Frequently Asked Questions
- What is this case about?
- Why did I receive the Notice?
- What is a class action?
- Do I have a lawyer in this case?
- How do I know if I am a Settlement Class Member?
- What do I need to do to participate in the Settlement?
- What is the procedure for filing a claim?
- What are acceptable forms of supporting documentation for my claim?
- How much will my payment be?
- What do I do if I do not want to be a part of this Settlement?
- Can I object to the Settlement?
- What happens if I do nothing at all?
This Action is a class action lawsuit brought by investors alleging that they suffered damages as a result of alleged violations of the federal Securities Exchange Act of 1934. More specifically, this securities class action lawsuit was brought on behalf of investors who purchased or otherwise acquired shares of Citigroup common stock during the time period from February 26, 2007 through April 18, 2008, inclusive (the “Class Period”).
The lawsuit alleged that Defendants, Citigroup Inc. and certain of its former senior officers and directors, materially misrepresented Citigroup’s exposure to collateralized debt obligations (“CDOs”), as well as the value of those CDOs, during the Class Period. Plaintiffs alleged that Defendants were aware of both the size of Citigroup’s CDO holdings and their impairment before either of these matters were disclosed to the public, and that public disclosure regarding Citigroup’s CDO exposures caused the price of Citigroup common stock to decline. These actions, the case alleged, damaged those investors who purchased or otherwise acquired Citigroup shares during the Class Period, and constituted violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934. Defendants have denied Plaintiffs’ allegations and the Court has not ruled on the merits of the claims.
The Court-appointed Class Representatives (as defined in Question 3 below), on behalf of themselves and the Settlement Class (as defined in Question 5 below), have reached an agreement to settle the law suit for a $590 million cash settlement (the “Settlement”). If the Settlement is approved by the Court, all claims by the Settlement Class Members (defined in Question 5 below) against all the Defendants, as well as other Released Parties (identified in Paragraph 49 of the Notice), will be resolved. The $590 million settlement, if approved by the Court, represents a significant recovery relating to the subprime/credit crisis.
2. Why did I receive the Notice?
The Notice is being sent to you pursuant to an Order of the United States District Court for the Southern District of New York because you or someone in your family or an investment account for which you serve as a custodian may have purchased or otherwise acquired Citigroup common stock during the Class Period. The Court has directed us to send you the Notice because, as a potential Settlement Class Member, you have a right to know how this Settlement may generally affect your legal rights.
A class action is a type of lawsuit in which similar claims of a large number of individuals or entities are resolved together, thereby allowing for the efficient and consistent resolution of the claims of all class members in a single proceeding. In a class action lawsuit, the court appoints one or more people, known as class representatives, to sue on behalf of all people with similar claims, commonly known as the class or the class members. In this Action, the Court has appointed Jonathan Butler, M. David Diamond, David K. Whitcomb, Henrietta C. Whitcomb, John A. Baden III, Warren Pinchuck, Anthony Sedutto, Edward Claus, Carol Weil, and Public Employees’ Retirement Association of Colorado to serve as the class representatives (“Class Representatives”).
4. Do I have a lawyer in this case?
The Court approved the law firm of Kirby McInerney LLP, as "Lead Class Counsel" for the Class. You will not be separately charged for the services of lawyers representing the Class. If the Settlement is finally approved by the Court, the Court will determine the amount of any fees and reimbursement of expenses that may be awarded out of the Class' recovery to lawyers representing the Class. If you want to be represented by your own lawyer, you may hire one to appear for you at your own expense.
5. How do I know if I am a Settlement Class Member?
If you purchased or otherwise acquired the common stock of Citigroup, Inc. between February 26, 2007 through and including April 18, 2008, inclusive, you may be a Settlement Class Member in this action unless otherwise excluded as explained in the definition of the Settlement Class contained in the Notice on page 4.
6. What do I need to do to participate in the Settlement?
If you believe you are a Settlement Class Member and entitled to share in the Settlement, you must complete and submit a Claim Form, along with the necessary supporting documentation to the Claims Administrator postmarked by February 7, 2013. Under certain circumstances, some class members have received an extension of this deadline. Click here for more information.
