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Am I being sued? |
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No, you are not. |
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What is this litigation about? |
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Lead Plaintiff alleged that from August 4, 2000 to August 8, 2001, Defendants publicly misrepresented the prospects for Bayer’s cholesterol-lowering drug, Baycol, while failing to disclose serious health risks, which led Bayer to withdraw Baycol on August 8, 2001.
The litigation also alleged that from August 8, 2001 to February 21, 2003, Bayer misrepresented its prior knowledge of Bayer’s danger and understated its potential liability for claims from users and purchasers of Baycol.
Lead Plaintiff claimed that as a result of these alleged material misrepresentations and omissions, the market price of Bayer securities was artificially inflated during the Class Period and that the market price for Bayer securities fell following publication of an article in the New York times concerning Baycol on February 22, 2003, causing investors to incur losses due to violations of the federal securities laws.
Defendants deny and continue to deny that they have committed any act or omission giving rise to any liability or violation of law. There has been no trial of this Litigation, and there have been no findings of liability or fault.
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Why is the Action a Class Action? |
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This is a Class Action because Lead Plaintiff sued on behalf of others who purchased Bayer AG ordinary shares or ADRs during the Class Period. The Court will resolve the issues for all Settlement Class Members, except for those who exclude themselves from the Settlement Class. |
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Why is there a settlement? |
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Lead Counsel and Lead Plaintiff recommend the Settlement to the Settlement Class, based on their evaluation of the claims asserted, the procedural posture of the Action, the evidence developed and the damages that might be proven by the Settlement Class. Lead Plaintiffs have agreed to settle the claims raised in the Action pursuant to the terms and provisions of the Stipulation and Agreement of Settlement after considering the substantial benefit to the Class compared to the expense and difficulties of litigating the Action. |
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How do I know if I am part of the Settlement? |
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Under the Settlement, you are a Class Member if you purchased between August 4, 2000 through and including February 21, 2003 ordinary shares of Bayer AG on the U.S. over –the-counter market, purchased ADRs on the New York Stock Exchange, or purchased ordinary shares or ADRs on any other stock exchange AND you were a resident or citizen of the United States at the time of purchase.
Excluded from the Settlement are the Defendants, their subsidiaries, affiliates or any entity in which any Defendant has a controlling interest, their officers and directors, and the immediate family members or the Individual Defendants. Please refer to the Notice for full details regarding participation in the Settlement. |
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What if I am still not sure if I am included in the Class? |
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If you are still not sure whether you are included, you can call 1-877-797-5732 for more information. Or you can fill out and return the Proof of Claim Form to see if you qualify. |
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What should I do? |
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We cannot offer any advice as to what you should do. You have four options:
First, you may submit a Proof of Claim Form. This is the only way to participate in the Settlement. You must complete and mail your Proof of Claim Form, along with appropriate supporting documentation to the Claims Administrator, at
In re Bayer AG Securities Litigation
Analytics, Inc.
P.O. Box 2003
Chanhassen, MN 55317
Your Claim Form must be postmarked no later than November 25, 2008.
Second, you can exclude yourself. If you exclude yourself from the Class, you will not be bound by any judgment in this Action, nor will you be entitled to share in the recovery in the Action. If you wish to exclude yourself, you must mail a request for exclusion to the Claims Administrator at:
In re Bayer AG Securities Litigation
Analytics, Inc.
P.O. Box 2003
Chanhassen, MN 55317
Your exclusion request must be postmarked no later than August 20, 2008.
Third, you may object to the Settlement. A notice of intention to appear must be accompanied by a statement of the position to be asserted and the bases for objection, together with satisfactory proof of Class membership, and must be served upon the Lead Counsel for Plaintiff and counsel for Defendants not later than August 20, 2008.
Finally, you may do nothing. If you do nothing, you will be bound by the terms of the Settlement, but will not receive a payment from the Settlement.
For additional details regarding your rights and options, please refer to the Notice.
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What type of supporting documentation is acceptable? |
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There are several documents that you may use to appropriately show proof of your purchases, sales, and holdings when filing your claim. This list includes: brokerage statements, transaction confirmation slips, and some tax documents received from your brokerage firm that clearly shows the dates, quantities, and prices of said transactions or holdings. The documentation should also clearly show identifying information that would link that document to the claimant. For assistance in obtaining these documents, please talk with your brokerage firm. We will not accept your claim form without valid documentation. |
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How much will I receive? |
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The Settlement will create a fund consisting of $18,500,000 in cash plus accrued interest. The Settlement fund will be used for the settlement of the Action, the payment of taxes, settlement administration costs, and attorney’s fees and expenses.
Your actual recovery will be affected by the number of claims filed, the number of shares you bought and if and when you sold your shares. Please refer to the Plan of Allocation in the Notice for additional details regarding calculation of your Recognized Loss.
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Should I get my own lawyer? |
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You do not have to hire your own lawyer because class counsel is working on your behalf. If you want your own lawyer, you may hire one at your own expense. |
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What is the Settlement Fairness Hearing? |
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The Court will hold a Fairness Hearing on September 26, 2008 at 2:00 p.m. in Courtroom 11D of the U.S. Courthouse, 500 Pearl Street, New York, New York. At the Fairness Hearing, the Court will consider: (i) whether the proposed Settlement is fair, reasonable and adequate, and (ii) if the Settlement is approved (a) whether the Plan of Allocation is fair and reasonable and should be approved and (b) whether to approve Lead Counsel’s request for attorneys’ fees and expenses and Lead Plaintiff’s request for reimbursement of out-of-pocket expenses. If there are objections, the Court will consider them at the Settlement Fairness Hearing. At or after the Fairness Hearing, the Court will decide whether to approve the Settlement.
We do not know how long these decisions will take, so please be patient.
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Do I have to attend the Settlement Hearing? |
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No. Lead Counsel will answer any questions the Court may have and a representative of Lead Plaintiff will attend the hearing. Class Members do not need to appear at the hearing or take any other action to indicate their approval. However you are welcome to attend at your own expense. |
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Where can I get more information? |
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| You can call the Claims Administrator toll free at 1-877-797-5732, or write to:
Bayer AG Securities Litigation Settlement
c/o Analytics, Incorporated Claims Administrator
P. O. Box 2003
Chanhassen, MN 55317-2003
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