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CARTER,\n UNITED STATES DISTRICT JUDGE\n\n\n\n APPEARANCES: SEE PAGE 2\n\n Court Reporter: Recorded; CourtSmart\n\n Courtroom Deputy: Karlen Dubon\n\n Transcribed by: Exceptional Reporting Services, Inc.\n P.O. Box 8365\n Corpus Christi, TX 78468\n 361 949-2988\n\n\n Proceedings recorded by electronic sound recording;\n transcript produced by transcription service.\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 2 of 17 Page ID\n #:2176\n 2\n\n APPEARANCES FOR:\n\n\n Plaintiffs: DAVID R. KAPLAN, ESQ.\n Saxena White\n 12750 High Bluff Dr.\n Suite 475\n San Diego, CA 92130\n\n JONATHAN D. USLANER, ESQ.\n Bernstein Litowitz Berger & Grossmann\n 2121 Avenue of the Stars\n Suite 2575\n Los Angeles, CA 90067\n\n\n Defendants: MICHAEL J. BILES, ESQ.\n King & Spalding\n 500 West 2nd Street\n Suite 1800\n Austin, TX 78701\n\n\n\n\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 3 of 17 Page ID\n #:2177\n 3\n\n\n 1 Santa Ana, California; Wednesday, April 13, 2022; 4:26 p.m.\n\n 2 --oOo--\n\n 3 THE COURT: All right. We\u2019re on the record in\n\n 4 19-02326, In Re: Merit Medical Systems, Inc. Securities\n\n 5 Litigation.\n\n 6 Counsel, if you\u2019d remain seated and would you please\n\n 7 make your appearance beginning with Plaintiff?\n\n 8 MR. KAPLAN: Good afternoon, Your Honor, Dave Kaplan\n\n 9 of Saxena White on behalf of the lead Plaintiffs and with me\n\n 10 here today is Jonathan Uslaner from Bernstein Litowitz Berger\n\n 11 and Grossmann, our co-counsel -- our co-lead counsel in this\n\n 12 case also on behalf of lead Plaintiffs.\n\n 13 THE COURT: Thank you.\n\n 14 On behalf of the Defendant?\n\n 15 MR. BILES: Good afternoon, Your Honor. It\u2019s Michael\n\n 16 Biles of King and Spalding on behalf of Defendants.\n\n 17 THE COURT: And, Counsel, your comments, your\n\n 18 argument on this matter.\n\n 19 MR. KAPLAN: Thank you, Your Honor. We\u2019re here\n\n 20 before Your Honor today on a motion for final approval of the\n\n 21 settlement in this case, a settlement Your Honor granted\n\n 22 preliminary approval of on January 3rd of this year. And I\u2019m\n\n 23 happy to summarize for the Court the principal reasons\n\n 24 supporting our request for final settlement approval and answer\n\n 25 any questions Your Honor may have.\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 4 of 17 Page ID\n #:2178\n 4\n\n\n 1 THE COURT: Please.\n\n 2 MR. KAPLAN: So the pending motions for final\n\n 3 approval of the settlement and for attorneys\u2019 fees and\n\n 4 reimbursement of litigation expenses are unopposed. There were\n\n 5 no objections to any aspect of the settlement as well as any\n\n 6 aspect of the request for fee and reimbursement.\n\n 7 The proposed settlement consideration is $18.25\n\n 8 million and following the Court\u2019s January 3rd preliminary\n\n 9 approval order, the full amount of that settlement\n\n 10 consideration was deposited into an escrow account at\n\n 11 Huntington Bank where it\u2019s been invested in Treasury Bills and\n\n 12 has been earning interest for the benefit of the settlement\n\n 13 class.\n\n 14 THE COURT: Okay.\n\n 15 MR. KAPLAN: And in accordance with the Court\u2019s\n\n 16 preliminary approval order, lead counsel together with the\n\n 17 claims administrator has embarked on an extensive notice\n\n 18 program which included providing nearly 26,000 notice packets\n\n 19 to potential settlement class members that have been identified\n\n 20 by the company itself, the Defendant company Merit Medical\n\n 21 itself as well as banks, brokers and other nominees. And those\n\n 22 notice packets -- the mailing of those notice packets occurred\n\n 23 between January 21st and March 25th.\n\n 24 Publication notice was also provided in Investors\n\n 25 Business Daily and the PR Newswire on February 7th. Both of\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 5 of 17 Page ID\n #:2179\n 5\n\n\n 1 the respective lead counsel firms have also provided notice via\n\n 2 our websites as well as a dedicated website maintained by the\n\n 3 class action administrator for the settlement,\n\n 4 www.meritmedicalsecuritieslitigation.com.\n\n 5 And throughout this process, as is customary, the\n\n 6 claims administrator maintained a toll-free number for\n\n 7 investors to call with any questions about the settlement.\n\n 8 There\u2019s only been a few calls, seven in -- 14 inbound calls\n\n 9 that lasted approximately 2.5 hours and seven outbound calls\n\n 10 made in response to messages left and to follow up on any\n\n 11 questions.\n\n 12 My co-counsel and I actually spoke with the claims\n\n 13 administrator yesterday afternoon just to ensure that the\n\n 14 notice program was going smoothly and that there were no\n\n 15 questions by potential class members or the brokers or the\n\n 16 nominees regarding any aspect of the settlement or the notice\n\n 17 program. And the claims administrator confirmed that\n\n 18 everything is proceeding smoothly and as planned.\n\n 19 So on March 9th following the transfer of the full\n\n 20 settlement consideration into the Huntington Bank into the\n\n 21 escrow account, we, lead Plaintiffs, filed their reply in\n\n 22 further support of final settlement approval. And we\u2019re\n\n 23 pleased to report that there has not been a single objection,\n\n 24 as I mentioned earlier, to any aspect of the settlement nor has\n\n 25 any member of the proposed settlement class requested\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 6 of 17 Page ID\n #:2180\n 6\n\n\n 1 exclusion.\n\n 2 We did receive one exclusion request. It was by an\n\n 3 individual investor who was not a member of the settlement\n\n 4 class. They held 20 shares of Merit common stock and sold them\n\n 5 for a gain before the first alleged corrected disclosure. So\n\n 6 they wouldn\u2019t be a member of the settlement class in any event.\n\n 7 So there\u2019s been no request for exclusion. There\u2019s\n\n 8 been no objections to any aspect to either of the motions. And\n\n 9 as set forth in our papers, I would submit to the Court that\n\n 10 the settlement is fair, reasonable and adequate and meets the\n\n 11 approval standards of Rule 23(e)(2) and applicable Ninth\n\n 12 Circuit law including each of the handling factors.\n\n 13 And I\u2019m happy to go through those and I\u2019m also happy\n\n 14 to detail the extensive efforts that the lead Plaintiffs and\n\n 15 the lead counsel took in this case on behalf of the class that\n\n 16 resulted in the 18.25 million-dollar recovery. I could go\n\n 17 through those efforts briefly for Your Honor.\n\n 18 It included two years of litigation and an extensive\n\n 19 pre-suit investigation that included the identification over --\n\n 20 of over 700 former employees of Merit Medical and the two\n\n 21 acquisition companies that it -- two companies that it acquired\n\n 22 and that were the subject of the claims and interviews with\n\n 23 over four dozen of those former employees, 16 of which were\n\n 24 included in our nearly hundred-page amended complaint.