In Re Deutsche Bank AG Securities Litigation

Background

The case is a securities class action brought by Class Plaintiffs Norbert G. Kaess and Maria Farruggio against Deutsche Bank AG, the DB Defendants, and the Underwriter Defendants. The claims concern alleged misrepresentations and omissions in offering materials for Deutsche Bank trust preferred securities issued in several offerings. The surviving claims involved the November 2007 and February 2008 offerings and allegations concerning Items 303 and 503 of Regulation S-K. The court had certified a class, discovery had concluded, and Defendants had filed a motion for summary judgment before the parties agreed to settle.

The parties entered into a settlement stipulation on November 11, 2019. The proposed settlement would establish an $18.5 million cash fund. After deductions for taxes, notice and administration costs, and any attorneys’ fees and expenses approved by the court, the remaining fund would be distributed under a proposed allocation plan to eligible class members who submit valid claims. The notice estimated average distributions of roughly $1.44 per share for the 7.35% preferred securities and $0.24 per share for the 7.60% preferred securities, but stated that actual recoveries could differ.

Order

Judge Gregory H. Woods preliminarily approved the settlement as fair, reasonable, and adequate to class members, subject to further consideration at a settlement hearing. The order did not grant final approval, enter the proposed judgment, or finally dismiss the complaint. It scheduled the settlement hearing for June 11, 2020, at 4:30 p.m. Eastern Time, to consider final approval of the settlement, the proposed allocation plan, attorneys’ fees and expenses, class-representative expenses, and whether to enter judgment dismissing the complaint on the merits and with prejudice.

Notice and Class Procedures

The court approved the form and method of notice, finding that the proposed notice met the requirements of Rule 23 of the Federal Rules of Civil Procedure, the Private Securities Litigation Reform Act, and due process. It appointed Gilardi & Co. LLC as claims administrator and directed that notice and claim forms be mailed to identifiable class members within 14 calendar days after entry of the order. A summary notice was also to be published in the national edition of The Wall Street Journal and through Business Wire.

Class members seeking payment had to submit a valid proof of claim by the deadline specified in the order, generally 90 calendar days after the notice date. A class member who did not timely submit a claim would be barred from sharing in the settlement fund unless the court ordered otherwise, but would generally remain bound by the settlement terms and any eventual judgment unless the member timely requested exclusion. The order set May 21, 2020, as the deadline for requests for exclusion and objections. Class members who did not timely object would waive objections to the settlement, allocation plan, and fee applications under the order.

Other Provisions

The order stayed all proceedings except those needed to implement the settlement or comply with the stipulation. Pending final approval, class plaintiffs and class members were barred from starting or pursuing actions against released persons asserting released claims. Settlement funds remained subject to the court’s jurisdiction, and the court retained jurisdiction over matters connected with the settlement.

The attached notice and claim-form exhibits contain references to a different docket suffix and identify Judge Deborah A. Batts. The operative order itself is captioned with docket suffix GHW-RWL, is dated February 26, 2020, and is signed by Gregory H. Woods; this summary relies on the operative order and the supplied case metadata.