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This is a securities class action in which the “Class” is defined as all persons who purchased or otherwise acquired Grupo Televisa S.A.B. (“Televisa”) American Depositary Receipts (“ADRs”) between April 11, 2013 through November 17, 2017, inclusive.
Class Representative Palm Tran, Inc. Amalgamated Transit Union Local 1577 Pension Plan (“Palm Tran” or “Class Representative”), on behalf of itself and the Class, alleges that Defendants Grupo Televisa, S.A.B., Emilio Fernando Azcárraga Jean III, and Salvi Rafael Folch Viadero (collectively, the “Defendants”) committed securities fraud in violation of §§10(b) and 20(a) of the Securities Exchange Act of 1934. Specifically, Class Representative alleges that from April 11, 2013 to November 17, 2017, Defendants made materially false and misleading statements and/or failed to disclose adverse information regarding the Televisa’s business and operations, including failing to disclose that it had acquired broadcasting rights to the 2018, 2022, 2026, and 2030 FIFA World Cups through bribery and stating in public filings that it adhered to the highest ethical standards. Class Representative alleges that because of Defendants’ false statements and/or omissions, Televisa ADRs (a security traded on the New York Stock Exchange) traded at artificially inflated prices. Class Representative further alleges that when the true facts regarding Televisa’s acquisition of valuable World Cup broadcasting rights were revealed, that artificial inflation was removed from the price of Televisa ADRs, causing the price to drop and damaging Members of the Class.
Defendants deny all of Class Representative’s claims, allegations, and contentions of fault, liability, wrongdoing, and damages. Defendants contend that they did not make any false or misleading statements and that they disclosed all information required to be disclosed by the federal securities laws.
For full case details, please see the Stipulation of Settlement dated April 14, 2023, by and between Palm Tran, on behalf of itself and the Class, on the one hand, and Defendants, on the other hand.
The case is currently pending before the Honorable Louis L. Stanton in the United States District Court for the Southern District of New York. The initial complaint was filed on March 5, 2018, and an Amended Complaint was filed on August 6, 2018. On June 29, 2020, the Court appointed Palm Tran, Inc. Amalgamated Transit Union Local 1577 Pension Plan as Class Representative. On October 8, 2021, the Court appointed Boies Schiller Flexner LLP (“BSF”) as Lead Counsel.
On October 15, 2018, Defendants moved to dismiss the Complaint. The Court denied the motion on March 25, 2019. Defendants initially answered the Complaint on April 15, 2019, and later amended their answer on July 21, 2020.
On June 29, 2020, the Court certified a class and appointed Palm Tran as Class Representative. The Class includes all persons who purchased or otherwise acquired Televisa ADRs between April 11, 2013 through November 17, 2017, inclusive.
On April 12, 2021, Defendants moved to decertify the Class and remove Palm Tran and its original lawyers. The Court removed Palm Tran’s original lawyers but did not decertify the Class or remove Palm Tran as Class Representative. The District Court subsequently appointed BSF as Lead Counsel for the Class on October 8, 2021.
In August 2022, Defendants moved for summary judgment on all claims and sought to exclude Class Representative’s experts. On October 10, 2022, the parties participated in a confidential mediation with an experienced mediator. The mediation was preceded by the submission and exchange of mediation statements by the parties. The parties engaged in good faith negotiations but did not reach a settlement, and litigation continued. Following additional discussions facilitated by the mediator, the Settling Parties reached an agreement announced on November 23, 2022 to settle the case in return for a cash payment of $95,000,000.00 for the benefit of the Class. On April 14, 2023, the parties sought the Court’s preliminary approval of the Settlement, which the Court granted on April 20, 2023.
For additional details on the history of the case, please see the Stipulation of Settlement dated April 14, 2023, by and between Palm Tran, on behalf of itself and the Class, on the one hand, and the Defendants, on the other hand.
The Settlement was reached after contested litigation directed to the sufficiency of the allegations supporting Class Representative’s claims. The parties also completed document, deposition, and expert discovery. Nevertheless, the Court has not reached any final decisions in connection with Class Representative’s claims against Defendants. Instead, Class Representative and Defendants have agreed to the Settlement, which was reached with the substantial assistance of a highly respected mediator. In reaching the Settlement, the parties have avoided the cost, delay, and uncertainty of further litigation, including trial.
As in any litigation, Class Representative and the Class would face an uncertain outcome if they did not agree to the Settlement. If Class Representative succeeded at summary judgment or at trial, Defendants would likely file appeals that would postpone final resolution of the case for years. Although continuation of the case against Defendants could result in a judgment greater than this Settlement, continuing the case could result in no recovery at all or a recovery that is less than the amount of the Settlement.
