IN RE WASHINGTON MUTUAL, INC. SECURITIES LITIGATION. This Document Relates to: ALL ACTIONS No. C08-387 MJP
ORDER APPROVING DISTRIBUTION PLAN
MARSHA J. PECHMAN, Chief District Judge.
Lead Plaintiff, on notice to Defendants' Counsel, moved this Court for an order approving a distribution plan for the Net Settlement Funds in the above-captioned class action (the "Action"), and the Court having considered all the materials and arguments submitted in support of the motion, including the Declaration of Jennifer M. Keough in Support of Lead Plaintiff's Motion for Approval of Distribution Plan (the "Keough Declaration"), submitted therewith;
NOW, THEREFORE, IT IS HEREBY ORDERED THAT:
1. This Order incorporates by reference the definitions in the Stipulation and Agreement of Settlement with Individual Officer and Director Defendants and with Washington Mutual, Inc. (ECF No. 874-1), the Stipulation and Agreement of Settlement with the Underwriter Defendants (ECF No. 874-2), and the Stipulation and Agreement of Settlement with Defendant Deloitte & Touche LLP (ECF No. 874-3) (collectively, the "Stipulations") and the Keough Declaration, and all terms used herein shall have the same meanings as set forth in the Stipulations or in the Keough Declaration.
2. This Court has jurisdiction over the subject matter of the Action and over all parties to the Action, including all Class Members.
3. Lead Plaintiff's plan for distribution of the Net Settlement Funds to Authorized Claimants is APPROVED. Accordingly,
(a) The administrative recommendations of the Court-approved Claims Administrator, The Garden City Group, Inc. ("GCG"), to accept the Timely Eligible Claims set forth in Exhibit B-1 to the Keough Declaration and the Late But Otherwise Eligible Claims set forth in Exhibit B-2 to the Keough Declaration, are adopted;
(b) The Claims Administrator's administrative recommendations to reject wholly ineligible Claims, as set forth in Exhibit B-3 to the Keough Declaration, are adopted;
(c) Rather than delay distribution to Authorized Claimants until the Claims-in-Process and Disputed Claims are fully resolved, any distribution to Claims-in-Process and Disputed Claims, to the extent they ultimately may be determined to be eligible to participate in the Settlements, shall await what is defined below as the "Claims-in-Process Distribution;"
(d) GCG is directed to conduct an initial distribution (the "Initial Distribution") of the Net Settlement Funds, after deducting the payments previously allowed and authorized herein, and after payment of any estimated taxes, the costs of preparing appropriate tax returns, and any escrow fees, as set forth in paragraph 51(b) of the Keough Declaration. Specifically, as set forth in paragraph 51(b) of the Keough Declaration, (1) any Authorized Claimant whose Distribution Amount calculates to less than $20.00 shall not receive any payment from the Net Settlement Funds; (2) Authorized Claimants whose calculated Distribution Amount (after removing from the calculation all Claims that fall under the $20.00 minimum payment threshold) is less than $100 shall be paid their full Distribution Amount ("Claims Paid in Full") and shall not be eligible for payment in subsequent distributions of the Net Settlement Funds; and (3) after deducting the payments to the Claims Paid in Full, 95% of the remaining balance of the Net Settlement Funds shall be distributed on a pro rata basis to Authorized Claimants whose calculated Distribution Amount (after removing from the calculation all Claims that fall under the $20 minimum payment threshold) is $100 or more, with the remaining 5% held in reserve (the "Reserve") to address any contingencies that may arise, including the payment of any Claims-in-Process and Disputed Claims that ultimately may be determined to be eligible to participate in the Settlements;
(e) In order to encourage Authorized Claimants to cash their checks promptly, and to avoid or reduce future expenses relating to unpaid checks, all Initial Distribution checks (and Claims-in-Process Distribution checks issued pursuant to subparagraph (g) below) shall bear the following notation: "CASH PROMPTLY. VOID AND SUBJECT TO RE-DISTRIBUTION IF NOT CASHED BY [DATE 120 DAYS AFTER ISSUE DATE]." Lead Counsel and GCG are authorized to take appropriate action to locate and/or contact any Authorized Claimant who has not cashed his, her, or its check within said time as detailed in paragraph 51(b)(7) of the Keough Declaration;
(f) Authorized Claimants who do not cash their Initial Distribution checks (or, as applicable, Claims-in-Process Distribution checks) within the time allotted or on the conditions set forth in paragraph 51(b)(7) of the Keough Declaration shall irrevocably forfeit all recovery from the Settlements, and the funds allocated to all such stale-dated checks shall be available to be redistributed to other Authorized Claimants in the Second Distribution of the Net Settlement Funds described below. Similarly, Authorized Claimants who do not cash subsequent distributions within the time allotted or on the conditions set forth in paragraph 51(b)(7) of the Keough Declaration shall irrevocably forfeit any further recovery from the Net Settlement Funds;
(g) When GCG has completed the processing of the Claims-in-Process and Disputed Claims, Lead Plaintiff shall move the Court for approval of GCG's determinations with respect to those Claims; and upon entry of an order approving Claims-in-Process and/or Disputed Claims for payment (if any), GCG shall make a distribution to any Claimants whose Claims-in-Process or Disputed Claims are accepted for payment that will bring them into parity with the Claimants approved for payment pursuant to this Order (the "Claims-in-Process Distribution");
(h) After GCG has made reasonable and diligent efforts to have Authorized Claimants cash their Initial Distribution and Claims-in-Process Distribution checks (as set forth in paragraph 51(b)(7) of the Keough Declaration), but no earlier than one (1) year after the Claims-in-Process Distribution, GCG shall conduct a second distribution (the "Second Distribution") of the Net Settlement Funds, pursuant to which any amounts remaining in the Net Settlement Funds after the Initial Distribution and the Claims-in-Process Distribution (including the Reserve and the funds for all void stale-dated checks), after deducting GCG's fees and expenses incurred in connection with administering the Settlements for which it has not yet been paid (including the costs of the Claims-in-Process Distribution and the estimated costs of such Second Distribution), and after payment of any estimated taxes, the costs of preparing appropriate tax returns, and any escrow fees, ...