The following statement is being issued by Waters Kraus & Paul, LLP and Complex Law Group, LLC, regarding In re Cobb EMC Class Action, Civil Action File No. 10:100353-48.
TO: ALL CURRENT AND FORMER MEMBERS OF COBB ELECTRIC MEMBERSHIP CORPORATION
Please Read this Notice Carefully – It May Affect Your Rights. This Notice is given pursuant to an Order of the Superior Court of Cobb County, Georgia.
If you have questions please call 1-888-292-8850 or visitwww.cobbemcsettlement.com.
YOU ARE HEREBY NOTIFIED that a court has taken the first step in approving the settlement of a class action lawsuit. The parties in the lawsuit In re Cobb EMC Class Action, Civil Action File No. 10:100353-48 pending in the Superior Court of Cobb County, State of Georgia entered into a Stipulation of Settlement (“Settlement”) which was preliminarily approved by the Court on October 10, 2013.
You may have received prior notice or completed forms relating to the years 1957-1971. This Settlement includes all members of Cobb EMC atany time between 1938 and December 31, 2012.
What is This Lawsuit About?
The lawsuit claims that Cobb EMC’s prior board and management failed and refused to retire capital credits belonging to former and current members. As a non-profit cooperative, Cobb EMC does not issue stock and does not have shareholders. Instead, Cobb EMC is owned by its members, who hold “capital credits” rather than shares. Members earn capital credits when Cobb EMC’s income exceeds its expenses in a given year. The difference is referred to as “margin” and is allocated as capital credits to Cobb EMC’s members in proportion to the amount of business each did with the cooperative during the year. Allocated margins are retained and used by an EMC as capital for a number of years, typically between 10 to 30 years, but eventually “retired” in a series of capital credit distributions referred to as a revolving plan. The lawsuit contends that Cobb EMC failed and refused to adopt a reasonable revolving plan or to retire capital credits on a schedule consistent with its obligations. The lawsuit generally alleges causes of action against Cobb EMC for breach of contract, breach of fiduciary duty and declaratory relief. Cobb EMC denies any wrongdoing and the Court has not made a final decision either way. The parties have agreed to resolve this case by Settlement to avoid the time, expense and uncertainty associated with continued litigation, and to provide benefits to former and current members as soon as practical.
Are You Affected?
If you were a member of Cobb EMC at any time on or before December 31, 2012, your rights will be affected if the Settlement is approved, whether you act or do not act.
What are the Terms of the Settlement?
If approved, the Settlement provides the following primary benefits to Class Members:
- $98 Million Settlement Fund. Cobb EMC will pay up to $98 million for the benefit of Class Members, including attorneys’ fees and expenses of litigation. Class Members will be entitled to receive an immediate cash payment, without any discount, for the capital credits allocated to them through the first half of 1988 (as specified in the Stipulation of Settlement and for all years not already paid); and
- Class Members will additionally be entitled to receive the specified capital credits allocated to them from the second half of 1988 up through December 31, 2012, either in a one-time payment discounted to present value (utilizing a 12% discount rate), or paid out over 24.6 years without discount.
- Cobb EMC will also pay pre-2013 Generation and Transmission Capital Credits if and when Cobb EMC receives payment in cash of such credits. As of December 31, 2012, Cobb EMC had approximately $116 million of G&T Capital Credits allocated to it. Historically, Cobb EMC has not received payment of these credits.
All costs of providing notice and administering the Settlement will be paid by Cobb EMC in addition to the Settlement Fund and will not impact the benefits to Class Members.
What Are My Legal Rights?
Remain a Class Member. To remain a Class Member and receive Settlement proceeds, you must submit a Claim Form that is postmarked or received by February 10, 2014. By participating in the Settlement, you will be bound by all orders of the Court about the Settlement. If the Settlement is approved, related legal claims against Cobb EMC will be released.
Hire Your Own Lawyer. The Court has approved Class Counsel to represent you. But if you choose, you may hire your own lawyer to appear in Court for you. You have to pay that lawyer yourself and that lawyer must file an Entry of Appearance.
Exclude Yourself. If you do not want to be included as a Class Member, you must exclude yourself. If you exclude yourself, you get no benefits, but you keep the right to file your own lawsuit. To exclude yourself, you must submit a signed letter requesting to be excluded that is postmarked or received no later than January 10, 2014.
Object. You can tell the Court if you do not like this Settlement or some part of it. To object, you must send a letter that is mailed and postmarked or received byJanuary 10, 2014. For details on how to properly file an objection, please read the detailed notice available at the website or call the toll-free number below.
Do Nothing. If you are a member of the Class and you do not submit a Claim Form by February 10, 2014, you will not be eligible to receive any payment from the Settlement Fund. You will, however, remain a member of the Class, which means that you gave up your right to sue about the claims that are resolved by the Settlement, and you are bound by any judgments or orders entered by the Court in the lawsuit.
YOU HAVE A RIGHT TO PARTICIPATE IN THE SETTLEMENT, TO EXCLUDE YOURSELF FROM THE SETTLEMENT, OR TO OBJECT TO THE SETTLEMENT. INSTRUCTIONS ARE CONTAINED IN THE FULL NOTICE AND CLAIM FORM.
The Court has scheduled a hearing for February 25, 2014 at 9:00 a.m. (eastern time) before the Honorable J. Stephen Schuster, Superior Court of Cobb County, Courtroom 7400, 70 Haynes Street, Marietta, Georgia 30090, for the purpose of determining whether to approve the Settlement and award attorneys’ fees and costs. (“Final Approval Hearing”). Attorneys’ fees and costs will only be awarded after the Court has determined they are fair and reasonable. Any attorneys’ fees and costs awarded are not expected to impact the benefits received by Class Members who exercise their rights to participate in the Settlement.
Right to Make Appearance.
Any Class Member who does not request exclusion may make a separate appearance at the Final Approval Hearing on February 25, 2014. Attendance at the hearing is not necessary; however, Class Members wanting to be heard orally in opposition to the Settlement should indicate in their written objection their intention to appear at the hearing. Class Members who support the Settlement do not need to appear at the hearing.
This Notice is a summary only.
If you are reading this, but do not have a copy of the Full Notice and Claim Form, please call the toll-free number below to receive copies. Copies of the Full Notice, Claim Form, Stipulation of Settlement and other court documents may also be viewed and printed at www.cobbemcsettlement.com. You may also contact Lead Class Counsel for former Cobb EMC members, Wm. Paul Lawrence at Waters Kraus & Paul, LLP, 3141 Hood Street, Suite 700, Dallas, Texas 75219, (800) 226-9880,firstname.lastname@example.org, or Lead Class Counsel for current Cobb EMC members, David M. Cohen, Complex Law Group, LLC, 40 Powder Springs Street, Marietta, Georgia 30064, (770) 200-3100, email@example.com. Please do not contact the court for information about this Settlement.
Call: 1-888-292-8850 or visit www.cobbemcsettlement.com