NOTICE TO MICRION SHAREHOLDERS OF CERTIFICATION OF CLASS ACTION
UNITED STATES DISTRICT COURT
DISTRICT OF MASSACHUSETTS
IN RE MICRION CORP. ) Civil Action
SECURITIES LITIGATION ) No. 96-11596-REK
NOTICE OF PENDENCY OF CLASS ACTION
TO: ALL PERSONS AND ENTITIES WHO PURCHASED THE COMMON STOCK OF MICRION CORPORATION DURING THE PERIOD FROM APRIL 26, 1996, THROUGH JUNE 24, 1996, INCLUSIVE (THE "CLASS PERIOD AND WERE DAMAGED THEREBY (THE "CLASS").
PLEASE TAKE NOTICE that pursuant to Rule 23 of the Federal Rules of Civil Procedure and an Order of the United States District Court of the District of Massachusetts dated March 10, 1998, the above captioned action has been certified to proceed as a class action on behalf of:
All persons and entities who purchased the common stock of Micrion Corporation during the period from April 26, 1996 through June 24, 1996, inclusive (the "Class Period") and were damaged thereby (the "Class"). Excluded from the Class are the defendants, any affiliates, officers or directors of Micrion, and any members of the immediate families of the individual defendants.
THIS NOTICE IS PROVIDED TO YOU TO INFORM YOU OF THE PENDENCY OF THE ACTION, THE COURT'S DECISION TO CERTIFY THE LAWSUIT TO PROCEED AS A CLASS ACTION AND YOUR RIGHT TO ELECT TO OPT‑OUT OF THE CLASS. THIS NOTICE SETS FORTH A SUMMARY OF THE ACTION AND YOUR RIGHTS AND OBLIGATIONS AS A MEMBER OF THE CERTIFIED CLASS. PLEASE READ THE NOTICE CAREFULLY AS YOUR RIGHTS MAY BE AFFECTED BY THE LAWSUIT.
THIS NOTICE IS NOT TO BE CONSTRUED AS AN EXPRESSION OF ANY OPINION BY THE COURT WITH RESPECT TO THE MERITS OF THE REPRESENTATIVE CLAIMS OR DEFENSES. THIS NOTICE IS PROVIDED MERELY TO ADVISE YOU OF THE PENDENCY OF THE ACTION AND THE RIGHTS YOU MAY HAVE WITH RESPECT TO IT.
DESCRIPTION OF THE LITIGATION
This is a class action brought in the United States District Court for the District of Massachusetts ("the Action"). The plaintiffs are Joshua Geffon, Edward R. Jaslow, Irving Berger and Richard Anthony Philippon who represent a class of persons and entities who purchased shares of Micrion stock. The defendants in the action are Micrion Corporation; Nicholas P. Economou, President, Chief Executive Officer and Director; David Hunter, Vice President, Finance and Administration, Chief Financial Officer and Director, and Robert K. McMenamin, Vice President of Sales.
In general, the Consolidated Complaint alleges that Micrion issued during the Class Period a series of false and misleading statements concerning a contract which it had for the purchase of its equipment for a new application, including that it had booked an order in excess of $60 million and had a backlog of $72.9 million. The Consolidated Complaint alleges that the price of Micrion stock was artificially inflated as a result of the false and misleading statemerits issued by Micrion. The Consolidated Complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b‑5 promulgated thereunder.
On January 13, 1997, defendants filed a motion to dismiss the Complaint for failure to state a claim which plaintiffs opposed. On April 30, 1997, the Court denied defendants' motion to dismiss. Subsequent to the Court's Order denying defendants' motion to dismiss, the parties commenced conducting discovery. Discovery was completed on March 20, 1998. On June 1, 1998, defendants filed a motion for summary judgment which plaintiffs opposed. On September 24, 1998, the Court issued a Memorandum and Order denying without prejudice defendants' motion for summary judgment on the record then before it.
DEFENDANTS DENY ANY LIABILITY
The defendants expressly deny all of the allegations of wrongdoing asserted in the action and deny any liability whatsoever to any members of the Class.
