asu~n~ OLIVER CVITANIC, On Behalf of Himself and All Others Similarly Situated, CLASS ACTIO N Plaintiff, CLASS ACTION Civ. No.

Transcription

1 UNITED STATES DISTRICT COUR T DISTRICT OF MINNESOTA OLIVER CVITANIC, On Behalf of Himself and All Others Similarly Situated, vs. Plaintiff, NASH FINCH COMPANY, et al., Defendants. HOWARD ANDERSON, On Behalf of Himself and All Others Similarly Situated, Plaintiff, Civ. No JMR/FLN CLASS ACTIO N STIPULATION AND [PROPOSED] ORDER Civ. No. 02-CV vs. NASH FINCH COMPANY, et al., Defendants STEFFIE DZWILL, On Behalf of Herself and All Others Similarly Situated, vs. Plaintiff, NASH FINCH COMPANY, et al., Defendants. Civ. No ADM/AJ B [Caption continued on following page.] asu~n~ repu `v

2 BRUCE EDWARD SIMONS, On Behalf of ) Civ. No JEC/JGL Himself and All Others Similarly Situated, ) Plaintiff, ) vs. ) NASH FINCH COMPANY, et al., ) Defendants. ) PAUL WONG, Individually, On Behalf of ) Civ. No MJD/JGL Himself and All Others Similarly Situated, ) Plaintiff, ) vs. ) NASH FINCH COMPANY, et al., ) Defendants. ) WILLIAM F. VERTOLLI, et al., On Behalf of ) Civ. No ADM/AJB Themselves and All Others Similarly Situated, ) Plaintiffs, ) VS. ) NASH FINCH COMPANY, et al., ) ) Defendants. ) KARL S. AND LEORA P. LANDSTROM, On ) Civ. No RHK/AJB Behalf of Themselves and All Others Similarly ) Situated, ) Plaintiffs, ) vs. ) NASH FINCH COMPANY, et al., ) Defendants. )

3 WHEREAS, on December 4, 2002, the first captioned class action complaint (the "!)liver Cvitanic Action") alleging violations of federal securities laws was filed with this Cc urt in connection with puiehases of Nash Finch Company securities. Six related complaints wer, filed shortly thereafter ; WHEREAS, pursuant to 2 1 D(a)(3)(A) of the Securities Exchange Act of 1934 ("Exc hange Act"), 15 U.S.C. 78u-4(a)(3)(A), the plaintiff in the Oliver Cvitanic Action caused notice to be published on Business Wire on December 4, 2002 (the "Notice"), which informed class members of their right to seek appointment as lead plaintiff ; WHEREAS, on February 3, 2003, plaintiffs Karl S. and Leora P. Landstrom and Anthony Constantine ('Landstrom/Constantine"), pursuant to 21D of the Private Securities Litigation Reform Act of 1995 ("PSLRA"), timely filed a motion to consolidate the above-captioned a.tions, to appoint them as lead plaintiff and to approve their choice of counsel, Milberg Weiss Beershad Hynes & Lerach LLP, as lead counsel, and Reinhardt Wendorf & Blanchfield as liaison counsel ; WHEREAS, on February 3, 2003, Susan S. Schlesinger and the Carol Anne Janda Trust ("Schlesinger/Janda Trust"), pursuant to 21D of the PSLRA, timely filed a motion to consolidate the above-captioned actions, to appoint them as lead plaintiff and to approve their choice of counsel, Schiffrin & Barroway, LLP, as lead counsel, and Head Seifert & Vander Weide as liaison counsel ; WHEREAS, Landstrom/Constantine and Schlesinger/Janda Trust, as the only lead plaintiff movants, have demonstrated that they have suffered substantial financial losses and that they understand the importance of supervising and monitoring the case, and have determined that it would be more efficient and more beneficial to the class to propose a consensual resolution than proceed with competing lead plaintiff motions ; WHEREAS, Landstrom/Constantine and Schlesinger/Janda Trust have the largest financial interest in the relief sought by the class and otherwise satisfy the requirements of 21D(a)(3)(B)(iii)(I) of the Exchange Act, 15 U.S.C. 78u-4(a)(3)(B)(iii)(I) ; WHEREAS, no other class member has applied to be lead plaintiff in this action ; and IT IS HEREBY STIPULATED AND AGREED, by the parties, through their undersigned counsel, as follows : -1-