\n\n 25 My colleague Jon here spoke with each and every one\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 7 of 17 Page ID\n #:2181\n 7\n\n\n 1 of those during those interviews and confirmed their accounts\n\n 2 and their accounts were cited in both Your Honor\u2019s decision\n\n 3 denying transfer of the case to the Defendant company\u2019s home\n\n 4 forum of the District of Utah as well as the decision denying\n\n 5 the motion -- substantially denying the motion to dismiss in\n\n 6 this case.\n\n 7 Our efforts also included, as I mentioned, defeating\n\n 8 Defendants\u2019 transfer motion to Utah, largely defeating the\n\n 9 motion to dismiss first before Magistrate Judge Spaeth and then\n\n 10 again before Your Honor in connection with Defendants\u2019\n\n 11 objection to Judge Spaeth\u2019s Report and Recommendation.\n\n 12 Thereafter, discovery began and we received from\n\n 13 Defendants and reviewed from Defendants and five nonparties\n\n 14 over a half million pages of documents and we also consulted\n\n 15 with experts regarding various aspects of the claims and\n\n 16 damages.\n\n 17 Thereafter, we engaged in mediation discussions\n\n 18 before a well -- a highly experienced mediator Michelle Yoshida\n\n 19 of Phillips ADR which we informed Your Honor about at that\n\n 20 settlement conference that we had in this case.\n\n 21 We engaged in a full-day in-person mediation. That\n\n 22 did not result in a settlement but our discussions continued\n\n 23 for six weeks thereafter, as did discovery, and ultimately the\n\n 24 parties accepted the mediator\u2019s recommendation on a double-\n\n 25 blind basis for the $18.25 million in settlement consideration.\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 8 of 17 Page ID\n #:2182\n 8\n\n\n 1 I would point out as well that, as Your Honor may be\n\n 2 aware, typically in securities class action settlements, the\n\n 3 settlement is funded entirely by directors\u2019 and officers\u2019\n\n 4 insurance policies. Here, over half of the settlement\n\n 5 consideration was funded by the company itself. The company\n\n 6 went out of pocket. So we do believe that\u2019s a meaningful fact\n\n 7 to bring to the Court\u2019s consideration in assessing the\n\n 8 substantial recovery achieved for the class here.\n\n 9 And in that regard, in terms of the recovery achieved\n\n 10 for the class, our expert estimated that the total realistic\n\n 11 class-wide damages in this case after considering some\n\n 12 significant loss-causation arguments -- and I could get into\n\n 13 those if Your Honor would like -- was $153 million. But that\n\n 14 is taking a very --\n\n 15 THE COURT: Right.\n\n 16 MR. KAPLAN: -- Plaintiff\u2019s-oriented view of loss\n\n 17 causation and -- but under Defendants\u2019 arguments, our expert\n\n 18 analyzed that the total class-wide damages were $33 million.\n\n 19 So depending on which side you look at and which side\n\n 20 the jury -- the Court or jury were to accept, the recovery\n\n 21 achieved through this settlement represents between 12 and 55\n\n 22 percent of the maximum realistic trial damages class-wide in\n\n 23 this case. And that\u2019s a very significant figure.\n\n 24 For example, every year a leading economic consulting\n\n 25 firm, Cornerstone Research, publishes a review of securities\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 9 of 17 Page ID\n #:2183\n 9\n\n\n 1 class action settlements and the median recovery rates. And\n\n 2 the most recent report cited a median recovery in cases of all\n\n 3 sizes from 2011 to 2019 of 4.9 percent. So we\u2019re more than\n\n 4 double that figure even at the low end of the range and over 11\n\n 5 times that figure at the high end of the range.\n\n 6 So we did believe that the settlement achieved here,\n\n 7 as well as the lead Plaintiffs strongly believed, represented a\n\n 8 very meaningful recovery for the class and that continued risk\n\n 9 -- continued further litigation in the case not only might not\n\n 10 achieve a larger recovery but it might result in no recovery at\n\n 11 all because Defendants vigorously challenged every aspect of\n\n 12 the claims including the core claim elements of falsity,\n\n 13 materiality, scienter and loss causation.\n\n 14 And some of these arguments were extremely\n\n 15 challenging and we believed in the merits of our case and in\n\n 16 the strength of our investigation but there were very real\n\n 17 risks in this case and we do believe that the recovery achieved\n\n 18 in this case is an excellent recovery for the class and\n\n 19 certainly surpasses the typical recovery in securities class\n\n 20 action cases.\n\n 21 THE COURT: Okay.\n\n 22 MR. KAPLAN: I can move on to address the plan of\n\n 23 allocation very briefly.\n\n 24 THE COURT: Why don\u2019t you?\n\n 25 MR. KAPLAN: Sure. So the plan of allocation here\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 10 of 17 Page\n ID #:2184\n 10\n\n\n 1 seeks to equitably distribute the net settlement fund among\n\n 2 settlement class members who suffered economic losses as a\n\n 3 result of the alleged violations of the securities laws pled in\n\n 4 our complaint. It was developed by lead counsel in\n\n 5 consultation with lead Plaintiffs\u2019 damages expert and is\n\n 6 consistent with plans of allocation utilized in this district\n\n 7 and Federal courts throughout California and nationwide.\n\n 8 And what it does is it calculates the estimated\n\n 9 amount of artificial inflation that was introduced into the\n\n 10 stock price by Defendants\u2019 alleged misrepresentations and the\n\n 11 amount of that artificial inflation that was removed in this\n\n 12 case on two alleged corrective disclosure dates when the stock\n\n 13 price plummeted in response to various news disclosures\n\n 14 including what we allege are corrective revelations of the\n\n 15 prior misstatements.\n\n 16 So it measures the amount of artificial inflation\n\n 17 within the stock price drop on those two corrective disclosure\n\n 18 events that was removed and tied to the alleged misstatements\n\n 19 in the case and then treats all class members equally in\n\n 20 apportioning the net settlement fund based on the timing of\n\n 21 those -- each class member\u2019s purchases and sales and the amount\n\n 22 of artificial inflation that they -- that was in the stock\n\n 23 price when they purchased it and the damages that they suffered\n\n 24 as a result of holding those shares over the corrective\n\n 25 disclosure events.\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 11 of 17 Page\n ID #:2185\n 11\n\n\n 1 So it\u2019s a very common plan of allocation, typical of\n\n 2 security -- in securities class action settlements. And it\u2019s\n\n 3 fairly straightforward in this case given that there were two\n\n 4 corrective disclosure events and it\u2019s an eight-month class\n\n 5 period.\n\n 6 I can go into greater detail on the plan of\n\n 7 allocation. It\u2019s described in great detail in the notice that\n\n 8 went out to class members but if Your Honor doesn\u2019t have any\n\n 9 questions regarding the plan of allocation, I\u2019m happy to turn\n\n 10 to our fee and expense request.\n\n 11 THE COURT: Please.