By directing that this Notice be given, the Court is not suggesting that the claims being asserted by the plaintiffs are meritorious. The merits of plaintiffs' claims will be determined in the due course of the proceedings. This Notice is provided only so that you may decide what steps, if any, to take in relation to the pendency of this Action.
RIGHTS AND OPTIONS OF CLASS MEMBERS
If you are a member of the Class, as defined above, you should understand and carefully consider the following statements and choices:
1. You will be a member of the Class unless you request to be excluded. The final judgment entered in this case will include, and will be binding upon, all members of the Class who do not request exclusion, whether or not the judgment is favorable to plaintiffs. YOU NEED NOT DO ANYTHING NOW TO PARTICIPATE AS A MEMBER OF THE CLASS AND TO SHARE IN ANY POTENTIAL RECOVERY OBTAINED IN THIS ACTION.
2. If you do not wish to be included as a member of the Class in this Action, you may be excluded if you mail by first class mail a written request for exclusion postmarked no later than October 4, 1999, addressed to:
Shapiro Haber Urmy LLP
P.O. Box 4539
Boston, MA 02101
Your request for exclusion must set forth: (a) your name, address and telephone number; (b) the number of shares and dates of each purchase and sale of Micrion common stock during the Class Period; (c) the name(s) in which such Micrion stock was registered and; (d) a signed statement that "the undersigned hereby requests to be excluded from the Class." If your exclusion request is timely received: (a) you will be excluded from the Class; (b) you will not be allowed to share in a recovery, if any, in this Action; and (c) you will not be precluded by this Action from prosecuting your own claim.
3. If you do not request exclusion from the Class, you may enter an appearance in the Action through counsel of your own choice, but you have no obligation to do so. If you do enter an appearance through counsel, you will bear the cost of such counsel's fees.
All members of the Class who do not request exclusion therefrom and do not enter an appearance through counsel of their own choice will be represented by plaintiffs' counsel. Counsel for the plaintiffs and the Class are:
Shapiro Haber Urmy LLP
75 State Street
Boston, MA 02109
fax: (617) 439-0134
Milberg Weiss Bershad Hynes & Lerach LLP
One Pennsylvania Plaza
New York, New York 10119
fax: (212) 868-1229
Jay S. Cohen, Esq.
Law Offices of Jay S. CohenGwynedd Office Park
768 North Bethlehem PikeLower Gwynedd, PA 19002
fax: (215) 619‑0203
ATTORNEYS' FEES AND EXPENSES
The attorneys' fees for plaintiffs and the Class are contingent on success. The expenses that are incurred in the prosecution of the Action for plaintiffs and the Class are being advanced by the attorneys for the Class. If you remain a member of the Class, you will have no personal liability for attorneys' fees and expenses in the event plaintiffs do not prevail. If plaintiffs and the Class do prevail, recovery for the benefit of the Class will be first subject to deductions for the expenses of prosecuting the litigation and attorneys' fees as may be allowed by the Court.
CHANGE OF ADDRESS
If you move or change your address, you should immediately provide your current address by fax or letter to:
Micrion Corp. Securities
c/o David Berdon & Co. LLP, Notice Administrator
P.O. Box 4171
Grand Central Station
New York, NY 10163
If the Notice Administrator does not have your correct address, you might not receive notice of important developments in this Class Action lawsuit, and you might not receive your share of any money recovered by the Class.
EXAMINATION OF PAPERS
other matters in this Class Action, are only summaries and do not include all important matters relating to the Action. The pleadings and other papers filed in this Action are public records and are available for inspection during regular business hours at the Clerk's Office, United States District Court for the District of Massachusetts, One Courthouse Way, Boston, MA 02210. If you have any further questions with respect to this Class Action or about this Notice, you may direct such questions to Shapiro Haber & Urmy LLP and Milberg Weiss Bershad Hynes & Lerach LLP.
PLEASE DO NOT CONTACT THE COURT REGARDING SUCH QUESTIONS.
BY ORDER OF THE COURT