4 CONSOLIDATION OF RELATED CASE S 1. The above-captioned actions are consolidated for all purposes (the "Conso LAate d Action"). This order (the "Order") shall apply to the Consolidated Action and to each case that relates to the same subject matter that is subsequently filed in this Court or is transferred to thi s Court and is consolidated with the Consolidated Action. 2. A Master File is established for this proceeding. The Master File shall b ; Civi l Action No. 02-CV-4736-JMR/FLN. The Clerk shall file all pleadings in the Master File and note such filings on the Master Docket. 3. Every pleading filed in the Consolidated Action shall have the following caption : In re NASH FINCH CO. SECURITIES) LITIGATION ) Civil Action No. 02-CV-4736-JMR/FL N This Document Relates To : ) ALL DOCUMENTS. ) 4. Each new case that arises out of the subject matter of the Consolidated Action which is filed in this Court or transferred to this Court, shall be consolidated with the Consolidated Action and this Order shall apply thereto, unless a party objects to consolidation, as provided for he :-ein, or any provision of this Order, within ten days after the date upon which a copy of this Order is served on counsel for such party, by filing an application for relief and this Court deems it appropriate to grant such application. Nothing in the foregoing shall be construed as a waiver of the defendants' right to object to consolidation of any subsequently-filed or transferred related action. APPOINTMENT OF LEAD PLAINTIFF AND LEAD COUNSE L 5. Class members Landstrom/Constantine and Schlesinger/Janda Trust shall b e appointed Lead Plaintiffpursuant to 2 1D(a)(3)(B) of the Exchange Act, 15 U.S.C. 78u-4(a)(3)(B) ; 6. Landstrom/Constantine 's selection of Milberg Weiss Bershad Hynes & Lerac h LLP, and Schlesinger/Janda Trust's selection of Schiffrin & Barroway, LLP, shall be approved as Co-Lea d Counsel pursuant to 21D(a)(3)(B)(v) of the Exchange Act, 15 U.S.C. 78u-4(a)(3)(B)(v); in d -2-

5 7. The law firm of Reinhardt Wendorf & Blanchfield shall be approved as Liaison Counsel. LEAD PLAINTIFF'S COUNSE L 8. Lead plaintiffs counsel shall have authority to speak for, and enter into agreements on behalf of, plaintiffs in all matters regarding pretrial procedures, discovery and settlement negotiations. Lead plaintiffs counsel shall manage the prosecution of this litigation to avoid duplicative or unproductive activities. Lead plaintiffs counsel shall be responsible for coordination of all activities and appearances on behalf of plaintiffs and for dissemination of notices and orders. Lead plaintiffs counsel shall be responsible for communications with the Court. Lead plaintiffs counsel shall maintain a master service list of all parties and counsel. 9. Lead plaintiffs counsel shall communicate with liaison counsel and other plaintiffs' counsel and have the right to assign projects to other plaintiffs' counsel. 10. Defendants' counsel may rely upon agreements made with lead plaintiffs counsel. Such agreements shall be binding on all plaintiffs. PLEADINGS AND MOTION S 11. Defendants are not required to respond to the complaint in any action consolidated into this action, other than a consolidated complaint or a complaint designated as the operative complaint. 12. Lead plaintiff shall file a consolidated complaint within 90 days after the filing of the Order designating the lead plaintiff, unless otherwise agreed upon by the parties. The consolidated complaint shall be the operative complaint and shall supersede all complaints filed in any of the actions consolidated herein. 13. Defendants shall respond to the consolidated complaint within 45 days after 5 ervice, unless otherwise agreed upon by the parties. If defendants file any motions directed at the consolidated complaint, the opposition brief shall be filed within 45 days of filing that mot on and the reply brief shall be filed within 30 days of the filing of the opposition brief, unless otherwise agreed upon by the parties. -3-

6 14. After the appointment of lead plaintiffs counsel, lead plaintiffs counsel and counsel for defendants shall serve all papers on each other in the following manner : (a) briefs shall be,,,erved by facsimile on the day of filing with overnight delivery of the brief and any supporting documents ; or (b) any filing may be served by messenger on the same day as filing. After the appointment of lead plaintiffs counsel, defendants need only serve lead plaintiffs counsel with any papers z this action. DATED : P1o4ck X12 c~3 REINHARDT WENDORF & BLANCHFIEL]) GARRETT D. BLANCHFIELD, JR (# ) G T D. ttvanchfield, JR. E First National Bank Building 332 Minnesota Stree t St. Paul, MN Telephone: 651/ / (fax ) [Proposed] Liaison Counsel DATED : NWt,(n1.WU3 MILBERG WEISS BERSHAD HYNES & LERACH LLP REED R. KATHREIN CHRISTOPHER P. SEEFER CONNIE M. CHEUNG C/uVw/ P C RISTOPHER P. S EFER $ 100 Pine Street, Suite 2600 San Francisco, CA Telephone: 415/ / (fax ) MILBERG WEISS BERSHAD HYNES & LERACH LL P WILLIAM S. LERACH RANDALL H. STEINMEYER 401 B Street, Suite San Diego, CA Telephone : 619/ / (fax ) -4-

7 DATED : 7' cvww SCHIFFRIN & BARROWAY, LLP ANDREW L. BARROWAY STUART L. BERMAN DARREN J. CHECK fadtj w ~~yfltc~ Three Bala Plaza East, Suite 400 Bala Cynwyd, PA Telephone: 610/ / (fax ) [Proposed] Co-Lead Counsel for Plaintiffs O1 DER DATED - IT SO ORDERY, : i HONORABLE JAMES M. ROSENBAUM UIfiED STATES DISTRICT JUDGE eodma\pcdocs\mr L1B\24\1-5-

8 PROOF OF SERVICE Oliver Cvitanic v. Nash Finch Company, et al., File No JMR/FLN Howard Anderson v. Nash Finrh Company, et al., File No Steffie Dzwill v. Nash Finch Company, et al., File No ADM/AJB Bruce Edward Simons v. Nash Finch Company, et al. File No JEC/JGL Paul Wong v. Nash Finch Company, et al., File No MJD/JG L William F. Vertolli, et al. v. Nash Finch Company, et al., File No ADMIA.B Karl S. and Leora P. Landstrom v. Nash Finch Company, et al., File No RH K The undersigned hereby certifies that on the 7`h day of March, 2003, a copy o f the following document was served by messenger or by United States Mail on all per., ons as indicated on the attached Service List. Stipulation and Proposed Order Dated : ) - ~'* f! REINHARDT & ANDERSO N y

9 SERVICE LIST COUNSEL FOR PLAINTIFF(S ) Marc A. Topaz Charles J. Pive n Sean M. Handler LAW OFFICES OF CHARLES J. SCHIFFRIN & BARROWAY, LLP PIVEN, P.A. Three Bala Plaza East, Suite 400 The World Trade Cente r Bala Cynwyd, PA East Pratt Street, Suite / Baltimore, MD / (fax) 410/ / (fax ) Mel E. Lifshitz Gregory M. Eglesto n BERNSTEIN LIEBHARD & LIFSHITZ, LLP 10 East 40th Street New York, NY / / (fax) Reed R. Kathrein Christopher P. Seefer Connie M. Cheung MILBERG WEISS BERSHAD HYNES & LERACH LL P 100 Pine Street, Suite 2600 San Francisco, CA / / (fax ) Vernon J. Vander Weide HEAD, SEIFERT & VANDER WEIDE, PA 333 South Seventh Street Suite Minneapolis, MN / / (fax ) Guri Adem i ADEMI & O'REILLY, LLP 3620 East Layton Avenue Cudahy, WI / / (fax) Carolyn G. Anderson J. Gordon Rudd ZIMMERMAN REED, P.L.L.P. 651 Nicollet Mall, Suite 501 Minneapolis, MN / / (fax ) Garrett D_ Blanchfield, Jr. REINHARDT & ANDERSO N E-1000 First National Bank B_.dg. 332 Minnesota Stree t St. Paul, MN / / (fax ) Paul J. Gelle r CAULEY, GELLER, BOWMAN & COATES, LL P 2255 Glades Road, Suite 421A Boca Raton, FL / / (fax ) William S. Lerac h MILBERG WEISS BERSHAD HYNES LERACH LL P 401 B Street, suite 1700 San Diego, CA / / (fax ) 2

10 COUNSEL FOR PLAINTIFF(S ) Jonathan M. Plasse Emily C. Komlossy GOODKIND LABATON RUDOFF & SUCHAROW, LL P 100 Park Avenue, 12th Floor New York, NY / / (fax ) Robert I. Harwood Jeffrey M. Norton WECHSLER HARWOOD LL P 488 Madison Avenue, 8th Floor New York, NY / / (fax) Nadeem Faruq i FARUQI & FARUQI, LL P 320 East 39th Street, 3rd Floor New York, NY / / (fax ) COUNSEL FOR DEFENDANTS (by Messenger ) Michael J. Bleck Andrew S. Hansen OPPENHEIMER WOLFF & DONNELL Y LLP Plaza VII, Suite South Seventh Street Minneapolis, MN / / (fax)