\n\n 12 MR. KAPLAN: So -- thank you, Your Honor. As I\n\n 13 mentioned earlier, this action was litigated for two years and\n\n 14 without any compensation to the lead counsel firms. It was --\n\n 15 we took this case on a full contingency-fee basis. All\n\n 16 expenses were out-of-pocket expenses incurred by the firms.\n\n 17 We\u2019re requesting a fee of 30 percent of the net\n\n 18 settlement fund or $5.475 million with the agreement and full\n\n 19 support of the three lead Plaintiffs in this case. The three\n\n 20 lead Plaintiffs are sophisticated public pension funds with\n\n 21 several billion dollars of combined assets under management.\n\n 22 They\u2019re experienced fiduciaries and that experience includes\n\n 23 oversight of lead counsel and many other securities class\n\n 24 action settlements.\n\n 25 The 30-percent fee amount has -- for securities class\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 12 of 17 Page\n ID #:2186\n 12\n\n\n 1 actions, Your Honor, as recognized in other cases, is the norm\n\n 2 in complex securities fraud cases and is consistent with\n\n 3 percentage fees awarded in comparable cases and certainly in\n\n 4 cases where -- involving significant work by counsel and\n\n 5 substantial results that have been achieved by counsel.\n\n 6 And we do recognize that the Ninth Circuit has a\n\n 7 benchmark, 25 percent. We do think, given the substantial\n\n 8 amount of work that we\u2019ve invested in this case and the\n\n 9 extraordinary recovery that this proposed settlement would\n\n 10 return to shareholders, that a modest upwards adjustment to 30\n\n 11 percent is consistent not only with your prior case law stating\n\n 12 that that\u2019s the norm in complex securities fraud cases but case\n\n 13 law from numerous other judges in District courts throughout\n\n 14 California and beyond California.\n\n 15 And I point out that if the Court were to look at the\n\n 16 lodestar that our firm has incurred and the prosecution --\n\n 17 investigation, research and prosecution in this case, it totals\n\n 18 $3.8 million or over 6,550 hours of work and none of that is in\n\n 19 connection with the fee and expense request. That\u2019s all been\n\n 20 removed -- so just for the investigation and prosecution of\n\n 21 this case. And that results in a modest multiplier of 1.4 --\n\n 22 THE COURT: Okay.\n\n 23 MR. KAPLAN: -- so certainly in line with other\n\n 24 multipliers approved by Courts in the Ninth Circuit and, in\n\n 25 fact, at the low end. There\u2019s many cases Courts approving\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 13 of 17 Page\n ID #:2187\n 13\n\n\n 1 percentage-fee awards with three to four times multipliers and\n\n 2 often cases with substantially less recovery rates than we\u2019ve\n\n 3 achieved here. So we do believe that this -- what we would\n\n 4 term a \u201cmodest\u201d 1.4 percent multiplier, if the Court were to\n\n 5 perform a lodestar cross-check, also supports the -- fully\n\n 6 supports the 30-percent fee request.\n\n 7 Lastly, turning to expenses, we\u2019re very pleased to\n\n 8 report to Your Honor that the total expenses that we\u2019re seeking\n\n 9 reimbursement of in this case is less than half of the 250,000-\n\n 10 dollar estimate that was in the notice. And specifically,\n\n 11 we\u2019re requesting reimbursement of expenses in the amount of\n\n 12 $104,686. These are typical expenses that one would incur in a\n\n 13 case of this type.\n\n 14 Nearly -- just to give you a rough sense of the\n\n 15 nature of the expenses, nearly 80 percent of the expenses were\n\n 16 for categories involving legal and factual research, experts\n\n 17 and consultants and mediation. And we\u2019re cognizant of some of\n\n 18 Your Honor\u2019s prior statements in other approval hearings and\n\n 19 decisions regarding expert fees. And here we were able to keep\n\n 20 the expert fees to under $50,000.\n\n 21 THE COURT: Okay.\n\n 22 MR. KAPLAN: -- and especially given some the hourly\n\n 23 rates of experts in this field, we think that\u2019s certainly a\n\n 24 very reasonable sum, as is the total, approximate 104,000-\n\n 25 dollar expense reimbursement request.\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 14 of 17 Page\n ID #:2188\n 14\n\n\n 1 THE COURT: Okay.\n\n 2 MR. KAPLAN: Finally -- and this would be the last\n\n 3 substantive aspect of the motions that I would like to address\n\n 4 with Your Honor is a very modest reimbursement for the time\n\n 5 spent by the actual lead Plaintiffs overseeing the prosecution\n\n 6 of the case. The lead Plaintiffs were very involved in the\n\n 7 prosecution of the case from the outset, from the lead\n\n 8 Plaintiffs stage through settlement approval.\n\n 9 That -- this included reviewing drafts of the\n\n 10 pleadings and other key -- and motions and briefs and key case\n\n 11 filings in the case, participating in the mediation process,\n\n 12 evaluating and approving the settlement. And awards that we\u2019re\n\n 13 requesting are $5,500 for the two Atlanta funds and $3,392 for\n\n 14 the Baton Rouge fund. And, again, that is a reimbursement --\n\n 15 THE COURT: Is that the $8,892 added together? I\n\n 16 think it --\n\n 17 MR. KAPLAN: Right. For their actual time spent\n\n 18 overseeing the prosecution of the case.\n\n 19 THE COURT: Got it.\n\n 20 MR. KAPLAN: And then in all other respects, their\n\n 21 claims would be submitted under the plan of allocation to the\n\n 22 claims administrator and treated the same as any other class\n\n 23 member.\n\n 24 THE COURT: Counsel --\n\n 25 MR. KAPLAN: And unless Your Honor has any other\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 15 of 17 Page\n ID #:2189\n 15\n\n\n 1 questions, which I\u2019m happy to address, I would just like to\n\n 2 close by thanking the Court for its two years overseeing this\n\n 3 complex matter.\n\n 4 THE COURT: Well, thank you.\n\n 5 Counsel, any response or any thoughts?\n\n 6 MR. BILES: Your Honor, the Defendants take no\n\n 7 position on Plaintiffs\u2019 request for fees but we support the\n\n 8 Court\u2019s approval of the settlement and entry of final judgment.\n\n 9 THE COURT: All right. Then under Federal Rule of\n\n 10 Civil Procedure 23(e)(2), the Court may approve a final class\n\n 11 action settlement only on finding that it is fair, reasonable\n\n 12 and adequate. And the Court must consider whether the class\n\n 13 representatives and the class counsel have adequately\n\n 14 represented the class, the proposal was negotiated at arm\u2019s\n\n 15 length, the relief provided for the class is adequate taking\n\n 16 into account the costs, risks and delay of trial and appeal,\n\n 17 effectiveness of any proposed method of distributing relief to\n\n 18 the class including the method of processing class member\n\n 19 claims and the terms of any proposed award of attorneys\u2019 fees\n\n 20 including timing of payment.\n\n 21 Here the proposed settlement gives 18 million --\n\n 22 well, 18.25 million to the class -- or to the settlement class,\n\n 23 30 percent of the settlement fund in attorneys\u2019 fees,\n\n 24 $104,686.68 in litigation expenses and $8,892.01 to lead\n\n 25 Plaintiffs. This Court is convinced that the class\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 16 of 17 Page\n ID #:2190\n 16\n\n\n 1 representatives and counsel have adequately represented the\n\n 2 class. The proposed settlement appears and seems to have been\n\n 3 negotiated at arm\u2019s length and the settlement does not raise\n\n 4 any concerns.