Class Representative and Lead Counsel believe that this Settlement is fair and reasonable to the Members of the Class. They have reached this conclusion for several reasons. Specifically, if the Settlement is approved, the Class will receive a certain and immediate monetary recovery. Additionally, Lead Counsel believes that the significant and immediate benefits of the Settlement, when weighed against the significant risk, delay, and uncertainty of continued litigation, are a very favorable result for the Class.
Defendants are entering into this Settlement to avoid the burden, inconvenience, and expense associated with continuing the case, and the uncertainty and risks inherent in such litigation. Defendants have determined that it is desirable and beneficial to them that the case be settled in the manner and upon the terms and conditions set forth in the Stipulation.
If you purchased or otherwise acquired Televisa ADRs during the period between April 11, 2013 and November 17, 2017, inclusive and are not otherwise excluded, you are a Class Member. As set forth in the Stipulation, excluded from the Class are: Defendants; members of the Immediate Family of any Defendant who is an individual; current and former directors and officers of Televisa and their Immediate Families; Defendants’ current and former legal representatives, heirs, successors, or assigns, and any entity in which Defendants have or had a controlling interest; and any Person who timely and validly requests exclusion pursuant to the requirements described.
In order to qualify for a payment, you must timely complete and return the Proof of Claim and Release. A Proof of Claim and Release may be downloaded by clicking on the “Documents” tab above. Read the instructions carefully; fill out the Proof of Claim and Release; sign it; and mail or submit it online so that it is postmarked (if mailed) or received (if submitted online) no later than August 8, 2023. The Proof of Claim and Release may be submitted online by clicking the File a Claim button above. If you do not submit a timely Proof of Claim and Release with the required information, you will not receive a payment from the Settlement Fund; however, unless you expressly exclude yourself from the Class as described above, you will still be bound in all other respects by the Settlement, the Judgment, and the releases contained in them.
Claims amounts will be calculated in accordance with the Court-approved Plan of Allocation, which you may find beginning on page 4 of the Notice. The objective of the Plan of Allocation is to equitably distribute the Net Settlement Fund among Class Members based on their respective alleged economic losses resulting from the securities law violations alleged in this case.
The Claims Administrator shall determine each Class Member’s share of the Net Settlement Fund based upon the recognized loss formula described within the Plan of Allocation. A Recognized Loss will be calculated for each Televisa ADR purchased or otherwise acquired during the Class Period. The calculation of a Recognized Loss will depend upon several factors, including when the Televisa ADR was purchased or otherwise acquired and in what amounts, whether the ADRs were ever sold, and, if so, when they were sold and for what amounts.
Your share of the Net Settlement Fund will depend on the number of valid Proofs of Claim and Release that Class Members submit and how many Televisa ADRs you purchased or otherwise acquired during the Class Period, and whether and when you sold any of those securities.
If the Settlement is approved by the Court, the Court will enter a Judgment. If the Judgment becomes final pursuant to the terms of the Stipulation, all Class Members, including those who have not submitted valid and timely requests to be excluded from the Settlement, shall be deemed to have, and by operation of the Final Judgment shall have, fully, finally, and forever released, relinquished, and discharged any and all of the Released Defendant Parties from all Released Claims, as set forth fully in ¶4.1 of the Stipulation.
• “Released Claims” means any and all claims, rights and causes of action of every nature and description, duties, obligations, demands, actions, matters, debts, sums of money, suits, contracts, agreements, promises, issues, judgments, losses, damages and liabilities, including both known and Unknown Claims, whether fixed or contingent, mature or not mature, accrued or unaccrued, liquidated or unliquidated, concealed or hidden, suspected or unsuspected, direct or indirect, regardless of legal or equitable theory and whether arising under federal law, state law, statutory law, common law, foreign law, or any other law, rule, or regulation, whether class, representative, and/or individual in nature, (a) that Released Plaintiff Parties (1) asserted in the Litigation, (2) could have asserted in the Litigation, or (3) could in the future assert in any other action or forum and that (i) in any way arise out of, are based upon, relate to, or concern the allegations, transactions, facts, events, matters, occurrences, representations, statements or omissions involved, set forth, alleged, or referred to in any of the complaints filed in the Litigation and (ii) in any way are based upon or related to the purchase, acquisition, holding, sale, or disposition of Televisa ADRs purchased or otherwise acquired from April 11, 2013 to November 17, 2017, inclusive (i.e., during the Class Period); and (b) against the Released Plaintiff Parties that arise out of or relate in any way to the institution, prosecution, or settlement of the Litigation. “Released Claims” does not include: (i) any claims of any Person who or which submits a request for exclusion that is accepted by the Court; and (ii) claims to enforce the Settlement.
