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Inland Western Retail Real Estate Trust Inc. Securities Litigation

Practice: 
Securities Fraud & Shareholder Litigation
Phase: 
Settlement

City of St. Clair Shores General Employees Retirement System v. Inland Western Retail Real Estate Trust, Inc. et al.

Complaints:

Press Releases:

Other:

THIS CASE HAS BEEN SETTLED.   PLEASE REVIEW THE FOLLOWING FOR DETAILS ABOUT THE SETTLEMENT:

The Settlement resolves federal securities law and other legal claims that were filed by investors against Inland Western and other individual and entity defendants in November 2007. Inland Western used over $4 billion of investor capital to acquire commercial real estate properties, including multi-tenant shopping centers. From its inception until mid-November 2007, Inland Western had no employees. Inland Western paid entities, which were affiliated with its officers and directors, to conduct its day-to-day business and manage its portfolio of properties.

The lawsuit concerned alleged violations of the federal securities laws and breaches of fiduciary duty by defendant Inland Western Retail Real Estate Trust, Inc. ("IWEST") and certain of its directors, officers and affiliates, William Blair & Company, L.L.C. ("William Blair"), and KPMG LLP on behalf of a proposed class ("Class") of Inland REIT's shareholders who were entitled to vote on the Schedule 14A Proxy Statement ("Proxy") that was filed with the Securities and Exchange Commission on September 10, 2007, which Proxy was alleged to be materially false and misleading. The Original Complaint was filed on November 1, 2007 by Chimicles & Tikellis LLP in the United States District Court for the Northern District of Illinois.

The lawsuit arose from Inland Western’s mid-2007 announcement that it would seek shareholder approval, which it received, to acquire these entities for 37.5 million shares of Inland Western stock having a deemed value of $375 million (“Internalization”). The lawsuit alleged, among other things, that Inland Western was paying too much for the Internalization, and that it had asked shareholders to ratify the deal based on false information about the price and value of the Internalization.

The Inland Western settlement requires the individuals who received the 37.5 million shares, to return 9 million of those shares (or 24% of them) back to Inland Western.  At the time of the Internalization, the 37.5 million shares were valued at approximately $375 million; therefore, the return of 9 million shares equates to a $90 million reduction of the price paid for the Internalization. Under the facts of this lawsuit, the lowering of the amount paid by Inland Western and the return of the shares is directly tied to remedying the wrongdoing that was alleged in the lawsuit. Defendants have denied and continue to deny that they have committed any act or omission giving rise to any liability and/or committed any violation of law or act of negligence or misconduct. Defendants’ denial of liability appears in Section 8 of the Stipulation of Settlement.

On November 8, 2010, the Court held a hearing and granted final approval of the Settlement as fair, reasonable and adequate.  The Court also granted an award of attorneys' fees and reimbursement of expenses to Plaintiffs' counsel who litigated the lawsuit.   The Final Judgment and Order Granting Approval of the Settlement and the Order Granting an Award of Attorneys' Fees and Reimbursement of Expenses are available below for your review.  (Click on links).


 Final Judgment and Order Granting Approval of Settlement
Order Granting an Award of Attorneys' Fees and Reimbursement of Expenses 

The documents submitted to the Court in support of the Settlement are available below for your review. 

The Following Settlement Documents are Available for You to Review (click on links):
Notice of Pendency and Proposed Settlement of Class Action ("Class Notice")
Stipulation of Settlement
Plaintiffs' Memorandum of Law in Support of Preliminary Approval
Declaration in Support of Preliminary Approval
Order Granting Preliminary Approval of Class Action Settlement 
 
Final Approval Papers Filed on October 11, 2010 Are Available For You to Review (click on links):

Motion for Final Approval of Class Action Settlement, Certification of Settlement Class,
and an Award of Attorneys' Fees and Reimbursement of Expenses
Declaration in Support of Plaintiffs' Motion for Final Approval of Class Action Settlement, Certification of Settlement Class,
and an Award of Attorneys' Fees and Reimbursement of Expenses
(see Exhibits attached below)
Plaintiffs' Memorandum of Law in Support of Final Approval of Class Action Settlement and Certification of Settlement Class
Plaintiffs' Memorandum of Law in Support of Plaintiffs' Motion for an Award of Attorneys' Fees and Reimbursement of Expenses
Plaintiffs' Supplemental Memorandum Concerning Exclusion Requests and Objections
Affidavit of Michael Joaquin Re Mailing of Notice of Pendency

If You Have Questions about the Terms of the Settlement Please Contact:

Nicholas E. Chimicles
Kimberly M. Donaldson
Kimberly L. Kimmel
CHIMICLES & TIKELLIS LLP
361 West Lancaster Avenue
Haverford, PA 19041
Telephone: 610-642-8500 
Toll Free: 866-399-2487

Email: kmd@chimicles.com  or klk@chimicles.com

PLEASE READ THE CLASS NOTICE IN ITS ENTIRETY FOR A COMPLETE DESCRIPTION OF THE TERMS OF THE SETTLEMENT AND FOR INFORMATION AND INSTRUCTIONS THAT MAY AFFECT YOUR LEGAL RIGHTS
 

AttachmentSize
Exhibit A to Declaration in Support of Settlement.pdf272.84 KB
Exhibit B to Declaration in Support of Settlement.pdf1.08 MB
Exhibit C to Declaration in Support of Settlement.pdf664.72 KB
Exhibit D to Declaration in Support of Settlement.pdf2.27 MB
Exhibit E to Declaration in Support of Settlement.pdf932.26 KB
Exhibit F to Declaration in Support of Settlement.pdf43.27 KB
Exhibit G to Declaration in Support of Settlement.pdf2.21 MB
Exhibit H to Declaration in Support of Settlement.pdf2.07 MB
Exhibit I to Declaration in Support of Settlement.pdf66.31 KB
Exhibit J to Declaration in Support of Settlement.pdf56.44 KB
Exhibit K to Declaration in Support of Settlement.pdf24.94 KB
Exhibit L to Declaration in Support of Settlement.pdf16.82 KB
Exhibit M to Declaration in Support of Settlement.pdf20.4 KB
Exhibit N to Declaration in Support of Settlement.pdf15.02 KB
Exhibit O to Declaration in Support of Settlement.pdf19.94 KB
Exhibit P to Declaration in Support of Settlement.pdf54.24 KB
Exhibit Q to Declaration in Support of Settlement.pdf2.1 MB
Exhibit R to Declaration in Support of Settlement.pdf91.14 KB
Exhibit S to Declaration in Support of Settlement.pdf302.45 KB
Exhibit T to Declaration in Support of Settlement.pdf103.12 KB
Exhibit U to Declaration in Support of Settlement.pdf1.01 MB
Attorneys to Contact: 
Nicholas E. Chimicles (Nick@chimicles.com)
Kimberly Donaldson Smith (KimDonaldsonSmith@chimicles.com)
105
361 West Lancaster Avenue, Haverford, PA 19041 Phone: 610-642-8500

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