\n\n 5 Securities class action litigation under the PSLRA is\n\n 6 risky and often difficult to prove. Moreover, this case\n\n 7 progressed without a parallel SEC action and the results\n\n 8 achieved are substantial and avoid the risks of proceeding to\n\n 9 trial.\n\n 10 This Court has previously found an attorneys\u2019 fee\n\n 11 award of 30 percent is the norm in common fund cases but I\n\n 12 especially find and make the same award and find that the\n\n 13 attorneys\u2019 fee award is not only reasonable but to be commended\n\n 14 here. And I want to thank each of you for your courtesy. Well\n\n 15 represented --\n\n 16 MR. SPEAKER: Thank you, Your Honor.\n\n 17 MR. SPEAKER: Thank you, Your Honor.\n\n 18 THE COURT: -- and very, very much appreciated.\n\n 19 MR. SPEAKER: Thank you, Your Honor.\n\n 20 MR. SPEAKER: Thank you, Your Honor.\n\n 21 THE COURT: And so we\u2019ll see you soon or maybe not so\n\n 22 soon. Good night now.\n\n 23 MR. SPEAKER: Good afternoon.\n\n 24 (This proceeding adjourned at 4:49 p.m.)\n\n 25\n EXCEPTIONAL REPORTING SERVICES, INC\n\fCase 8:19-cv-02326-DOC-ADS Document 124 Filed 12/01/22 Page 17 of 17 Page\n ID #:2191\n 17\n\n\n CERTIFICATION\n\n\n\n I certify that the foregoing is a correct transcript\n\n from the electronic sound recording of the proceedings in the\n\n above-entitled matter.\n\n\n\n\n December 1, 2022\n\n Signed Dated\n\n\n\n TONI HUDSON, TRANSCRIBER\n\n\n\n\n EXCEPTIONAL REPORTING SERVICES, INC\n\f","ocr_status":2,"date_upload":"2026-07-09T23:34:25.033318-07:00","document_number":"124","attachment_number":null,"pacer_doc_id":"031039033927","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"-Transcript","acms_document_guid":""}],"date_created":"2022-12-01T09:33:56.000671-08:00","date_modified":"2026-03-13T23:06:10.981522-07:00","date_filed":"2022-12-01","time_filed":null,"entry_number":124,"recap_sequence_number":"2022-12-01.001","pacer_sequence_number":393,"description":"TRANSCRIPT for proceedings held on 4-13-2022 4:26 p.m. to 4:49 p.m.. Court Reporter/Electronic Court Recorder: Exceptional Reporting Services, Inc, phone number 361-949-2988. Transcript may be viewed at the court public terminal or purchased through the Court Reporter/Electronic Court Recorder before the deadline for Release of Transcript Restriction. After that date it may be obtained through PACER. Notice of Intent to Redact due within 7 days of this date. Redaction Request due 12/22/2022. Redacted Transcript Deadline set for 1/3/2023. Release of Transcript Restriction set for 3/1/2023. (mci) (Entered: 12/01/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/213043658/","id":213043658,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/219006570/","id":219006570,"tags":[],"absolute_url":"","date_created":"2022-12-01T09:33:55.824944-08:00","date_modified":"2022-12-01T09:33:55.826657-08:00","sha1":"","page_count":null,"file_size":null,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"","attachment_number":null,"pacer_doc_id":"","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Notice of Filing Transcript","acms_document_guid":""}],"date_created":"2022-12-01T09:33:55.821809-08:00","date_modified":"2022-12-01T09:33:55.821820-08:00","date_filed":"2022-12-01","time_filed":null,"entry_number":null,"recap_sequence_number":"2022-12-01T17:17:42+00:00.001","pacer_sequence_number":null,"description":"","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/212835098/","id":212835098,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/218794217/","id":218794217,"tags":[],"absolute_url":"/docket/16540392/121/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-11-29T13:04:24.886778-08:00","date_modified":"2026-08-05T09:22:44.366849-07:00","sha1":"5c48acf85f5cc353e33bccf4458e79e83a0d494f","page_count":4,"file_size":57051,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.121.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.121.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":" Case 8:19-cv-02326-DOC-ADS Document 121 Filed 11/29/22 Page 1 of 4 Page ID\n #:2014\n\n\n\n 1 SAXENA WHITE P.A.\n David R. Kaplan (SBN 230144)\n 2\n dkaplan@saxenawhite.com\n 3 505 Lomas Santa Fe Drive, Suite 180\n Solana Beach, CA 92075\n 4 Telephone: (858) 997-0860\n 5\n Attorneys for Lead Plaintiffs the Atlanta\n 6 Funds and Co-Lead Counsel for the\n Proposed Settlement Class\n 7\n 8 BERNSTEIN LITOWITZ BERGER\n & GROSSMANN LLP\n 9 Jonathan D. Uslaner (SBN 256898)\n10 jonathanu@blbglaw.com\n 2121 Avenue of the Stars, Suite 2575\n11 Los Angeles, CA 90067\n Telephone: (310) 819-3470\n12\n13 Attorneys for Lead Plaintiff Baton\n Rouge and Co-Lead Counsel for the\n14 Proposed Settlement Class\n15\n [Additional counsel appear on signature\n16 page]\n UNITED STATES DISTRICT COURT\n17\n CENTRAL DISTRICT OF CALIFORNIA\n18 SOUTHERN DIVISION\n19\n IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n20 INC. SECURITIES LITIGATION\n NOTICE OF MOTION AND\n21\n UNOPPOSED MOTION FOR\n22 APPROVAL OF DISTRIBUTION\n PLAN\n23\n24 Judge: Hon. David O. Carter\n Courtroom: 10A\n25 Date: January 9, 2023\n26 Time: 8:30 a.m.\n27\n28\n NOTICE AND MOTION FOR APPROVAL OF\n DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 121 Filed 11/29/22 Page 2 of 4 Page ID\n #:2015\n\n\n\n 1 TO: THE COURT, ALL PARTIES, AND THEIR ATTORNEYS OF RECORD:\n 2 PLEASE TAKE NOTICE that Court-appointed Lead Plaintiffs City of\n 3 Atlanta Police Pension Fund and City of Atlanta Firefighters\u2019 Pension Fund\n 4 (collectively, the \u201cAtlanta Funds\u201d) and the Employees\u2019 Retirement System of the\n 5 City of Baton Rouge and Parish of East Baton Rouge (\u201cBaton Rouge\u201d and, together\n 6 with the Atlanta Funds, the \u201cLead Plaintiffs\u201d) hereby move the Court, pursuant to\n 7 Rule 23(e) of the Federal Rules of Civil Procedure and this Court\u2019s Order Approving\n 8 Plan of Allocation of Net Settlement Fund (ECF No. 117) and Judgment Approving\n 9 Class Action Settlement (ECF No. 119), for entry of the accompanying [Proposed]\n10 Order Approving Distribution Plan (\u201cClass Distribution Order\u201d) that will, among\n11 other things: (1) approve the administrative determinations of A.B. Data accepting\n12 and rejecting Claims submitted in connection with the Settlement reached in the\n13 above-captioned Action; (2) direct the distribution of the Net Settlement Fund to\n14 Claimants whose Claims are accepted by A.B. Data as valid and approved by the\n15 Court (\u201cAuthorized Claimants\u201d), while maintaining a Reserve for any tax liability\n16 or claims administration-related contingencies that may arise; (3) direct that\n17 distribution checks state that the check must be cashed within ninety (90) days after\n18 the issue date; (4) direct that Authorized Claimants will forfeit all recovery from the\n19 Settlement if they fail to cash their distribution checks in a timely manner; (5)\n20 approve the recommended plan for any funds remaining after the distribution; (6)\n21 approve A.B. Data\u2019s fees and expenses incurred and estimated to be incurred in the\n22 administration of the Settlement; (7) release claims related to the administration\n23 process; and (8) authorize the destruction of Claim Forms and supporting documents\n24 at an appropriate time.