7. What is the procedure for filing a claim?
If you wish to submit a Claim Form, you may do so no later than February 7, 2013. Under certain circumstances, some class members have received an extension of this deadline. Click here for more information. The Claim Form can be submitted in one of three ways:
- In hardcopy, postmarked no later than February 7, 2013* and mailed to the following address:
In re Citigroup Inc. Securities Litigation
c/o GCG
PO Box 9899
Dublin, Ohio 43017-5799
- Online on this website, no later than February 7, 2013*
- Electronically (for Institutions only), no later than February 7, 2013*
For additional assistance in filing a Claim Form, please visit GCG’s homepage and search under Cases/Filing Tips for helpful hints in filing your claim.
* As noted, under certain circumstances, some class members have received an extension of this deadline. Click here for more information.
8. What are acceptable forms of supporting documentation for my claim?
Each section of the Claim Form must be fully documented to be considered eligible. This includes all purchase and sale transactions during the period February 26, 2007 through and including July 17, 2008, and those securities remaining unsold after the end of the Class Period. However, only purchases or acquisitions made during the Class Period - February 26, 2007 through and including April 18, 2008 - will be used to calculate your Recognized Loss.
Any documentation provided must include the claimant’s name and address or account number. Appropriate documentation to support your claim includes:
- Trade Confirmation – Trade confirmation slips showing the trade date, quantity, price per security and net amount of the transaction are acceptable forms of documentation to support class period purchases or sales.
- Official monthly, quarterly or year-end broker statements – Monthly, quarterly or year-end statements provided by your broker listing your transactions are sufficient to prove purchase and sale transactions so long as the necessary information for that transaction is included, such as the trade date, quantity and price paid or received for each security, and the total amount paid or received for each transaction. These statements may also be used to support the quantity of securities held after the class period has ended. On your Claim Form, these will be listed as Unsold Holdings.
- Stock Certificates – Copies of stock certificates may be used to support the amount of shares held at the end of the class period, or unsold holdings. They do not evidence when and for how much the shares were purchased.
Please Note: The Claims Administrator, Class Counsel or the Court reserve the right to request additional information or documentation.
Spreadsheets, charts, tax forms, hand written information, and other documentation prepared by the claimant are not considered adequate supporting documentation.
9. How much will my payment be?
At this time, it is not possible to make any determination as to how much a Settlement Class Member may receive from the Settlement. After final approval of the Settlement by the Court and upon satisfaction of the other conditions to the Settlement, the Net Settlement Fund will be distributed to Authorized Claimants in accordance with the Plan of Allocation approved by the Court. Under the proposed Plan of Allocation, your share of the Net Settlement Fund will depend on: (1) the dates on which you acquired or sold your Citigroup common stock, (2) the number of shares acquired or sold and the price you paid or received, (3) the expense of administering the claims process, (4) any attorneys’ fees and expenses awarded by the Court, (5) interest income received and taxes paid by the Settlement Fund, (6) the number of eligible shares acquired by other Settlement Class Members who submit timely and valid Claim Form, and (7) the Recognized Losses of all other Authorized Claimants computed in accordance with the Plan of Allocation set out on pages 7-8 of the Notice.
10. What do I do if I do not want to be a part of this Settlement?
If you do not want to be part of the Settlement Class, you had the opportunity to exclude yourself from the Class. If you excluded yourself from the Class, you will not be eligible to receive any payment from the Settlement Fund. This was the only option that allows you ever to be part of any other lawsuit against any of the Defendants concerning the Released Claims. You could not exclude yourself by telephone or by email. To have excluded yourself from the Class, you had to have sent a signed letter by mail received no later than December 6, 2012, to the following address:
In re Citigroup Inc. Securities Litigation
EXCLUSIONS
c/o GCG
PO Box 9932
Dublin, Ohio 43017-5832
Under certain circumstances, some class members have received an extension of this deadline. Click here for more information.
