In re Signet Jewelers Limited Securities Litigation

Court: United States District Court for the Southern District of New York
Case Number: 1:16-cv-06728 (CM)
Judge: Hon. Colleen McMahon
Class Period: 08/29/2013 - 05/25/2017
Case Contacts: John Rizio-Hamilton, Rebecca E. Boon, Michael Mathai, Brenna Nelinson, Matthew Traylor

This securities fraud class action (the “Action”) asserts claims pursuant to Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 against Defendants seeking to recover for their fraudulent course of conduct that artificially inflated the price of Signet Jewelers Limited (“Signet” or the “Company”) common stock during the period from August 29, 2013 to May 25, 2017 (the “Class Period”).

Lead Plaintiff Has Reached a Proposed Settlement of the Action

Lead Plaintiff, the Public Employees’ Retirement System of Mississippi (“Lead Plaintiff”), on behalf of itself and the Court-certified Class (defined below), has reached a proposed settlement of the Action for $240,000,000 in cash that, subject to final approval by the Court, will resolve all claims in the Action (the “Settlement”). If the Settlement receives final approval from the Court, and the Effective Date occurs, the Net Settlement Fund (i.e., the Settlement Amount, plus any and all interest earned thereon, less court-awarded attorneys’ fees and Litigation Expenses, Notice and Administration Costs, any required Taxes, and any other fees or costs approved by the Court) will be distributed in accordance with a plan of allocation that will be approved by the Court and will determine how the Net Settlement Fund shall be allocated to Class Members. The proposed plan of allocation (the “Plan of Allocation”) is set forth in paragraphs 55-75 of the Notice.

The Settlement Fairness Hearing set by the Court to consider final approval of the Settlement, the proposed Plan of Allocation, and Lead Counsel's motion for attorneys' fees and expenses is scheduled to be held before the Court on July 21, 2020 at 4:00 p.m. Please Note: The date and time of the Settlement Fairness Hearing may change without further written notice to the Class. In addition, the recent outbreak of the Coronavirus (COVID-19) is a fluid situation that creates the possibility that the Court may decide to conduct the Settlement Fairness Hearing by video or telephonic conference, or otherwise allow Class Members to appear at the hearing by phone, without further written notice to the Class. In order to determine whether the date and time of the Settlement Fairness Hearing have changed, or whether Class Members must or may participate by phone or video, it is important that you continue to check this website before making any plans to attend the Settlement Fairness Hearing. Any updates regarding the Settlement Fairness Hearing, including any changes to the date or time of the hearing or updates regarding in-person or telephonic appearances at the hearing, will be posted to this website. Also, if the Court requires or allows Class Members to participate in the Settlement Fairness Hearing by telephone, the phone number for accessing the telephonic conference will be posted to this website.

If you are a member of the Class, your rights will be affected and you may be eligible for a payment from the Settlement.

The Class consists of:

all persons and entities who purchased or otherwise acquired Signet common stock during the period from August 29, 2013 to May 25, 2017 (the “Class Period”) and who were allegedly damaged thereby (the “Class”), except for certain persons and entities who are excluded from the Class by definition as set forth in paragraph 28 of the Notice.

Please read the Notice to fully to understand your rights and options. Copies of the Notice and Claim Form can be found on the Case Documents page. You may also visit the Settlement website, www.SignetSecuritiesLitigation.com, for more information about the Settlement.

If you are a member of the Class, in order to be potentially eligible to receive a payment from the Settlement, you must submit a Claim Form with adequate supporting documentation postmarked no later than August 28, 2020.

Payments to eligible claimants will be made only if the Court approves the Settlement and a plan of allocation, and only after any appeals are resolved, and after the completion of all claims processing. Please be patient, as this process will take some time to complete.

IMPORTANT DATES AND DEADLINES

August 28, 2020

Claim Filing Deadline. Claim Forms must be postmarked no later than August 28, 2020 to be eligible for a payment from the Settlement.

June 30, 2020

Exclusion Deadline. To exclude yourself from the Class, you must submit a written request for exclusion so that it is received no later than June 30, 2020, in accordance with the instructions in the Notice.

June 30, 2020

Objection Deadline. Any objections to the proposed Settlement, the proposed Plan of Allocation, and/or the motion for attorneys’ fees and expenses, must be received no later than June 30, 2020, in accordance with the instructions in the Notice.

July 21, 2020 at 4:00 P.M.

Settlement Fairness Hearing.  The Settlement Fairness Hearing will be conducted on July 21, 2020 at 4:00 p.m. Eastern Time, before the Honorable Colleen McMahon.  The Settlement Fairness Hearing will be held by the Court to consider, among other things, whether the proposed Settlement is fair, reasonable, and adequate and should be approved; whether the proposed Plan of Allocation is fair and reasonable and should be approved; and whether Lead Counsel’s motion for attorneys’ fees and expenses should be approved.  


Background

Signet is the world’s largest retailer of diamond jewelry. It operates thousands of jewelry stores in North America and the United Kingdom under well-known trademarks including “Kay,” “Jared,” “Zales,” “J.B. Robinson,” and “Peoples.” The action alleges that, throughout the Class Period, Signet and its senior officers made a series of materially misleading statements and omissions about (i) the strength of its in-house customer financing credit portfolio, and (ii) a culture of severe sexual harassment at the Company.

Specifically, throughout the Class Period, Signet falsely touted the Company’s financial strength by repeatedly representing that its credit portfolio was a key strategic advantage for the Company, that was very “conservatively managed,” including with “stringent” underwriting practice. However, after years of maintaining these assurances, Signet suddenly revealed in mid-2016 that it had begun a strategic review of its credit portfolio, and worse, had solicited offers to sell the entire credit book. In May 2017, Signet revealed, for the first time, that 45% of portfolio consisted of subprime loans. As a result of these unexpected disclosures, the price of the Company’s stock plummeted, causing substantial investor losses.

Separately, Signet has been defendant in a class action arbitration, pending since 2008, alleging gender discrimination. Signet never fully disclosed the extent of its misconduct, and always downplayed its alleged misconduct as involving only allegations of gender discrimination concerning store-level employment practices. In truth, Signet was rife with systemic sexual harassment that pervaded the Company at all levels, and which was condoned and exemplified by the behavior of its former CEO, who personally participated in harassing and discriminatory activities. When documents making these facts clear were released in February 2017 and reported on by the Washington Post, Signet’s stock plummeted, causing additional losses.

On July 27, 2017, the Public Employees’ Retirement System of Mississippi was appointed Lead Plaintiff in the Action against Signet and its senior officers, and BLB&G was appointed Lead Counsel. Lead Plaintiff filed the Fifth Amended Complaint on March 22, 2018. On March 30, 2018, Defendants moved to dismiss the Fifth Amended Complaint; briefing on Defendants motion was completed on April 13, 2018; and on November 26, 2018, the Court denied Defendants’ motion to dismiss.

On March 15, 2019, Lead Plaintiff filed its motion for class certification. On July 10, 2019, the Court granted Lead Plaintiff’s motion for class certification, in part, and certified a class of investors in Signet stock from August 29, 2013 to May 25, 2017.

On July 24, 2019, Defendants filed a petition for appeal to the Second Circuit pursuant to Federal Rule of Civil Procedure 23(f) based on the Court’s class certification decision. Lead Plaintiff opposed that petition on August 5, 2019. The Second Circuit granted Defendants’ petition on November 19, 2019.

On March 16, 2020, Lead Plaintiffs and Defendants entered into the Stipulation and Agreement of Settlement setting forth the terms and condition of the proposed Settlement of the Action for $240 million in cash. On March 26, 2020, Lead Plaintiff filed its motion for preliminary approval of the Settlement with the Court. The Court granted Lead Plaintiff’s motion on April 14, 2020. A final settlement hearing is scheduled for July 21, 2020.

 

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