, who spoke on condition of anonymity until the budget's release.

The bulk of government programs for which Congress sets annual spending levels would remain essentially frozen at current levels. The president does shower extra money on some favored programs in education and to bolster inspections of imported food, following last year's high-profile recalls of tainted products coming from China.

Bush's spending proposal would achieve sizable savings by slowing the growth in the major health programs — Medicare for retirees and Medicaid for the poor. There the president will be asking for almost $200 billion in cuts over five years, about three times the savings he proposed last year. The savings would come from freezing payments for hospitals and other health care providers.

Congress rejected last year's effort and Democrats are predicting Bush's new proposal will meet the same fate.



LACBA Seminar Focus: Class Actions
Legal Business | 2008/02/04 03:18

Class Actions for Non-Class Action Lawyers is the title of a CLE seminar being offered by the Los Angeles County Bar Association (LACBA).

The program will take place on Thursday, February 21 from 9 a.m. to 5 p.m. at the LACBA Conference Center, 281 South Figueroa Street, Los Angeles. Registration begins at 8:30 a.m.

This program is designed for attorneys interested in helping individual and business clients understand when they have been victimized in a manner creating class-action claims, whether involving consumer-fraud schemes, price fixing or market allocations conspiracies, mass-tort injuries, or wage-and-hour schemes.

Speakers will include Alexander Barnett, The Mason Law Firm, LLP; Vincent J. Esades, Heins Mills & Olson, P.L.C.; Valerie G. Esch, Wells Fargo Bank; Gregg A. Farley, The Farley Firm, and Daniel R. Karon, Goldman Scarlato & Karon P.C.

For details on registration fees and available CLE credits, see the Bulletin Board on The Metropolitan Corporate Counsel website at www.metrocorpcounsel.com.



Korean Big Law Firm Under Tax Audit
International | 2008/02/04 02:20
The Korean National Tax Service has launched an audit of the country's largest law firm, Kim & Chang, over tips that the firm may have avoided paying taxes, tax officials said Monday.

NTS officials played down the probe, but some industry sources raised speculation that the audit is related to ongoing investigations into Samsung Group or Lone Star Funds.

"We've received information that some lawyers of Kim & Chang engaged in dubious activities to dodge taxes," an NTS official said. "`We are looking into their income from recent court cases and checking whether they reported the right amount in the right way."

It is the first time for the NTS to audit the law firm since 1997. Law firms are required to undergo an audit every two years, but the office had skipped the ones for Kim & Chang as the firm had received awards for fulfilling its obligations to pay taxes.

NTS officials said the audit is not a regular one.

"We began the audit because there were reports alleging that the firm had avoided taxes," the official said.

Kim & Chang, based in Seoul, is the largest law firm in South Korea with some 450 lawyers, accountants and patent and trademark attorneys. It represented Lone Star when it acquired Korea Exchange Bank in August 2003.

It also has provided services to Samsung. Late last year, lawyer Kim Yong-chul, former director of the legal department of Samsung Group, alleged that Kim & Chang actively participated in fabricating facts for the trial of Samsung Chairman Lee Kun-hee on charges of illegally transferring his wealth to his son through an illicit convertible bonds deal.

A number of ranking officials served or are serving as advisors to the law firm. They include Prime Minister-designate Han Seung-soo, Prime Minister Han Deok-soo and former NTS head Seo Young-taik.


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Class action or a representative action is a form of lawsuit in which a large group of people collectively bring a claim to court and/or in which a class of defendants is being sued. This form of collective lawsuit originated in the United States and is still predominantly a U.S. phenomenon, at least the U.S. variant of it. In the United States federal courts, class actions are governed by Federal Rules of Civil Procedure Rule. Since 1938, many states have adopted rules similar to the FRCP. However, some states like California have civil procedure systems which deviate significantly from the federal rules; the California Codes provide for four separate types of class actions. As a result, there are two separate treatises devoted solely to the complex topic of California class actions. Some states, such as Virginia, do not provide for any class actions, while others, such as New York, limit the types of claims that may be brought as class actions. They can construct your law firm a brand new website, lawyer website templates and help you redesign your existing law firm site to secure your place in the internet.
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