Each Request for Exclusion must: (1) state the name, address and telephone number of the person or entity requesting exclusion; (2) state that such person or entity "requests exclusion from the Settlement Class in In re Citigroup Inc. Securities Litigation, No. 07 Civ. 9901 (S.D.N.Y.) (SHS)"; (3) state the date(s), price(s) and number of shares of Citigroup common stock that the person or entity requesting exclusion purchased or otherwise acquired and sold during the period of February 26, 2007 through and including July 17, 2008; (4) state the number of shares held at the start of the Class Period; (5) state the number of shares held through the close of trading on July 17, 2008; and (6) be signed by such person or entity requesting exclusion or an authorized representative. A Request for Exclusion shall not be valid and effective unless it provides all the information called for in this paragraph and is received within the time stated above, or is otherwise accepted by the Court.
11. Can I object to the Settlement?
Any Settlement Class Member who does not request exclusion may object to any aspect of the Settlement, the proposed Plan of Allocation or Lead Class Counsel’s request for an award of attorneys’ fees and reimbursement of Litigation Expenses. Objections must be in writing. You must file any written objection, together with copies of all other papers and briefs supporting the objection, with the Clerk’s Office at the United States District Court for the Southern District of New York at the address set forth below on or before December 21, 2012. Under certain circumstances, some class members have received an extension of this deadline. Click here for more information. You must also serve the papers on designated representative Lead Class Counsel and Defendants’ counsel at the addresses set forth below for their respective counsel so that the papers are received on or before December 21, 2012. Under certain circumstances, some class members have received an extension of this deadline. Click here for more information.
Clerk’s Office
Clerk of the Court
United States District Court
Southern District of New York
Daniel Patrick Moynihan United States Courthouse
500 Pearl Street
New York, NY 10007-1312
Re: In re Citigroup Inc. Securities Litigation,
Case No. 07 Civ. 9901 (SHS)
Defendants’ Counsel
Brad S. Karp, Esq.
Richard A. Rosen, Esq.
Susanna M. Buergel, Esq.
Jane B. O’Brien, Esq.
Asad Kudiya, Esq.
Paul, Weiss, Rifkind, Wharton & Garrison LLP
1285 Avenue of the Americas
New York, NY 10019
Lead Class Counsel
Peter S. Linden, Esq.
Ira M. Press, Esq.
Andrew McNeela, Esq.
Kirby McInerney LLP
825 Third Avenue
New York, NY 10022
Any objection: (1) must contain a statement of the Settlement Class Member’s objection or objections, and specific reasons for each objection, including any legal and evidentiary support the Settlement Class Member wishes to bring to the Court’s attention; and (2) must include documents sufficient to prove membership in the Settlement Class, including the number of shares of Citigroup common stock that the objecting Settlement Class Member purchased or otherwise acquired during the Class Period (February 26, 2007 through and including April 18, 2008, inclusive), as well as sales of such stock during the Class Period or thereafter through the close of trading on July 17, 2008, along with the dates and prices of each such purchase or other acquisition and sale or other disposition. You may not object to any aspect of the Settlement, the Plan of Allocation or the motion for attorneys’ fees and reimbursement of expenses if you exclude yourself from the Settlement Class or if you are not a member of the Settlement Class.
12. What happens if I do nothing at all?
If you do nothing, you will get no money from this Settlement. To share in the Net Settlement Fund you must submit a Claim Form. If you are a Settlement Class Member and you do not exclude yourself from the Settlement, you will be bound by the terms of the proposed Settlement described in the Notice once finally approved by the Court and you shall be forever barred from receiving payments pursuant to the Settlement but will in all other respects remain a Settlement Class Member and be subject to the provisions of the Stipulation and Agreement of Settlement, including the terms of any judgments entered and releases given. This means that each Settlement Class Member releases the Released Claims (as defined in paragraph 49 of the Notice) against the Citigroup Releasees (as defined in paragraph 49 of the Notice) and will be enjoined and prohibited from filing, prosecuting, or pursuing any of the Released Claims against any of the Defendants regardless of whether or not such Settlement Class Member submits a Claim Form.