\n25 Pursuant to Local Rule 7-3, this motion is made following the conference of\n26 counsel on November 22, 2022, and as set forth in the Stipulation of Settlement,\n27 Defendants have no interest in the relief sought by this motion. Defendants do not\n28 oppose this motion.\n -1- NOTICE AND MOTION FOR APPROVAL OF\n DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 121 Filed 11/29/22 Page 3 of 4 Page ID\n #:2016\n\n\n\n 1 This Motion is set for hearing on January 9, 2023, at 8:30 a.m., before the\n 2 Honorable David O. Carter of the United States District Court for the Central District\n 3 of California, Courtroom 10A of the Ronald Regan Federal Building and United\n 4 States Courthouse, 411 West Fourth Street, Santa Ana, CA 92701. However, there\n 5 are no disputed Claims by any Settlement Class Member requiring Court review,\n 6 and Lead Counsel respectfully submit that the motion is ripe for consideration by\n 7 the Court and may be decided on the papers.\n 8 This Motion is based upon the accompanying Memorandum of Points and\n 9 Authorities in Support of Unopposed Motion for of Approval of Distribution Plan,\n10 submitted herewith; the Declaration of Eric J. Miller in Support of Unopposed\n11 Motion for Approval of Distribution Plan (\u201cMiller Declaration\u201d) submitted on behalf\n12 of the Court-approved Claims Administrator, A.B. Data, Ltd.\u2019s Class Action\n13 Administration Company (\u201cA.B. Data\u201d) and the exhibits thereto; all pleadings and\n14 papers filed herein; arguments of counsel; and any other matters properly before the\n15 Court.\n16 Attached hereto as Exhibit 1 is a copy of the proposed Order Approving\n17 Distribution Plan.\n18\n Dated: November 29, 2022 Respectfully submitted,\n19\n20 SAXENA WHITE P.A.\n21\n /s/ David R. Kaplan\n22 David R. Kaplan (SBN 230144)\n dkaplan@saxenawhite.com\n23\n Hani Y. Farah (SBN 307622)\n24 hfarah@saxenawhite.com\n25 505 Lomas Santa Fe Drive, Suite 180\n Solana Beach, CA 92075\n26 Telephone: (858) 997-0860\n27 Facsimile: (858) 369-0096\n\n28 -and-\n -2- NOTICE AND MOTION FOR APPROVAL OF\n DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 121 Filed 11/29/22 Page 4 of 4 Page ID\n #:2017\n\n\n\n 1\n Steven B. Singer (pro hac vice)\n 2\n ssinger@saxenawhite.com\n 3 10 Bank Street, 8th Floor\n White Plains, NY 10606\n 4\n Tel: (914) 437-8551\n 5 Fax: (888) 631-3611\n 6\n Attorneys for Lead Plaintiffs the Atlanta\n 7 Funds and Co-Lead Counsel for the Proposed\n 8 Settlement Class\n\n 9 BERNSTEIN LITOWITZ BERGER\n10 & GROSSMANN LLP\n\n11 /s/ Jonathan D. Uslaner\n12 Jonathan D. Uslaner (Bar No. 256898)\n jonathanu@blbglaw.com\n13 Lauren M. Cruz (Bar No. 299964)\n14 lauren.cruz@blbglaw.com\n 2121 Avenue of the Stars, Suite 2575\n15 Los Angeles, CA 90067\n16 Telephone: (310) 819-3470\n\n17 -and-\n18\n John J. Rizio-Hamilton (pro hac vice)\n19 johnr@blbglaw.com\n20 1251 Avenue of the Americas\n New York, New York 10020\n21 Telephone: (212) 554-1400\n22 Facsimile: (212) 554-1444\n\n23 Attorneys for Lead Plaintiff Baton Rouge and\n24 Co-Lead Counsel for the Proposed Settlement\n Class\n25\n26\n27\n28\n -3- NOTICE AND MOTION FOR APPROVAL OF\n DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f","ocr_status":2,"date_upload":"2026-07-09T11:14:53.552009-07:00","document_number":"121","attachment_number":null,"pacer_doc_id":"031039019663","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Disbursement of Funds","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485642231/","id":485642231,"tags":[],"absolute_url":"/docket/16540392/121/1/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:14:44.156626-07:00","date_modified":"2026-07-09T11:14:44.156655-07:00","sha1":"","page_count":8,"file_size":42291,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"121","attachment_number":1,"pacer_doc_id":"031039019664","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Proposed Order","acms_document_guid":""}],"date_created":"2022-11-29T13:04:24.883892-08:00","date_modified":"2026-03-13T23:06:10.842164-07:00","date_filed":"2022-11-29","time_filed":null,"entry_number":121,"recap_sequence_number":"2022-11-29.001","pacer_sequence_number":385,"description":"NOTICE OF MOTION AND MOTION for Disbursement of Funds Claims administration is complete. [Unopposed Motion for Approval of Distribution Plan] filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. Motion set for hearing on 1/9/2023 at 08:30 AM before Judge David O. Carter. (Attachments: # 1 Proposed Order) (Uslaner, Jonathan) (Entered: 11/29/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/212835083/","id":212835083,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/218794202/","id":218794202,"tags":[],"absolute_url":"/docket/16540392/122/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-11-29T13:04:24.566169-08:00","date_modified":"2026-08-04T17:42:52.827175-07:00","sha1":"36786f181b884291575bf04a9c9c269d0affc609","page_count":15,"file_size":147171,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.122.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.122.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":" Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 1 of 15 Page ID\n #:2026\n\n\n\n 1 SAXENA WHITE P.A.\n David R. Kaplan (SBN 230144)\n 2 dkaplan@saxenawhite.com\n 3 505 Lomas Santa Fe Drive, Suite 180\n Solana Beach, CA 92075\n 4 Telephone: (858) 997-0860\n 5\n Attorneys for Lead Plaintiffs the Atlanta\n 6 Funds and Co-Lead Counsel for the\n Proposed Settlement Class\n 7\n 8 BERNSTEIN LITOWITZ BERGER\n & GROSSMANN LLP\n 9 Jonathan D. Uslaner (SBN 256898)\n10 jonathanu@blbglaw.com\n 2121 Avenue of the Stars, Suite 2575\n11 Los Angeles, CA 90067\n Telephone: (310) 819-3470\n12\n13 Attorneys for Lead Plaintiff Baton\n Rouge and Co-Lead Counsel for the\n14 Proposed Settlement Class\n15\n [Additional counsel appear on signature\n16 page]\n17 UNITED STATES DISTRICT COURT\n CENTRAL DISTRICT OF CALIFORNIA\n18 SOUTHERN DIVISION\n19 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-02326-DOC-ADS\n INC. SECURITIES LITIGATION\n20\n LEAD PLAINTIFFS\u2019\n21 MEMORANDUM OF POINTS AND\n AUTHORITIES IN SUPPORT OF\n22\n UNOPPOSED MOTION FOR\n23 APPROVAL OF DISTRIBUTION\n PLAN\n24\n25 Judge: Hon. David O. Carter\n Courtroom: 10A\n26\n Date: January 9, 2023\n27 Time: 8:30 a.m.\n28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF\n MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 2 of 15 Page ID\n #:2027\n\n\n\n 1 TABLE OF CONTENTS\n 2 Page(s)\n 3 I. BACKGROUND ............................................................................................... 2\n 4 II. CLAIMS ADMINISTRATION ........................................................................ 