Shareholders' Class Action
Lawsuits
Updated October 26, 1999
BACKGROUND ON RAYTHEON
SHAREHOLDER SECURITY FRAUD CLASS ACTION LAWSUITS
The first shareholders' class action
lawsuits against Raytheon were announced October 14,
1999, arising from its plummeting stock prices
beginning on October 12, 1999. As of October 26,
1999, at least ten shareholder lawsuits had been
filed against Raytheon. The class of plaintiff's
identified in the lawsuits has expanded. For example,
the lawsuit initiated by the firm of Abbey, Gardy
& Squitieri http://www.a-g-s.com has been
expanded to include all persons who purchased
Raytheon Company common stock during the period from
March 30, 1998 through and including October 11,
1999. Two other firms, Stull, Stull & Brody,
Weiss and Yourman and Kantrowitz, Goldhamer &
Graifman filed suit on October 26, 1999 alleging a
Class Period as early as January 28, 1999.
Shareholders rights in class action
lawsuits are protected whether or not they initially
"sign up" as a class member. If a
shareholder purchased during the applicable time
frame or "class period," the shareholder
will become a member of the class (assuming the
action is successful).
Shareholders can participate as
"named plaintiffs" in a lawsuit by
contacting a law firm that has filed a suit or that
handles such cases and would be willing to file such
a lawsuit.
Legal fees for lawyers representing
plaintiffs in a securities class action lawsuit must
be approved by the court. The typical fee award in a
securities fraud class action is 10-20% of the
settlement fund. A very high award would be in the
33% range. The bulk of settlement proceeds goes to
the shareholders who are members of the class.
According to J. Whitfield Larrabee,
an attorney and founder of Raytheon Watch, "the
value of these class action lawsuits could be
astronomical, given the huge losses suffered by
shareholders. Based on comments of Raytheon President
Daniel Burnham, losses suffered in some divisions of
the company may have been improperly concealed from
investors. These disclosures provide some basis for
the allegations that Raytheon concealed from
investors that its 1999 third quarter charge would be
materially higher than originally disclosed."
Larrabee added, "the secret
disclosure of insider information may also form a
basis for shareholder lawsuits. The sell-off was
triggered by reports in the Wall Street Journal. If
newspaper reporters were able to obtain this type of
insider information, then it may have obtained by
investors as well. If investors obtained this
information prematurely, and used it to unfair
advantage, selling their stock before the prices for
ordinary investors plummeted, then Raytheon could be
liable for the wrongful disclosure of this
information."
For more information Raytheon's stock
crisis, see:
http://www.gis.net/~larrabee/raytheonstock.htm
SPECIFIC LAWSUIT INFORMATION
According to a complaint filed by the
law firm of Pomerantz, Haudek, Block, Grossman &
Gross, http://www.pomerantzlaw.com/ Raytheon
and two of the company's senior officers allegedly
omitted to disclose in its financial statements that
it was violating Generally Accepted Accounting
Principles (``GAAP'') by engaging in a systematic
contract ``acceleration'' policy, under which the
Company was prematurely recording revenue on
contingent sales contracts prior to actual
performance. As a result, the Company's 1997 and 1998
revenues were materially overstated in violation of
GAAP and its financial results for the period were
materially inflated. The firm alleged, "Raytheon
omitted to disclose in its financial statements that
the Company was behind schedule and experiencing
significant cost overruns on several fixed price
defense contracts, which led to Raytheon taking a
significantly higher material charge against 1999
third quarter earnings than was previously announced.
Raytheon allegedly issued a series of materially
false and misleading statements during the Class
Period (March 30, 1998 and October 11, 1999,
inclusive) in order to conceal negative trends in the
Company's business to support the company's
acquisition of several companies using company
stock as consideration. As a result of these
materially false and misleading statements and
omissions, the price of Raytheon's common stock was
artificially inflated during the Class Period."
According to to the firm of Abbey,
Gardy & Squitieri, http://www.a-g-s.com its
complaint "charges Raytheon and certain of its
officers with violating the federal securities laws.
