Welcome to the Tile Shop Securities Litigation Settlement Website
This website has been established to provide general information related to the proposed settlement ("Settement") of the action Beaver County Employees’ Retirement Fund, et al. v. Tile Shop Holdings, Inc., et al., Case No. 0:14-cv-00786-ADM-TNL (the "Action"). The capitalized terms used on this website, and not otherwise defined, shall have the same meanings ascribed to them in the Stipulation of Settlement (the "Stipulation") dated January 13, 2017, which can be found and downloaded by clicking on the Case Documents tab above.
This Action is currently pending before United States District Judge Ann D. Montgomery in the United States District Court for the District of Minnesota (the “Court”). The Court has appointed the law firm of Kessler Topaz Meltzer & Check LLP and Robbins Geller Rudman & Dowd LLP as Co-Lead Counsel.
Tile Shop Holdings, Inc. ("Tile Shop") is a specialty retailer of manufactured and natural stone tiles, setting and maintenance materials, and related accessories. This Action is a securities class action alleging that Tile Shop and its Chief Executive Officer Robert Rucker (“Rucker”) failed to disclose that Rucker’s brother-in-law and the Company’s purchasing supervisor, Fumitake Nishi (“Nishi”), owned and controlled Beijing Pingxiu (“BP”), a Chinese import-export company that did substantial business with Tile Shop, in violation of SEC and GAAP disclosure rules. Lead Plaintiffs allege that, as a result of Defendants’ materially false statements and omissions, Tile Shop’s common stock traded at artificially inflated price levels during the period beginning August 22, 2012 through January 28, 2014, inclusive (the "Class Period") and that, as the truth was revealed, Tile Shop’s stock price declined. In addition, Lead Plaintiffs allege that the outside directors, as signatories of Tile Shop’s registration statements for two secondary public offerings during the Class Period, and the underwriters who conducted the offerings, were also liable for the non-disclosures of the related-party transactions with Nishi and BP.
The Defendants deny all allegations of wrongdoing or liability whatsoever and are entering into the Settlement solely to eliminate the uncertainty, burden and expense of further litigation. The Stipulation, nor any action taken to carry out the Stipulation, is, may be construed as, or may be used as an admission by or against Defendants of any fault, wrongdoing or liability whatsoever.
If approved by the Court, the Settlement will create a cash fund of $9,500,000, plus any and all interest earned thereon (the “Settlement Fund”). The Settlement Fund, less any Administrative Expenses, and any amounts awarded on Class Counsel’s Fee and Expense Petition (the "Net Settlement Fund"), will be distributed to eligible Class Members according to a Court-approved Plan of Distribution.
The Class is defined as all Persons who purchased or otherwise acquired Tile Shop common stock between August 22, 2012 and January 28, 2014, inclusive, but excluding (a) Defendants, their spouses, and anyone (other than a tenant or employee) sharing the household of any Defendant, (b) Fumitake Nishi, and (c) any Persons who submit a valid and timely request for exclusion pursuant to the Notice of Class Action Determination, Proposed Settlement, and Hearing on Settlement (the "Notice").
Although the information on this website is intended to assist you, it does not replace the information contained in the Notice and the Stipulation, both of which can be found and downloaded from the Case Documents tab. We recommend that you read the Notice and other relevant case documents fully and carefully.
YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT
|Submit a Claim Form
||The only way to be eligible to receive a payment from the Settlement Fund. Claim Forms must be postmarked or submitted online on or before May 3, 2017.
|Exclude Yourself from the Class
||If you exclude yourself from the Class, you will not be eligible to receive any payment from the Settlement Fund. This is the only option that allows you ever to be part of any other lawsuit against any of the Defendants or the other Defendants’ Released Parties concerning the Released Plaintiffs’ Claims. Requests for exclusion must be postmarked on or before April 3, 2017.
|Object to the Settlement
||If you do not like the Settlement, the Plan of Distribution, Class Counsel’s request for attorneys’ fees and expenses, and/or Lead Plaintiffs’ request for reimbursement of their costs and expenses incurred in connection with representing the Class, you may write to the Court and explain why you do not like them. You can only object to the Settlement, the Plan of Distribution and/or the fee and expense requests if you are a Class Member and you do not exclude yourself from the Class. Objections must be received by the Court and counsel on or before April 3, 2017.
|Attend the Settlement Hearing
||Filing a written objection and notice of intention to appear allows you to speak in Court about the fairness of the Settlement, the Plan of Distribution, and/or the fee and expense requests. If you submit a written objection, you may (but you do not have to) attend the hearing and speak to the Court about your objection. Notices of intention to appear must be received by the Court and counsel on or before April 3, 2017.
||You will not be eligible to receive a payment from the Settlement Fund. You will, however, remain a member of the Class, which means that you give up your right to sue any of the Defendants or the other Defendants’ Released Parties about the claims that are resolved by the Settlement and you will be bound by any judgments or orders entered by the Court in the Action.