The information contained on this web page is only a summary of information presented in more detail in the Notice of: (1) Pendency and Proposed Settlement of Class Action; (2) Motion for Attorneys’ Fees and Expenses; and (3) Hearing on Proposed Settlement (the “Notice”), which you can access by clicking here.
Since this website is just a summary, you should review the Notice for additional information.
PLEASE NOTE: This case does not apply to a separate settlement on behalf of shareholders of Fifth Street Finance Corp. (“FSC”). If you purchased or acquired shares of FSC in addition to or instead of shares of FSAM, you may be entitled to a recovery in the FSC settlement. For more information about that case, please visit
FSCSecuritiesSettlement.com
If you are a Class Member, your legal rights will be affected by this Settlement whether you act or do not act.
Please read the Notice carefully
IF YOU PURCHASED OR OTHERWISE ACQUIRED COMMON STOCK OF FIFTH STREET ASSET MANAGEMENT INC. PURSUANT OR TRACEABLE TO THE REGISTRATION STATEMENT FOR FSAM’S INITIAL PUBLIC OFFERING, WHICH BEGAN ON APPROXIMATELY OCTOBER 30, 2014 (THE “IPO”) AND WERE DAMAGED THERBY, YOU MAY BE ENTITLED TO A PAYMENT FROM A CLASS ACTION SETTLEMENT.
| IMPORTANT DATES AND DEADLINES |
| REMAIN A MEMBER OF THE CLASS AND SUBMIT A CLAIM FORM | This is the only way to be eligible for a payment. |
| EXCLUDE YOURSELF FROM THE CLASS BY SUBMITTING A WRITTEN REQUEST FOR EXCLUSION RECEIVED NO LATER THAN JANUARY 26, 2017 | Get no payment. This is the only option that allows you to ever be part of any other lawsuit against the Defendants and their Related Persons about the claims in this case. |
| OBJECT TO THE SETTLEMENT BY SUBMITTING WRITTEN OBJECTIONS RECEIVED NO LATER THAN JANUARY 26, 2017 | Write to the Court and explain why you do not like the Settlement, the proposed Plan of Allocation, or the request for attorneys’ fees and litigation expenses. You cannot object to the Settlement unless you are a Class Member and do not exclude yourself. |
| GO TO A HEARING ON FEBRUARY 16, 2017, AT 2:45 P.M. AND FILE A NOTICE OF INTENTION TO APPEAR, RECEIVED NO LATER THAN JANUARY 26, 2017 | Ask to speak in Court about the fairness of the Settlement, the proposed Plan of Allocation, or the request for attorneys’ fees and litigation expenses. |
| DO NOTHING | Get no payment. Remain a Class Member. Give up your rights. |
The Fairness Hearing
The Court will hold a Fairness Hearing on February 16, 2017, at 2:45 p.m., before United States District Judge Lewis A. Kaplan, at the United States District Court for the Southern District of New York, located at 500 Pearl Street, Courtroom 21B, New York, New York 10007. The Court reserves the right to approve the Settlement, the Plan of Allocation, and/or Lead Counsel’s request for attorneys’ fees and litigation expenses at or after the Fairness Hearing without further notice to the Class. Lead Counsel intends to file papers in support of final approval of the proposed Settlement, the Plan of Allocation, and the request for attorneys’ fees and litigation expenses on or before January 12, 2017. The papers will be posted to this website under the “Court Documents” link on the left.
What is this case about?
FSAM is a Connecticut-based asset-management company that (through subsidiaries) provides management and administrative services to two business-development companies: FSC and Fifth Street Senior Floating Rate Corp. (“FSFR”).
Starting in January 2016, class actions were filed by purchasers of FSAM common stock alleging violations of the federal securities laws.
On June 13, 2016, Lead Plaintiffs filed an amended complaint (the “Complaint”) asserting claims under the Securities Act of 1933. The Complaint contends that FSAM’s IPO Registration Statement contained material misrepresentations and omissions about the quality and value of FSC’s assets, the management fees that FSC and FSFR paid to FSAM, FSAM’s assets under management, and FSAM’s dividends. Lead Plaintiffs allege that Defendants engaged in a scheme to inflate FSC’s and FSFR’s assets and investment income in order to increase FSAM’s fee revenue before FSAM’s IPO. The Complaint contends that those alleged misstatements and omissions inflated the price of FSAM’s common stock in and after the IPO.
The parties engaged in settlement discussions – with the assistance of a mediator (a retired California Superior Court Judge) – and were able to reach the proposed Settlement described here.
The Settlement Benefits
The Settlement provides $9,250,000 in cash for the benefit of the Class. The Settlement Amount and any interest it earns constitute the “Settlement Fund.” The “Net Settlement Fund” is the Settlement Fund after deduction of Court-approved attorneys’ fees and litigation expenses, Notice and Administrative Expenses, Tax Expenses, and any other fees or expenses approved by the Court. The Net Settlement Fund will be distributed to Authorized Claimants – i.e., members of the Settlement Class who timely submit valid Claim Forms that show Recognized Claims pursuant to the Plan of Allocation and are approved by the Court.
The Net Settlement Fund will not be distributed unless and until the Court has approved the proposed Settlement and the Plan of Allocation (or some other allocation plan) and the Court’s approval becomes “final” (meaning that the time to appeal the Order granting approval has expired, or, if the Order is appealed, that the appeal is decided without causing a material change in the Order or that the Order is upheld on appeal and is no longer subject to any further type of appellate review). The Plan of Allocation is separate from the Settlement, so any decision by the Court concerning the Plan of Allocation will not affect the validity or finality of the Settlement. The Court may approve the Plan of Allocation with or without modifications agreed to among the parties, or another plan of allocation, without further notice to Class Members. Any orders about a modification of the Plan of Allocation will be posted to this website.
The Rights of Members of the Class
If you are a member of the Class, you have the following options:
Submit a Claim Form
If you are a Class Member and want to claim money from the Net Settlement Fund, you must submit a Claim Form and supporting documentation. A Claim Form is included with the Notice or you may download a Claim Form under the “Claim Form” link on the left. You may also file a Claim Form online under the “File Online Claim Form” link on the left by March 27, 2017. You may also request a Claim Form by calling 877-240-3531 or e-mailing info@FSAMSecuritiesLitigation.com. The Claim Form and the required documents must be sent to the address printed in the Claim Form or submitted online and must be received or postmarked no later than March 27, 2017
Exclude yourself from the Class
If you are a member of the Class and wish to exclude yourself from the Class, you must submit a request for exclusion such that it is received no later than January 26, 2017, in accordance with the instructions set forth in the Notice. If you properly exclude yourself from the Class, you will not be bound by any judgments or orders entered by the Court in the Action related to the Settlement and you will not be eligible to share in the proceeds of the Settlement.
Object to the Settlement
Any objections to the proposed Settlement, the Plan of Allocation, or Lead Counsel’s request for an award of attorney’s fees and litigation expenses, must be filed with the Clerk of the Court and delivered to Lead Counsel for the Class and Defendants’ Counsel such that they are received no later than January 26, 2017, in accordance with the instructions set forth in the Notice.
File a Notice of Intention to Appear
If you wish to speak at the Fairness Hearing, you must also file and serve a notice of intention to appear, in accordance with the instructions set forth in the Notice. You must file and serve your notice of intention to appear with the Court and the Settling Parties’ counsel, at the addresses listed in paragraph 56 of the Notice, so that it is received on or before January 26, 2017.