• “Related Parties” means any Person’s predecessors, successors, parent corporations, sister corporations, past, present, or future subsidiaries, affiliates, principals, assigns, assignors, legatees, devisees, executors, administrators, estates, heirs, spouses, Immediate Family members, receivers and trustees, settlors, beneficiaries, members, equity holders, officers, directors, partners, managers, employees, independent contractors, servants, agents, partners, insurers, reinsurers, representatives, attorneys, legal representatives, auditors, accountants, and successors-in-interest, solely in their capacities as such.
• “Released Defendant Parties” means any and all of Defendants, Defendants’ Counsel, and any of their Related Parties.
• “Released Plaintiff Parties” means each and every Class Member, Class Representative, Lead Counsel, Class Representative’s Counsel, and each of their Related Parties. Released Plaintiff Parties does not include any Person who would otherwise be a Member of the Class but who properly exclude themselves by filing a valid and timely request for exclusion.
• “Unknown Claims” means (a) any and all Released Plaintiffs’ Claims which any of the Released Plaintiff Parties do not know or suspect to exist in his, her, or its favor at the time of the release of the Released Defendant Parties, which, if known by him, her, or it, might have affected his, her, or its settlement with and release of the Released Defendant Parties, or might have affected his, her, or its decision(s) with respect to the Settlement, including, but not limited to, whether or not to object to this Settlement; and (b) any and all Released Defendants’ Claims that any of the Released Defendant Parties do not know or suspect to exist in his, her, or its favor at the time of the release of Released Plaintiff Parties, which, if known by him, her, or it, might have affected his, her, or its settlement with and release of Released Plaintiff Parties. With respect to (a) any and all Released Plaintiffs’ Claims, and (b) any and all Released Defendants’ Claims, the Settling Parties stipulate and agree that, upon the Effective Date, the Settling Parties shall expressly waive, and each Released Plaintiff Party and Released Defendant Party shall be deemed to have, and by operation of the Judgment shall have, expressly waived the provisions, rights, and benefits of California Civil Code § 1542, which provides:
A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
The Settling Parties shall expressly waive, and each Released Plaintiff Party and Released Defendant Party shall be deemed to have, and by operation of the Judgment shall have, expressly waived any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States, or principle of common law, which is similar, comparable, or equivalent to California Civil Code § 1542. The Released Plaintiff Parties and Released Defendant Parties acknowledge that they may hereafter discover facts, legal theories, or authorities in addition to or different from those which he, she, it or they now know or believe to be true with respect to the subject matter of the Released Claims, but (a) the Released Plaintiff Parties shall expressly fully, finally, and forever waive, compromise, settle, discharge, extinguish, and release, and each Released Plaintiff Party shall be deemed to have waived, compromised, settled, discharged, extinguished, and released, and, upon the Effective Date, and by operation of the Judgment, shall be deemed to have waived, compromised, settled, discharged, extinguished, and released, fully, finally, and forever, any and all Released Plaintiffs’ Claims, known or unknown, suspected or unsuspected, contingent or non-contingent, accrued or unaccrued, whether or not concealed or hidden, which now exist, or heretofore have existed, or may hereafter exist, upon any theory of law or equity now existing or coming into existence in the future, including, but not limited to, conduct which is negligent, intentional, with or without malice, or a breach of any duty, law, or rule, without regard to the subsequent discovery or existence of such different or additional facts, legal theories, or authorities, and (b) the Released Defendant Parties shall expressly fully, finally, and forever waive, compromise, settle, discharge, extinguish and release, and, upon the Effective Date, and by operation of the Judgment, shall have waived, compromised, settled, discharged, extinguished, and released, fully, finally, and forever, any and all Released Defendants’ Claims against Released Plaintiff Parties known or unknown, suspected or unsuspected, contingent or non-contingent, whether or not concealed or hidden, which now exist, or heretofore have existed, upon any theory of law or equity now existing or coming into existence in the future, including, but not limited to, conduct which is negligent, intentional, with or without malice, or a breach of any duty, law or rule, without regard to the subsequent discovery or existence of such different or additional facts, legal theories, or authorities. The Settling Parties acknowledge, and the Released Plaintiff Parties and Released Defendant Parties shall be deemed by operation of the Judgment to have acknowledged, that the foregoing waiver was separately bargained for and is an essential element of the Settlement of which this release is a part.
