Class Action Filed Over Anthem Demutualization
22 February 2006 Attorney Dennis P. Barron announces aclass action lawsuit was filed on January 31, 2006, on behalf of formermembers of Anthem Insurance Companies, Inc. ("Anthem Insurance") whoreceived cash compensation in or about December 2001 when Anthem Insuranceconverted from a mutual to a stock insurance company. The conversion tookplace on November 2, 2001. The class action lawsuit alleges violations ofthe Securities Exchange Act of 1934 and Indiana statutes, breach offiduciary duty and contract, unjust enrichment and negligence. The action, captioned Cescato v. Anthem, Inc., No. 1:05-CV-01908, ispending in the United States District Court for the Southern District ofIndiana, Indianapolis Division against Defendants, Anthem, Inc. ("Anthem"),Anthem Insurance and Goldman, Sachs & Co. The case has been assigned toJudge David F. Hamilton. The suit alleges Defendants made material misrepresentations and omittedmaterial facts in documents sent to members who approved the conversion.To raise the cash needed to compensate former members for their interests,Anthem stock was sold in an initial public offering ("IPO") on October 30,2001. Defendants reduced the price at which the IPO shares would beoffered in order to sell almost twice as many shares as had beenrepresented would be sold, thus raising almost twice as much cash.Defendants then allegedly took advantage of the cash compensation defaultmechanism in the Plan of Conversion and prevented hundreds of thousands ofmembers from becoming Anthem shareholders. Defendants allegedly devisedthe scheme to save costs and avoid complexities associated with a largeshareholder population. Since the cash compensation paid to former memberswas tied to the allegedly depressed IPO share price, all former members whowere paid cash are alleged to have received inadequate compensation. Inaddition, Anthem and Anthem Insurance allegedly misinformed former membersthat the entire cash compensation was taxable capital gain income. If you received cash compensation and sustained damages, you may, no laterthan April 21, 2006, request that the Court appoint you as lead plaintiff.A lead plaintiff is a representative party who acts on behalf of otherclass members in directing the litigation. In order to be appointed leadplaintiff, the Court must determine that the class member's claim istypical of claims of other class members, and that the class member willadequately represent the class. Under certain circumstances, one or moreclass members may serve together as "lead plaintiff." Your ability toshare in any recovery is not, however, affected by the decision of whetheror not to serve as lead plaintiff. To contact the Court, the mailing address is United States District Courtfor the Southern District of Indiana, Indianapolis Division, 105 E. OhioSt., Indianapolis, IN 46204. The phone number is (317) 229-3700 and websiteis www.insd.uscourts.gov. If you wish to discuss this action or have any questions concerning thisnotice or your rights and interests with regard to this case, you maycontact Dennis P. Barron at (513) 871-2369 or you may contact other counselof your choice. CONTACT:Dennis P. Barron(513) 871-2369 SOURCE: Attorney Dennis P. Barron
Source: marketwire
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