- Why Did I Receive A Notice Package?
You or someone in your family may have purchased or acquired BancorpSouth common
stock between April 23, 2009 and July 22, 2010, inclusive.
The Court sent you a Notice because you have a right to know about a proposed settlement
of a class action lawsuit, and about all of your options, before the Court decides
whether to approve the Settlement. If the Court approves the Settlement and after
any objections or appeals are resolved, the Claims Administrator appointed by the
Court will make the payments that the Settlement allows.
This Notice Package you received explains the lawsuit, the Settlement, your legal
rights, what benefits are available, who is eligible for them, and how to get them.
The Court in charge of the case is the United States District Court for the Middle
District of Tennessee, and the case is known as Winslow v. BancorpSouth, Inc., et
al., Civil Action No. 3:10-cv-00463. The individual who sued is called the Lead
Plaintiff, and the company and individuals he sued, BancorpSouth, Aubrey B. Patterson,
Jr., James V. Kelley, William L. Prater, and Gregg Cowsert, are called the Defendants
- I Have Not Received A Notice Package. How can I get one?
If you have not received a Notice Package and have purchased or acquired BancorpSouth
common stock between April 23, 2009 and July 22, 2010, inclusive, please call Gilardi
& Co. LLC, the Claims Administrator, at (888) 212-8296, or email
firstname.lastname@example.org and request a Notice Package be sent to you.
- What Is This Lawsuit About?
This case was brought as a class action alleging that Defendants made false and
misleading statements about the operations and financial results of BancorpSouth’s
lending business, including adequacy of its loan loss reserves and the purported
strength of its borrowing standards, loan controls, and credit quality. Lead Plaintiff
contends that the Defendants violated the federal securities laws by knowingly and
recklessly understating BancorpSouth’s provision for credit losses in its financial
statements (including its reserves for delinquent loans and charge-offs for non-performing
loans) during the Settlement Class Period and that it misrepresented the nature
and strength of its internal controls for evaluating and setting those reserves.
Lead Plaintiff asserts that as a result of these and other actions, the market price
of BancorpSouth’s common stock was artificially and improperly inflated between
April 23, 2009 and July 22, 2010 and that Settlement Class Members overpaid for
BancorpSouth common stock purchased during this time period.
- How Do I Know if I Am Part of the Settlement?
The Settlement Class includes all purchasers or acquirers of BancorpSouth common
stock during the Settlement Class Period, which is between April 23, 2009 and July
22, 2010, inclusive. If you would like for us to determine your eligibility please
fill out and submit a claim form with supporting documentation.
- What Does the Settlement Provide?
Defendants directors’ and officers’ liability insurers have agreed to pay $29,250,000
in cash in settlement of this matter. The balance of this fund after payment of
Court-approved attorneys’ fees and expenses and the costs of claims administration,
including the costs of printing and mailing this Notice and the cost of publishing
newspaper notice (the “Net Settlement Fund”) will be divided among all eligible
Settlement Class Members who send in valid claim forms.
- How Much Will My Payment Be?
Your share of the Net Settlement Fund will depend on the number of valid claim forms
that Settlement Class Members send in and the number of shares of BancorpSouth common
stock you purchased or acquired during the relevant period and when you bought and
sold them. Please refer to page 4 of the Notice of Pendency and Proposed Settlement
of Class in section 9 that describes in detail the Plan of Allocation and how your
claim will be calculated.
- How Will I Obtain a Payment?
To qualify for payment, you must be an eligible Settlement Class Member, send in
a timely and valid claim form, and properly document your claim as requested in
the claim form. A claim form is enclosed with this Notice. Read the instructions
carefully, fill out the form, include all the documents the form asks for, sign
it, and mail it in the enclosed envelope postmarked no later than November 20, 2012.
- If I Am An Employee Do I Need To Submit a Claim Form?
The Trustee of the 401k Plan will be filing a claim on behalf of Plan Participants.
If you acquired your shares through the 401k Plan you do not need to submit a claim.
However, if you purchased BancorpSouth outside of you 401k between April 23, 2009
and July 22, 2010, inclusive, you will need to file a claim on your own behalf for
these additional transactions.
- Do I need to include "Proof of Authority to File"?
If you are the direct claimant or beneficial owner in a matter, you do not need
to provide proof of authority to file. If you are filing on behalf of another party
you must include your proof of authority to file on their behalf.
- What should I do if I have more transactions or other relevant data
than will fit on the claim form?
Please make copies of the necessary page(s) of the claim form, write the additional
transactions/data on the copied page(s) and initial each page. Incomplete Proof
of Claim forms may be returned to the claimant with a letter of explanation.
- What do I do if I don't have the type of documentation/proof requested
by the Proof of Claim?
You can file a claim without the requested documentation. We will contact you via
letter if we find that your claim is deficient. You will have a period of time to
correct your claim form. If you do not correct your claim form, it may be rejected
and you will not be able to participate in the settlement fund.
- Is my distribution taxable?
The tax treatment of any distribution varies based on the nature of the settlement,
the claimant's tax status and the treatment of the claimant's investments/activity
underlying the claim. You should consult your tax advisor to determine the tax consequence,
if any, regarding the distribution you receive. Please note that the Internal Revenue
Service has issued regulations under Internal Revenue Code Section 468B which provide
"Whether a distribution to a claimant is included in the claimant's gross income
is generally determined by reference to the claim in respect of which the distribution
is made and as if the distribution were made directly by the transferor."
- Where do I send my claim form?
Please send your completed and signed claim form to the following address:
BancorpSouth Securities Litigation
c/o Gilardi & Co. LLC
P.O. Box 8040
San Rafael, CA 94912-8040
- What if I have additional questions?
If you have any additional questions, please contact Gilardi & Co. LLC, the Claims
Administrator, toll-free at (888) 212-8296, by email
email@example.com, or by
writing to the address listed above in question 13.