The plaintiff claims that defendants misrepresented
and concealed material facts concerning the Company's
operations and misled investors about the size of its
restructuring charge, cost overruns and delays in
certain defense contracts as well as its statements
about expected 1999 financial results. Plaintiff
seeks to recover damages on behalf of all purchasers
of Raytheon's common stock during the Class Period.
Excluded from the Class are the defendants and
members of their immediate families, any entity in
which a defendant has a controlling interest and the
heirs of any such excluded party."
A suit initiated by the firm Berman,
DeValerio & Pease LLP http://www.bermanesq.com , alleges
that Raytheon "concealed from investors that its
1999 third quarter charge would be materially higher
than originally disclosed and that Raytheon was
experiencing problems in its defense business'' said
Jeffrey C. Block, one of the partners at Berman,
DeValerio & Pease LLP which is representing the
plaintiffs.
A second suit, initiated by Milberg,
Weiss, Bershad Hynes & Lerach LLP http://www.milberg.com ,
"charges Raytheon and certain of its officers
and directors with violations of Sections 10(b) and
20(a) of the Securities Exchange Act of 1934 as well
as Rule 10b-5 promulgated thereunder. The complaint
alleges that defendants issued a series of materially
false and misleading statements regarding trends in
the Company's business and failed to disclose the
problems it was experiencing concerning the
integration of its acquisitions. As a result of these
materially false and misleading statements and
omissions, plaintiff alleges that the price of
Raytheon common stock was artificially inflated
during the Class Period," according to the
firm's release.
Another lawsuit was filed by Wolf
Popper, LLP http://www.wolfpopper.com , which
alleged, "On September 16, 1999, defendants
represented to the investing public that Raytheon
expected to take a pretax $350 to $450 million
restructuring charge in the third quarter 'related to
further cost reduction opportunities,' but led the
market to believe that its fundamental business was
operating well and that Raytheon was not experiencing
contract performance problems. This was not the case.
Indeed, as a result of a meeting the Company had with
the Pentagon on September 11, 1999, defendants knew
that they were experiencing problems with its
programs. On October 12, 1999, Raytheon announced,
among other things, that it would be taking a $668
million third quarter charge -- with $320 million of
the charge relating to write-offs due to problems the
Company purportedly had not been experiencing with
its programs. The effects of the Company's statement
regarding the third quarter were staggering, as the
Company's news triggered its biggest stock drop in at
least two decades. Raytheon's Class A shares fell
$19-1/2, or approximately 46 percent, from $42 to
$22-1/2. Additionally, Raytheon's Class B shares
plunged from $43 on October 11, 1999, to close at
$24-1/4 on October 12, 1999, a drop of $18-3/4, or 44
percent, erasing almost $4.5 billion in market
value."
On October 15, 1999, the law firm of
Cohen, Milstein, Hausfeld & Toll, P.L.L.C. http://www.cmht.com/ filed a
Class Action Suit Against Raytheon Company.
On October 18, 1999, the law firm of
Levy & Levy, P.C http://www.levylawfirm.com announced
the filing of a class action lawsuit against Raytheon
alleging violations of federal and/or state
securities laws.
Also on October 18, 1999, the law
firm of Schiffrin & Barroway, LLP http://www.sbclasslaw.com/ filed a
class action lawsuit against Raytheon.
On October 19, 1999 the law firm of
Barrack, Rodos & Bacine, http://www.barrack.com/ , commenced
a law suit against Raytheon in the Federal District
Court for the Eastern District of Massachusetts.
According to the firm, "The complaint alleges
that Raytheon and certain of its officers and
directors violated Section 10(b) of the Securities
Exchange Act of 1934 as well as Rule 10b-5
promulgated thereunder. The complaint alleges that
defendants issued a series of materially false and
misleading statements about trends in the Company's
business and failed to disclose the problems it was
experiencing in integrating its acquisitions. As a
result of these materially false and misleading
statements and omissions, plaintiff alleges that the
price of Raytheon common stock was artificially
inflated during the Class Period."
On October 26, 1999, Berger &
Montague, P.C. http://home.bm.net announced
that it was filing a class action lawsuit against
Raytheon.