Yes. If you do not want to receive a payment from this Settlement, or you want to keep the right to sue or continue to sue Defendants on your own about the legal issues in this case, then you must take steps to exclude yourself from, or “opt out” of, the Class. If you are requesting exclusion because you want to bring your own lawsuit based on the matters alleged in this case, you may want to consult an attorney and discuss whether any individual claim that you may wish to pursue would be time-barred by the applicable statutes of limitation or repose.
To exclude yourself from the Class, you must send a signed letter by First-Class Mail saying that you want to be excluded from the Class in the following case: In re Grupo Televisa Securities Litigation, No. 18-cv-1979-LLS. Be sure to include your name, address, telephone number, and the date(s), price(s), and number(s) of shares of Televisa ADRs that you purchased or acquired on or before November 17, 2017. Your exclusion request must be received no later than July 10, 2023 and sent to the Claims Administrator at:
Grupo Televisa Securities Settlement
c/o Kroll Settlement Administration
PO Box 225391
New York, NY 10150-5391
You cannot exclude yourself by phone or by e-mail. If you make a proper request for exclusion, you will not receive a settlement payment, and you cannot object to the Settlement. If you make a proper request for exclusion, you will not be legally bound by anything that happens in this lawsuit.
Yes. If you are a Class Member, you may object to the terms of the Settlement. Whether or not you object to the terms of the Settlement, you may also object to the requested attorneys’ fees, costs, charges, and expenses, and/or the Plan of Allocation. In order for any objection to be considered, you must file a written statement, accompanied by proof of Class membership, with the Court and send a copy to Lead Counsel and Defendants’ Counsel, at the addresses listed below by July 18, 2023.
The Court’s address:
Hon. Louis L. Stanton
Daniel Patrick Moynihan United States Courthouse
500 Pearl Street
New York, NY 10007
Lead Counsel’s address:
Boies Schiller Flexner LLP
c/o John T. Zach or Lauren M. Goldman
55 Hudson Yards, 20th Floor
New York, NY 10001
Defendants’ Counsel's address:
Wachtell, Lipton, Rosen & Katz
c/o David B. Anders
51 West 52nd Street
New York, NY 10019
You may attend the Settlement Hearing, and you may ask to speak to present any objections you have, but attendance at the Settlement Hearing is not necessary. However, persons wishing to be heard orally at the Settlement Hearing are required to indicate in their written objection their intention to appear at the hearing and identify any witnesses they may call to testify and exhibits, if any, they intend to present.
If you are a Class Member and you do not exclude yourself from the Class, you may receive the benefit of, and you will be bound by, the terms of the Settlement described in this Notice, upon approval by the Court.
The following attorneys are counsel for the Class:
John T. Zach
Lauren M. Goldman
BOIES SCHILLER FLEXNER LLP
55 Hudson Yards, 20th Floor
New York, NY 10001
Email: [email protected]
Lead Counsel Boies Schiller Flexner LLP (“BSF”) will file a motion for an award of attorneys’ fees, costs and expenses that will be considered at the Settlement Hearing. BSF will apply for an attorneys’ fee award on behalf of itself and its co-counsel Sugarman Susskind Braswell & Herrera (“SSBH”) in an amount not to exceed thirty percent (30%) of the Settlement Amount, plus payment of their costs, charges, and expenses incurred in connection with this case in an amount not to exceed $1,500,000.00, plus interest earned on both amounts at the same rate as earned by the Settlement Fund. At the same time, Lead Counsel intends to apply to the Court for an award to Class Representative not to exceed $10,000.00. Such sums as may be approved by the Court will be paid from the Settlement Fund. Class Members are not personally liable for any such fees or expenses.
The attorneys’ fees and costs, charges, and expenses requested will be the only payment to BSF and SSBH for their efforts in achieving this Settlement and for their risk in undertaking this representation on a wholly contingent basis. The fees requested will compensate BSF and SSBH for their work in achieving the Settlement. Ultimately, the Court will decide what constitutes a reasonable fee award and may award less than the amount requested. BSF and SSBH may not share any amount of attorneys’ fees, costs, or expenses awarded to them with any other firm or individual.
No. If you timely submit your Proof of Claim and Release to the designated address, you need not contact Lead Counsel. If your address changes after submitting your claim, please contact the Claims Administrator at:
Email: [email protected]
Grupo Televisa Securities Litigation
c/o Kroll Settlement Administration
PO Box 225391
New York, NY 10150-5391