Goldman Sachs 2012 Annual Report Download - page 209

Notes to Consolidated Financial Statements
Private Equity-Sponsored Acquisitions Litigation.
Group Inc. and “GS Capital Partners” are among
numerous private equity firms and investment banks named
as defendants in a federal antitrust action filed in the U.S.
District Court for the District of Massachusetts in
December 2007. As amended, the complaint generally
alleges that the defendants have colluded to limit
competition in bidding for private equity-sponsored
acquisitions of public companies, thereby resulting in lower
prevailing bids and, by extension, less consideration for
shareholders of those companies in violation of Section 1 of
the U.S. Sherman Antitrust Act and common law. The
complaint seeks, among other things, treble damages in an
unspecified amount. Defendants moved to dismiss on
August 27, 2008. The district court dismissed claims
relating to certain transactions that were the subject of
releases as part of the settlement of shareholder actions
challenging such transactions, and by an order dated
December 15, 2008 otherwise denied the motion to dismiss.
On April 26, 2010, the plaintiffs moved for leave to
proceed with a second phase of discovery encompassing
additional transactions. On August 18, 2010, the court
permitted discovery on eight additional transactions, and
the plaintiffs filed a fourth amended complaint on
October 7, 2010. On January 13, 2011, the court granted
defendants’ motion to dismiss certain aspects of the fourth
amended complaint. On March 1, 2011, the court granted
the motion filed by certain defendants, including Group
Inc., to dismiss another claim of the fourth amended
complaint on the grounds that the transaction was the
subject of a release as part of the settlement of a shareholder
action challenging the transaction. On June 14, 2012, the
plaintiffs filed a fifth amended complaint encompassing
additional transactions. On July 18, 2012, the court
granted defendants’ motion to dismiss certain newly
asserted claims on the grounds that certain transactions are
subject to releases as part of settlements of shareholder
actions challenging those transactions, and denied
defendants’ motion to dismiss certain additional claims as
time-barred. On July 23, 2012, the defendants filed
motions for summary judgment.
IndyMac Pass-Through Certificates Litigation.
GS&Co. is among numerous underwriters named as
defendants in a putative securities class action filed on
May 14, 2009 in the U.S. District Court for the Southern
District of New York. As to the underwriters, plaintiffs
allege that the offering documents in connection with
various securitizations of mortgage-related assets violated
the disclosure requirements of the federal securities laws.
The defendants include IndyMac-related entities formed in
connection with the securitizations, the underwriters of the
offerings, certain ratings agencies which evaluated the
credit quality of the securities, and certain former officers
and directors of IndyMac affiliates. On November 2, 2009,
the underwriters moved to dismiss the complaint. The
motion was granted in part on February 17, 2010 to the
extent of dismissing claims based on offerings in which no
plaintiff purchased, and the court reserved judgment as to
the other aspects of the motion. By a decision dated
June 21, 2010, the district court formally dismissed all
claims relating to offerings in which no named plaintiff
purchased certificates (including all offerings underwritten
by GS&Co.), and both granted and denied the defendants’
motions to dismiss in various other respects. On
November 16, 2012 the district court denied the plaintiffs’
motion seeking reinstatement of claims relating to 42
offerings previously dismissed for lack of standing (one of
which was co-underwritten by GS&Co.) without prejudice
to renewal depending on the outcome of the petition for a
writ of certiorari to the U.S. Supreme Court with respect to
the Second Circuit’s decision described above. On
May 17, 2010, four additional investors filed a motion
seeking to intervene in order to assert claims based on
additional offerings (including two underwritten by
GS&Co.). The defendants opposed the motion on the
ground that the putative intervenors’ claims were time-
barred and, on June 21, 2011, the court denied the motion
to intervene with respect to, among others, the claims based
on the offerings underwritten by GS&Co. Certain of the
putative intervenors (including those seeking to assert
claims based on two offerings underwritten by GS&Co.)
have appealed. GS&Co. underwrote approximately
$751 million principal amount of securities to all
purchasers in the offerings at issue in the May 2010 motion
to intervene.
On July 11, 2008, IndyMac Bank was placed under an
FDIC receivership, and on July 31, 2008, IndyMac
Bancorp, Inc. filed for Chapter 7 bankruptcy in the U.S.
Bankruptcy Court in Los Angeles, California.
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