3\n 5 A. No Disputed Claims ................................................................................4\n 6 B. Late Claims and Final Cut-Off Date .......................................................4\n 7 III. FEES AND EXPENSES OF CLAIMS ADMINISTRATOR ...........................5\n 8 IV. DISTRIBUTION PLAN FOR THE NET SETTLEMENT FUND ..................6\n 9 A. Initial Distribution of the Net Settlement Fund ......................................6\n10 B. Additional Distribution(s) of the Net Settlement Fund...........................7\n11 V. RELEASE OF CLAIMS ................................................................................... 9\n12 VII. CONCLUSION................................................................................................11\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n i MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF\n MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 3 of 15 Page ID\n #:2028\n\n\n\n 1 TABLE OF AUTHORITIES\n 2\n CASES PAGE(S)\n 3\n Hefler v. Wells Fargo & Co.,\n 4 Case No. 16-cv-05479, 2018 WL 6619983 (N.D. Cal. Dec. 18,\n 5 2018), aff\u2019d sub nom. Hefler v. Pekoc, 802 F. App\u2019x 285 (9th Cir.\n 2020) ..................................................................................................................... 9\n 6\n In re Capstone Turbine Corp. Sec. Litig.,\n 7\n CV 15-8914, 2020 WL 7889062 (C.D. Cal. Aug. 26, 2020) ......................... 9, 10\n 8\n In re Illumina, Inc. Sec. Litig.,\n 9 Case No. 3:16-cv-3044, 2021 WL 1017295 (S.D. Cal. Mar. 17,\n10 2021) ..................................................................................................................... 9\n11 In re Toyota Motor Corp. Sec. Litig.,\n12 2014 CV 10-992, WL 12586787 (C.D. Cal. Aug. 4, 2014) ............................... 10\n\n13 In re Volkswagen \u201cClean Diesel\u201d Mktg., Sales Pracs., & Prods. Liab.\n Litig.,\n14 MDL No. 2672, 2018 WL 6198311, at *5 (N.D. Cal. Nov. 28,\n15 2018) ..................................................................................................................... 9\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n ii MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF\n MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 4 of 15 Page ID\n #:2029\n\n\n\n 1 Court-appointed Lead Plaintiffs, City of Atlanta Police Pension Fund and City\n 2 of Atlanta Firefighters\u2019 Pension Fund (collectively, the \u201cAtlanta Funds\u201d) and the\n 3 Employees\u2019 Retirement System of the City of Baton Rouge and Parish of East Baton\n 4 Rouge (\u201cBaton Rouge\u201d and, together with the Atlanta Funds, the \u201cLead Plaintiffs\u201d),\n 5 respectfully move for entry of the proposed Order Approving Distribution Plan\n 6 (\u201cClass Distribution Order\u201d) for the proceeds of the Settlement in the above-\n 7 captioned securities class action (\u201cAction\u201d). The Distribution Plan is included in the\n 8 accompanying Declaration of Eric J. Miller (\u201cMiller Declaration\u201d or \u201cMiller Decl.\u201d),\n 9 submitted on behalf of the Court-approved Claims Administrator, A.B. Data, Ltd.\u2019s\n10 Class Action Administration Company (\u201cA.B. Data\u201d).1\n11 The Class Distribution Order will, upon being entered by the Court, permit\n12 A.B. Data to make an Initial Distribution of the Settlement proceeds to eligible\n13 Claimants. Among other things, the Class Distribution Order will: (i) approve A.B.\n14 Data\u2019s administrative determinations accepting and rejecting Claims submitted in\n15 connection with the Settlement; (ii) direct the Initial Distribution of the Net\n16 Settlement Fund to Claimants whose Claims are accepted by A.B. Data as valid and\n17 approved by the Court (\u201cAuthorized Claimants\u201d), while maintaining a Reserve for\n18 any tax liability and claims administration-related contingencies that may arise; and\n19 (iii) approve A.B. Data\u2019s fees and expenses incurred and estimated to be incurred in\n20 the administration of the Settlement and the Initial Distribution.\n21 There are no disputed Claims by any Settlement Class Member requiring\n22 Court review. Further, under the Stipulation, Defendants have no role in or\n23 responsibility for the administration of the Settlement Fund or processing of Claims,\n24 including determinations as to the validity of Claims or the distribution of the Net\n25\n 1\n26 Unless otherwise indicated in this memorandum, all terms with initial capitalization\n shall have the meanings ascribed to them in the Miller Declaration or the Stipulation\n27 and Agreement of Settlement dated December 21, 2021 (ECF No. 105-1)\n28 (\u201cStipulation\u201d). The Settlement is contained in the Stipulation.\n 1 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 5 of 15 Page ID\n #:2030\n\n\n\n 1 Settlement Fund. See Stipulation \u00b6\u00b6 18, 22, 24; see also Notice of (I) Pendency of\n 2 Class Action and Proposed Settlement; (II) Settlement Hearing; and (III) Motion for\n 3 Attorneys\u2019 Fees and Litigation Expenses (\u201cNotice\u201d) \u00b6 44 and Notice App. A \u00b6 1.\n 4 Nevertheless, we provided Defendants\u2019 Counsel a copy of these motion papers and\n 5 they informed us that Defendants do not oppose this motion. As such, the motion is\n 6 ripe for determination and Lead Counsel respectfully submit that a hearing on this\n 7 motion is not required.\n 8 I. BACKGROUND\n 9 As the Court is aware, this Action was settled for $18.25 million in cash. On\n10 April 15, 2022, the Court entered the Order Approving Plan of Allocation of Net\n11 Settlement Fund (ECF No. 117) and entered the Judgment Approving Class Action\n12 Settlement (ECF No. 119) on April 18, 2022. The Effective Date of the Settlement\n13 has now occurred. See Stipulation \u00b6 32. Accordingly, the Net Settlement Fund may\n14 be distributed to Authorized Claimants. In accordance with paragraph 27 of the\n15 Stipulation, Lead Plaintiffs respectfully request that the Court enter the Class\n16 Distribution Order approving the Distribution Plan.\n17 In accordance with the Court\u2019s Order Preliminarily Approving Settlement and\n18 Providing for Notice of the Settlement (ECF No. 106) (\u201cPreliminary Approval\n19 Order\u201d), A.B. Data mailed the Notice and the Proof of Claim and Release Form\n20 (\u201cClaim Form\u201d and, collectively with the Notice, the \u201cNotice Packet\u201d) to potential\n21 Settlement Class Members, brokers, and other nominees. Miller Decl. \u00b6 2. A.B. Data\n22 has disseminated 26,636 Notice Packets to potential Settlement Class Members,\n23 brokers, and nominees. Id. \u00b6 4. The Notice informed Settlement Class Members that\n24 if they wished to be eligible to participate in the distribution of the Net Settlement\n25 Fund, they were required to submit a properly executed Claim Form postmarked no\n26 later than May 25, 2022. Id. \u00b6 7.\n27\n28\n 2 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 6 of 15 Page ID\n #:2031\n\n\n\n 1 II. CLAIMS ADMINISTRATION\n 2 As set forth in the Miller Declaration, through November 28, 2022, A.B. Data\n 3 received and processed 12,440 Claims. Miller Decl. \u00b6 7. All Claims received through\n 4 November 28, 2022, have been fully processed in accordance with the Stipulation\n 5 and the Court-approved Plan of Allocation included in the Notice (see id.), and A.B.\n 6 Data has worked with Claimants to help them perfect their Claims. See id. \u00b6\u00b6 19-28.