Petrokazakhstan Inc. Securities Litigation Notice of Class Actions and Proposed Settlement
This notice is to all Persons (as defined below), resident in Canada or elsewhere, who sold common shares of PetroKazakhstan Inc. ("PKZ") during the period from and including June 17, 2005 to and including August 12, 2005 ("Class Period"), other than Excluded Persons (as defined below) ("Class Members").
Read this notice carefully as it may affect your legal rights.
Class Actions Commenced in Ontario and Alberta Have Been Settled
LONDON, ON, Aug. 30 /PRNewswire/ - In 2007, class actions were commenced in Ontario and Alberta against 1000128 Alberta Ltd., CNPC International (Canada) Ltd., China National Oil and Gas Exploration and Development Corp., CNPC International Ltd. and China National Petroleum Corporation (the "Defendants"). The Plaintiffs in the actions allege that the Defendants engaged in insider trading and "tipping" relating to the common shares of PKZ and participated in an unlawful conspiracy to engage in insider trading and "tipping" relating to the common shares of PKZ, contrary to statutory and common law.
The parties in the class actions have reached a proposed settlement subject to obtaining the approval of the courts in Ontario and Alberta. The Settlement Agreement provides that the Defendants will pay CDN$9,990,000 (the "Settlement Amount") in full and final settlement of all claims, including class counsel fees, disbursements, taxes and administration expenses in return for releases and a dismissal of the class actions.
The settlement is a compromise of disputed claims and is not an admission of liability, wrongdoing or fault on the part of any of the Defendants, all of whom have denied, and continue to deny, the allegations against them.
Settlement Approval Motions Will Be Held in Ontario and Alberta
The Settlement Agreement must be approved by the courts in Ontario and Alberta before it can be implemented. Class Members may, but are not required to, attend at the settlement approval motions which will be held:
1. In Ontario: on Friday, October 22, 2010 at 10:00 a.m. at the London Courthouse, 80 Dundas St., London, Ontario; and 2. In Alberta: on Thursday, October 28, 2010 at 3:30 p.m. at the Law Courts, 1A Sir Winston Churchill Square, Edmonton, Alberta.
If the Settlement Agreement is approved, another notice to Class Members will be published which will provide instructions on how to make a claim to receive compensation from the settlement amount and how to opt out of the class if the Class Member does not wish to share in, or be bound by, the settlement.
Class Members who do not oppose the proposed settlement do not need to appear at any of the hearings or take any other action at this time to indicate their desire to participate in the proposed settlement.
Class Counsel Fees and Administrative Expenses
In addition to seeking the courts' approval of the Settlement Agreement, Class Counsel (as identified below) will seek the courts' approval of their legal fees not to exceed 25% of the Settlement Amount, plus disbursements and applicable taxes ("Class Counsel Fees"). Class Counsel will also seek appointment of an Administrator for the Settlement Agreement whose fees, together with any other amounts incurred or payable relating to approval, notification, implementation and administration of the Settlement ("Administration Expenses"), will also be paid from the Settlement Amount. Class Counsel Fees and Administration Expenses will be deducted from the Settlement Amount before it is distributed to Class Members.
Terms of the Settlement Agreement
The remainder of the Settlement Amount, after deduction of Class Counsel Fees and Administration Expenses (the "Net Settlement Amount"), will be distributed to Class Members in accordance with the Distribution Protocol attached as Schedule "E" to the Settlement Agreement, which, in general terms, provides that:
(a) in order to be eligible to receive compensation pursuant to the settlement, a Class Member must submit a Claim Form, including trading information that demonstrates that the Class Member sold common shares of PKZ during the Class Period, to the Administrator by the deadline for submission of claims (an "Authorized Claimant"); (b) subject to (c) below, an Authorized Claimant is entitled to one (1) undivided interest in the Net Settlement Amount (a "Net Settlement Amount Interest") for each common share of PKZ sold by the Authorized Claimant through the facilities of the TSX, the NYSE, the FSE or the LSE during the Class Period; (c) an Authorized Claimant is entitled to one and one-half (1.5) Net Settlement Amount Interests for each common share of PKZ sold by the Authorized Claimant on June 17, 2005, June 20, 2005, June 21, 2005, June 22, 2005, June 23, 2005, July 1, 2005, July 4, 2005 or July 19, 2005 through the facilities of the TSX or the NYSE; and (d) each Authorized Claimant's monetary compensation will be a portion of the Net Settlement Amount calculated as the ratio of their number of Net Settlement Amount Interests to the total number of Net Settlement Amount Interests of all Authorized Claimants, multiplied by the Net Settlement Amount.
In the Settlement Agreement, "Person" is defined as an individual, corporation, partnership, limited partnership, limited liability company, association, joint stock company, estate, legal representative, trust, trustee, executor, beneficiary, unincorporated association, government or any political subdivision or agency thereof, and any other business or legal entity and their heirs, predecessors, successors, representatives, or assignees.
The Defendants, their affiliates and their respective past and present directors, officers, subsidiaries, affiliates, employees, trustees, servants, consultants, underwriters, advisors, representatives, predecessors, successors and assigns, and the entities over which any of the foregoing persons or entities has or had during the Class Period any legal or de facto control, are "Excluded Persons" and as such are precluded from receiving compensation pursuant to the Settlement Agreement.
A copy of the Settlement Agreement, including the Distribution Protocol, may be found at www.classaction.ca.
Effect of Settlement Approval on other Actions Commenced by Class Members
If the courts approve the proposed settlement, all Class Members will be bound by the terms of the Settlement Agreement, unless they "opt out". This means that they will not be able to bring or maintain any other claim or legal proceeding against the Defendants or any other person released by the Settlement Agreement in relation to the matters alleged in the class actions.
If a Class Member opts out, they will not be bound by the terms of the Settlement Agreement, BUT they will be barred from making a claim and receiving compensation from the Settlement Amount.
Objections to the Proposed Settlement
If you wish to comment on, or make objection to, the Settlement Agreement, you must do so in writing. All objections must be submitted to Class Counsel (at the addresses listed below) no later than October 1, 2010. Class Counsel will forward all such submissions to the courts.
A written objection should include the following information:
(a) the objector's name, address, telephone number, fax number (where applicable) and email address; (b) a brief statement outlining the nature of, and reason for, the objection; (c) documents establishing that the objector sold common shares of PKZ during the Class Period; and (d) a statement as to whether the objector intends to appear at the Approval Motion in person or by legal counsel, and, if by legal counsel, the name, address, telephone number, fax number and email address of such legal counsel.
Interpretation
If there is a conflict between the provisions of this notice and the Settlement Agreement, the terms of the Settlement Agreement will prevail.
Publication of this Notice has been Authorized by the Ontario Superior Court of Justice and the Court of Queen's Bench of Alberta
SOURCE Siskinds LLP
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