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Q: What is this lawsuit and Settlement about?
A: The plaintiffs brought this Action to recover alleged losses and damages arising from the defendants' alleged breaches of fiduciary duty, negligence and constructive fraud in connection with the merger of Talman into a subsidiary of ABN. The merger was effectively forced on Talman by the federal government, following the enactment of the Financial Institutions Reform Recovery and Enforcement Act of 1989 (known by its acronym "FIRREA"). Among other things, FIRREA changed the capitalization requirements for savings and loans by effectively canceling the government's agreement to recognize "supervisory goodwill" as an asset to be counted against those capitalization requirements. As a result, Talman lost hundreds of millions of dollars in reported capital, and was rendered insolvent. For more information, please review the Court Documents on this website.
Q: How do I know if I am a Class Member?
A: You are a Class Member if you are an individual who owned shares of common stock and/or options in the Talman Home Federal Savings and Loan Association of Illinois ("Talman") as of September 6, 1991, and your shares of Talman stock were subject to being purchased for $10.00 per share by a subsidiary of ABN AMRO, North American, Inc. ("ABN"), pursuant to the terms of the merger between Talman and ABN.
Q: I think I am a member of the class, but I do not have all of the documents to support my Claim. What should I do?
A: If you agree with the preprinted number of shares or options at the top of Page 2 of your Claim Form, you do not need to send in documentation. If you disagree with the preprinted number of shares or options, or if there is no preprinted number of shares or options, you must send in appropriate documentation including brokerage statements or confirmation slips to support each section of the Claim Form. Please send in copies and retain the originals for your records.
Q: What can I expect from this Settlement?
A: The Settlement created a settlement fund (the "Settlement Fund"), to which defendants contributed $1,050,000 in cash upon approval of the Settlement. In addition, pursuant to the Settlement, defendants agreed to deposit a share of their ultimate recovery in the action against the federal government brought by the successor to Talman entitled LaSalle Talman Bank, F.S.B. v. United States, No. 92-652C (Fed. Cl.) (the "LaSalle Federal Action"), net of taxes and the costs of prosecution, and based on a sliding percentage scale that increased with the amount of the recovery. Defendants recently collected a monetary judgment award in the LaSalle Federal Action in the amount of $154,988,700 and deposited the class's calculated share of that recovery, totaling $9,856,169.63, in the Settlement Fund. The Settlement Fund is being held in an interest bearing escrow account with LaSalle Bank National Association, and, as of July 31, 2007, totaled $11,173,290.26.
The proceeds of the Settlement Fund, after the Court-approved payment of class counsel's attorneys' fees, as well as the reimbursement of litigation expenses advanced by class counsel, will be disbursed on a pro rata basis to the members of the Plaintiff Class, based on the number of Talman common shares and/or options owned by each class member as of September 6, 1991. In order to share in the recovery, class members will be required to file properly completed, valid, and timely claims in the form attached hereto. Defendants who were Talman shareholders as of September 6, 1991 will be eligible to share in the Class' portion of the net recovery from the LaSalle Federal Action, but will not be eligible to share in the initial $1,050,000 payment, or the interest accruing thereon. Any unclaimed funds, other than the initial $1,050,000 payment (plus accrued interest), will revert to LaSalle and will be repaid to LaSalle by the Plaintiff Class or its disbursing agent within ten days of the final distribution or disbursement to the members of the Plaintiff Class, and will not be reallocated among the eligible claimants.
Members of the Class who file properly completed valid and timely claim forms no later than January 31, 2008 will participate pro rata in any settlement amounts paid by defendants in the proportion that the number of common shares and options of Talman which they owned as of September 6, 1991.
Q: I am filling out the Claim Form and have questions, who can answer my questions?
A: Please call us at 1-866-215-8466. We will be glad to assist you.
Q: Can I exclude myself or object to the Settlement?
A: The time for excluding yourself from the settlement or objecting to its terms have passed. The court has already approved the settlement.
Q: What is a "Class Action" or a "Settlement Class"?
A: A class action is a procedural device by which a court appoints representative plaintiffs and class counsel to represent a group of similarly situated persons (the class), and to bind them to a court judgment in a single proceeding. A settlement class is a class certified to allow a single judgment upon a final settlement to apply to the entire class.
Q: Did the Fairness Hearing take place and what occurred?
A: The Fairness Hearing took place on December 2, 2004, where the settlement was approved.
Q: I submitted a Claim Form, but have since moved and want to give you my change of address. What should I do?
A: Please send a written change of address request to the Settlement Administrator at the following address: Talman Bank Securities Litigation, c/o The Garden City Group, Inc., Claims Administrator, P.O. Box 9165, Dublin, OH 43017-4165. Please include your full name, current address, former address, and a daytime telephone number. The parties will verify your eligibility as a Class Member and update their records appropriately.
Q: Who can I contact if I have further questions?
A: If you have questions about any portion of the Notice or want to obtain additional copies of the Proof of Claim form, you may write to Talman Bank Securities Litigation c/o The Garden City Group, Inc., P.O. Box 9165, Dublin, OH 43017-4165 or or call 1-866-215-8466. You may also view the court documents, Settlement Agreement, and other pertinent materials on this website. Please do not contact the Court, the Clerk of Court, or plaintiffs' or defendants' counsel with questions.
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