\n 7 Many of the Claims were initially deficient or ineligible for one or more reasons,\n 8 including being incomplete, not signed, not properly documented, or otherwise\n 9 deficient, which required substantial follow-up work by A.B. Data. Id. \u00b6\u00b6 19, 22.\n10 If A.B. Data determined a Claim to be defective or ineligible, A.B. Data sent\n11 a letter (if the Claimant or filer filed a paper Claim) or an email (if the Claimant or\n12 filer filed an electronic Claim) to the Claimant or filer, as applicable, describing the\n13 defect(s) or condition(s) of ineligibility in the Claim and the steps necessary to cure\n14 any curable defect(s) in the Claim (\u201cDeficiency Notices\u201d). Id. \u00b6\u00b6 20, 22. The\n15 Deficiency Notices advised the Claimant or filer that the appropriate information or\n16 documentary evidence to complete the Claim had to be sent within twenty (20) days\n17 from the date of the Deficiency Notice or A.B. Data would recommend the Claim\n18 for rejection to the extent the deficiency or condition of ineligibility was not cured.\n19 Id. \u00b6\u00b6 20, 23. Examples of the Deficiency Notices are attached as Exhibits A, B, and\n20 C to the Miller Declaration.\n21 Of the 12,440 Claims that are the subject of this motion, A.B. Data has\n22 determined that 6,992 Claims are acceptable in whole or in part, and that 5,748\n23 Claims should be rejected because they are ineligible for payment from the Net\n24 Settlement Fund. Miller Decl. \u00b6\u00b6 34-37. Lead Plaintiffs respectfully request that the\n25 Court approve A.B. Data\u2019s administrative determinations accepting and rejecting\n26 Claims as set forth in the Miller Declaration.\n27\n28\n 3 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 7 of 15 Page ID\n #:2032\n\n\n\n 1 A. No Disputed Claims\n 2 A.B. Data carefully reviewed Claimants\u2019 and filers\u2019 responses to the\n 3 Deficiency Notices and worked with them to resolve deficiencies where possible.\n 4 Id. \u00b6\u00b6 21, 26. Consistent with paragraph 25(e) of the Stipulation, the Deficiency\n 5 Notices specifically advised the Claimant or filer of the right, within twenty (20)\n 6 days after the mailing or emailing of the Deficiency Notice, to contest the rejection\n 7 of the Claim and request Court review of A.B. Data\u2019s administrative determination\n 8 of the Claim. Id. \u00b6\u00b6 20, 23, and Exhibits A and B.\n 9 With respect to the fully processed Claims, A.B. Data received no requests for\n10 Court review of its administrative determinations. Id. \u00b6 28. Accordingly, there are\n11 no outstanding requests for Court review by any Claimants. Id.\n12 B. Late Claims and Final Cut-Off Date\n13 The 12,440 Claims received through November 28, 2022, include 66 Claims\n14 that were postmarked or received after May 25, 2022, the Court-approved Claim\n15 submission deadline. Id. \u00b6\u00b6 29, 35. Those late Claims have been fully processed, and\n16 35 of them are, but for their late submission, otherwise eligible to participate in the\n17 Settlement. Id. Although these 35 Claims were late, they were received while the\n18 processing of timely Claims was ongoing. Id. Due to the amount of time needed to\n19 process the timely Claims received, the processing of these late Claims did not delay\n20 the completion of the claims administration process or the distribution of the Net\n21 Settlement Fund. Id. \u00b6 29. The Court has discretion to accept Claims received after\n22 the Claim submission deadline. See Preliminary Approval Order \u00b6 11; Notice \u00b6 46.\n23 Lead Plaintiffs respectfully submit that, when the equities are balanced, it would be\n24 unfair to prevent an otherwise eligible Claim from participating in the distribution\n25 of the Net Settlement Fund solely because it was received after the Court-approved\n26 Claim submission deadline if it were submitted while timely Claims were still being\n27 processed.\n28\n 4 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 8 of 15 Page ID\n #:2033\n\n\n\n 1 To facilitate the efficient distribution of the Net Settlement Fund, however,\n 2 there must be a final cut-off date after which no other Claims may be accepted.\n 3 Accordingly, Lead Plaintiffs respectfully request that the Court order that any new\n 4 Claims and any adjustments to previously filed Claims that would result in an\n 5 increased Recognized Claim amount received after November 28, 2022, be barred,\n 6 subject to the provisions of paragraph 39(f) of the Miller Declaration. Paragraph\n 7 39(f) of the Miller Declaration applies to any Claims received or modified after\n 8 November 28, 2022, that would have been eligible for payment or additional\n 9 payment pursuant to the Court-approved Plan of Allocation if timely received. At\n10 the time when Lead Counsel, in consultation with A.B. Data, determine that an\n11 additional distribution is not cost-effective as provided in paragraph 39(e) of the\n12 Miller Declaration, the post-November 28, 2022 Claimants, after payment of fees\n13 and expenses as provided in paragraph 39(f) of the Miller Declaration and at the\n14 discretion of Lead Counsel and to the extent possible, may be paid their distribution\n15 amounts or additional distribution amounts on a pro rata basis that would bring them\n16 into parity with other Authorized Claimants who have cashed all their prior\n17 distribution checks.\n18 III. FEES AND EXPENSES OF CLAIMS ADMINISTRATOR\n19 The Court-approved Claims Administrator for the Settlement, A.B. Data, was\n20 responsible for, among other things, disseminating notice of the Settlement to the\n21 Settlement Class, creating and maintaining a website and toll-free telephone\n22 helpline, processing Claims, and allocating and distributing the Net Settlement Fund\n23 to Authorized Claimants. Miller Decl. \u00b6 2. A.B. Data\u2019s fees and expenses for its\n24 work performed through October 31, 2022, are $159,141.95, and its estimated fees\n25 and expenses for work to be performed in connection with the Initial Distribution\n26 are $17,905.88, which together total $177,047.83. Id. \u00b6 38. Should the estimate of\n27 fees and expenses to conduct the Initial Distribution of the Net Settlement Fund\n28 exceed the actual cost, the excess will be returned to the Net Settlement Fund and\n 5 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 9 of 15 Page ID\n #:2034\n\n\n\n 1 will be available for subsequent distribution to Authorized Claimants. Id. To date,\n 2 A.B. Data has received payment in the amount of $154,269.42 for its fees and\n 3 expenses. Id. Accordingly, there is an outstanding balance of $22,778.41 payable to\n 4 A.B. Data, which amount includes the estimated fees and expenses to be incurred by\n 5 A.B. Data in connection with the Initial Distribution. Id. Lead Counsel reviewed\n 6 A.B. Data\u2019s invoices and respectfully request on behalf of Lead Plaintiffs that the\n 7 Court approve all of A.B. Data\u2019s fees and expenses.\n 8 IV. DISTRIBUTION PLAN FOR THE NET SETTLEMENT FUND\n 9 A. Initial Distribution of the Net Settlement Fund\n10 Under the proposed Distribution Plan, A.B. Data will distribute 95% of the\n11 Net Settlement Fund after deducting (i) all payments previously allowed, (ii)\n12 payments approved by the Court on this motion, and (iii) any estimated taxes, the\n13 costs of preparing appropriate tax returns, and any escrow fees (i.e., the Initial\n14 Distribution). See Miller Decl. \u00b6 39(a). In the Initial Distribution, A.B. Data will\n15 calculate award amounts for all Authorized Claimants as if the entire Net Settlement\n16 Fund were to be distributed now. Id. \u00b6 39(a)(1). A.B. Data will first determine each\n17 Authorized Claimant\u2019s pro rata share of the total Net Settlement Fund based on the\n18 Claimant\u2019s Recognized Claim in comparison to the total Recognized Claims of all\n19 Authorized Claimants. Id. A.B. Data will eliminate from the Initial Distribution any\n20 Authorized Claimant whose pro rata share calculates to less than $10.00, as these\n21 Claimants will not receive any payment from the Net Settlement Fund and will be\n22 so notified by A.B. Data. Id. \u00b6 39(a)(2). A.B. Data will then recalculate the pro rata\n23 share of the Net Settlement Fund for Authorized Claimants who would have received\n24 $10.00 or more based on the amount of the Authorized Claimant\u2019s Recognized\n25 Claim in comparison to the total Recognized Claims of all Authorized Claimants\n26 who would have received $10.00 or more. Id. \u00b6 39(a)(3). This pro rata share is the\n27 Authorized Claimant\u2019s Distribution Amount. Id. Authorized Claimants whose\n28 Distribution Amount calculates to less than $200.00 will be paid their full\n 6 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 10 of 15 Page\n ID #:2035\n\n\n\n 1 Distribution Amount in the Initial Distribution (\u201cClaims Paid in Full\u201d). Id.\n 2 \u00b6 39(a)(4). These Authorized Claimants will receive no additional funds in\n 3 subsequent distributions. Id. After deducting the payments to the Claims Paid in Full,\n 4 95% of the remaining balance of the Net Settlement Fund will be distributed pro\n 5 rata to Authorized Claimants whose Distribution Amount calculates to $200.00 or\n 6 more. Id. \u00b6 39(a)(5). The remaining 5% of the Net Settlement Fund will be held in\n 7 reserve (the \u201cReserve\u201d) to address any tax liability and claims administration-related\n 8 contingencies that may arise. Id. To the extent the Reserve is not depleted, the\n 9 remainder will be distributed in the Second Distribution. Id.\n10 To encourage Authorized Claimants to cash their checks promptly, Lead\n11 Plaintiffs propose that all distribution checks bear the notation, \u201cCASH\n12 PROMPTLY. VOID AND SUBJECT TO REDISTRIBUTION IF NOT CASHED\n13 BY [DATE 90 DAYS AFTER ISSUE DATE].\u201d Id. \u00b6 39(b). Authorized Claimants\n14 who do not cash their checks within the time allotted or on the conditions set forth\n15 in paragraph 39(b) of the Miller Declaration will irrevocably forfeit all recovery\n16 from the Settlement, and the funds allocated to these stale-dated checks will be\n17 available to be redistributed to other Authorized Claimants in a subsequent\n18 distribution, as described below. Id. \u00b6 39(c).\n19 B. Additional Distribution(s) of the Net Settlement Fund\n20 After A.B. Data has made reasonable and diligent efforts to have Authorized\n21 Claimants cash their Initial Distribution checks, but not earlier than seven (7) months\n22 after the Initial Distribution, A.B. Data will, after consulting with Lead Counsel,\n23 conduct the Second Distribution of the Net Settlement Fund. Id. \u00b6 39(d). In the\n24 Second Distribution, any amount remaining in the Net Settlement Fund, after\n25 deducting any unpaid fees and expenses incurred, will be distributed to all\n26 Authorized Claimants (other than Claims Paid in Full) who cashed their Initial\n27 Distribution checks and would receive at least $10.00 from the Second Distribution\n28 based on their pro rata share of the remaining funds. Id. If any funds remain in the\n 7 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 11 of 15 Page\n ID #:2036\n\n\n\n 1 Net Settlement Fund after the Second Distribution, and if cost-effective, subsequent\n 2 distributions will take place at six-month intervals. Id. When Lead Counsel, in\n 3 consultation with A.B. Data, determine that a further distribution is not cost-\n 4 effective, if sufficient funds remain to warrant the processing of Claims received\n 5 after November 28, 2022, A.B. Data will process those Claims. Id. \u00b6 39(e). Any of\n 6 these Claims that are otherwise valid, as well as any earlier received Claims for\n 7 which an upward adjustment was received after November 28, 2022, may be paid in\n 8 accordance with paragraph 39(f) of the Miller Declaration. Id. If any funds remain\n 9 in the Net Settlement Fund after payment of these Claims and any unpaid fees or\n10 expenses, Lead Counsel propose that such remaining funds (if there are any) be\n11 contributed to the Investor Protection Trust (\u201cIPT\u201d). Lead Counsel propose that IPT\n12 be designated as the \u201cnon-sectarian, not-for-profit 501(c)(3) organization to be\n13 recommended by Lead Counsel\u201d referenced in the Court-approved Plan of\n14 Allocation. See Notice App. A \u00b6 20.\n15 IPT is a non-sectarian, nonprofit organization exempt from taxation under\n16 Section 501(c)(3) of the Internal Revenue Code. See About the Investor Protection\n17 Trust, Investor Protection Trust, https://iptrust.wpengine.com/about/ (last visited\n18 Nov. 11, 2022), and Investor Protection Trust, Charity Navigator,\n19 www.charitynavigator.org/ein/396570280 (last visited Nov. 11, 2022). Founded in\n20 1993, IPT\u2019s primary mission is \u201cto provide the independent, objective investor\n21 education that Americans need to make informed investment decisions.\u201d About the\n22 Investor Protection Trust, Investor Protection Trust,\n23 https://iptrust.wpengine.com/about/ (last visited Nov. 11, 2022). IPT\u2019s recently\n24 funded projects include radio-based and video ad-based investor protection\n25 awareness campaigns, the creation and distribution of a digital investor education\n26 awareness campaign, and a program to educate professional groups, military\n27 organizations, law enforcement, and religious groups on resources for investor\n28 protection. See Grants, Investor Protection Trust,\n 8 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 12 of 15 Page\n ID #:2037\n\n\n\n 1 https://investorprotection.org/grants/ (last visited Nov. 11, 2022). Federal courts\n 2 have approved IPT as a cy pres recipient of residual balances of net settlement funds\n 3 in other settlements. See, e.g., In re Volkswagen \u201cClean Diesel\u201d Mktg., Sales Pracs.,\n 4 & Prod. Liab. Litig., No. MDL 2672, 2018 WL 6198311, at *5 (N.D. Cal. Nov. 28,\n 5 2018) (\u201cThe proposed cy pres recipient, the Investor Protection Trust, is a nonprofit\n 6 organization focused on investor education. A savvy, educated investor is hopefully\n 7 more likely to identify signs of securities fraud, which furthers the Exchange Act's\n 8 purpose of maintaining \u2018fair and honest markets.\u2019\u201d (citation omitted)); Hefler v.\n 9 Wells Fargo & Co., No. 16-cv-05479, 2018 WL 6619983, at *11 (N.D. