Jan. 18, 2013
/PRNewswire-USNewswire/ -- Chimicles & Tikellis LLP is pleased to announce Court approval of a
settlement of derivative claims brought on behalf of Bank of America Corporation relating to Bank of America's 2009 acquisition of Merrill Lynch & Co. The settlement was approved by Judge
January 11, 2013
In re Bank of America Corp. Securities, Derivative, and Employee Retirement Income Security Act (ERISA) Litigation,
1:09-MD-02058 (PKC) ("New York Action"). The
settlement represents a significant improvement of a
settlement which was agreed to by the parties in the New York Action in
, and which was vigorously opposed by Chimicles & Tikellis and its Co-Lead Counsel, Horwitz, Horwitz & Paradis and Wolf, Haldenstein, Adler, Freeman & Herz LLP, on behalf of Delaware Plaintiffs who, at the time the original
settlement was announced, were preparing to go to trial in the Delaware Court of Chancery in a separate parallel derivative action relating to the Merrill Lynch acquisition,
In re Bank of America Corporation Stockholder Derivative Litigation,
C.A. No. 4307-CS ("Delaware Action"). On behalf of the Plaintiffs in the Delaware Action, Chimicles & Tikellis and its Co-Lead Counsel aggressively opposed and objected to the original
settlement as grossly inadequate for Bank of America and its stockholders based on the evidence developed in the Delaware Action and experts engaged by Plaintiffs in the Delaware Action. As a result of the Delaware Action Plaintiffs' objection and ensuing negotiations led by the Delaware objectors, the settlement was revised to increase by more than three times the amount to be paid to Bank of America Corporation in settlement.
Following Bank of America's
January 1, 2009
acquisition of Merrill Lynch and the subsequent disclosure of the dramatic deterioration of Merrill Lynch's financial condition, litigation was commenced, including the Delaware Action and the New York Action, both of which included derivative claims against Bank of America's officers and directors responsible for breaches of fiduciary duty and the failure to disclose critical facts about the Merrill Lynch merger. Litigation proceeded in both actions, including the production of millions of pages of documents and the taking of dozens of depositions. Pursuant to an order of the Delaware Court of Chancery, the Delaware Action was scheduled for trial before Chancellor
Leo E. Strine, Jr.
to commence on
October 22, 2012
April 12, 2012
, Bank of America announced that a settlement in principle of all derivative claims had been reached with the Plaintiffs in the New York Action which included a
payment to Bank of America and Bank of America's agreement to institute certain non-monetary corporate governance reforms. That settlement, if it had been approved by the
Court, contemplated the release and dismissal of all derivative claims relating to the Merrill Lynch acquisition including the claims in the Delaware Action. As a result of the announced settlement, Chancellor Strine entered a stay of the Delaware Action, but noted that if the settlement was not approved by the federal court in
all Defendants would proceed to trial in the Delaware Action.
After nearly a year of aggressive opposition and objection to the original settlement by Co-Lead Counsel in the Delaware Action on behalf of the Delaware objectors, on
January 4, 2013
, Judge Castel entered an order directing the counsel for the parties to the settlement in the New York Action to meet with counsel for the Delaware objectors on
January 7, 2013
to discuss revisions to the settlement. This led to the revised settlement.
In presenting the revised settlement terms, counsel for the Individual Defendants stated to the Court: