Bernstein Litowitz Berger & Grossmann LLP Announces Notice of Pendency and Proposed Settlement of Stockholder Class Action Involving Former Holders of Santander Consumer USA Holdings Inc. Common Stock

WILMINGTON, Del., Oct. 30, 2024 /PRNewswire/ -- 

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

SUMMARY NOTICE OF PENDENCY AND PROPOSED
SETTLEMENT OF STOCKHOLDER CLASS ACTION,
SETTLEMENT HEARING, AND RIGHT TO APPEAR

PLEASE READ THIS SUMMARY NOTICE CAREFULLY.  YOUR RIGHTS WILL BE AFFECTED BY A STOCKHOLDER CLASS ACTION PENDING IN THIS COURT.

YOU ARE HEREBY NOTIFIED, pursuant to an Order of the Court of Chancery of the State of Delaware (the "Court"), that the above-captioned stockholder class action (the "Action") has been certified as a class action on behalf of the Class defined above. 

YOU ARE ALSO NOTIFIED that (i) plaintiffs The Liverpool Limited Partnership and Elliott International L.P. (together, "Lead Plaintiffs"), on behalf of themselves and all other members of the Court-certified Class; (ii) additional plaintiffs Lycoming County Employees' Retirement System and Central Laborers' Pension Fund (with Lead Plaintiffs, "Plaintiffs"); and (iii) defendants SHUSA, Banco Santander, S.A., Homaira Akbari, Juan Carlos Alvarez de Soto, Leonard Coleman Jr., Stephen A. Ferriss, Victor Hill, Edith E. Holiday, Javier Maldonado, and Mahesh Aditya (together, "Defendants") have reached a proposed settlement of the Action for $162,500,000.00 (U.S. Dollars) in cash (the "Settlement").  The terms of the Settlement are stated in the Stipulation.  If approved by the Court, the Settlement will resolve all claims in the Action.

Absent further order of the Court, a hearing (the "Settlement Hearing") will be held on December 17, 2024, at 11:00 a.m., before The Honorable Lori W. Will, Vice Chancellor, either in person at the Court of Chancery of the State of Delaware, New Castle County, Leonard L. Williams Justice Center, 500 North King Street, Wilmington, DE 19801, or remotely by telephone or videoconference (in the discretion of the Court), to, among other things: (i) determine whether the proposed Settlement should be approved as fair, reasonable, and adequate to Plaintiffs and the other Class Members; (ii) determine whether the proposed Order and Final Judgment approving the Settlement, dismissing the Action with prejudice, and granting the Releases provided under the Stipulation should be entered; (iii) determine whether the proposed Plan of Allocation of the Net Settlement Fund is fair and reasonable, and should therefore be approved; (iv) determine whether and in what amount any award of attorneys' fees and Litigation Expenses ("Fee and Expense Award") to Plaintiffs' Counsel should be paid out of the Settlement Fund, including any incentive awards ("Incentive Awards") to Plaintiffs to be paid solely from any Fee and Expense Award to Plaintiffs' Counsel; (v) hear and rule on any objections to the Settlement, the Plan of Allocation, and/or Plaintiffs' Counsel's application for a Fee and Expense Award, including any Incentive Awards to Plaintiffs; and (vi) consider any other matters that may properly be brought before the Court in connection with the Settlement.

Any updates regarding the Settlement Hearing, including any changes to the date, time, or format of the hearing or updates regarding remote or in-person appearances at the hearing, will be posted to the Settlement website, www.SCUSAStockholdersLitigation.com.

If you are a member of the Class, your rights will be affected by the pending Action and the Settlement, and you may be entitled to share in the Net Settlement Fund.  If you have not yet received the Notice, you may obtain a copy of the Notice by contacting the Settlement Administrator by mail at SCUSA Stockholders Litigation, c/o A.B. Data, Ltd., P.O. Box 173133, Milwaukee, WI  53217; by telephone at 877-883-9956; or by email at [email protected].  A copy of the Notice can also be downloaded from the Settlement website, www.SCUSAStockholdersLitigation.com.

If the Settlement is approved by the Court and the Effective Date occurs, the Net Settlement Fund will be distributed on a pro rata basis to Eligible Class Members in accordance with the proposed Plan of Allocation stated in the Notice or such other plan of allocation as is approved by the Court.  Pursuant to the proposed Plan of Allocation, each Eligible Class Member will be eligible to receive a pro rata payment from the Net Settlement Fund equal to the product of (i) the number of Eligible Shares held by the Eligible Class Member and (ii) the "Per-Share Recovery" for the Settlement, which will be determined by dividing the total amount of the Net Settlement Fund by the total number of Eligible Shares held by all Eligible Class Members.  As explained in further detail in the Notice, pursuant to the Plan of Allocation, payments from the Net Settlement Fund to Eligible Class Members will be made in the same manner in which Eligible Class Members received payment for their shares of SCUSA common stock upon the Closing of the Acquisition.  Eligible Class Members do not have to submit a claim form to receive a payment from the Settlement.

Any objections to the proposed Settlement, the proposed Plan of Allocation, or Plaintiffs' Counsel's application for an award of attorneys' fees and expenses must be filed with the Register in Chancery in the Court of Chancery of the State of Delaware and delivered to Lead Counsel and Defendants' Counsel such that they are received no later than December 2, 2024, in accordance with the instructions set forth in the Notice.

Please do not contact the Court or the Office of the Register in Chancery regarding this Summary Notice.  All questions about this Summary Notice, the proposed Settlement, or your eligibility to participate in the Settlement should be directed to the Settlement Administrator or Lead Counsel.

Requests for the Notice should be made to the Settlement Administrator:

SCUSA Stockholders Litigation
c/o A.B. Data, Ltd.
P.O. Box 173133
Milwaukee, WI  53217 

Telephone:  877-883-9956
Email:  [email protected] 
Website:  www.SCUSAStockholdersLitigation.com

Inquiries, other than requests for the Notice, should be made to Lead Counsel:

Edward Timlin
Bernstein Litowitz Berger
& Grossmann LLP
1251 Avenue of the Americas
44th Floor
New York, NY 10020

Telephone:  800‑380‑8496
Email:  [email protected] 

BY ORDER OF THE COURT
OF CHANCERY OF THE
STATE OF DELAWARE

SOURCE Bernstein Litowitz Berger & Grossmann LLP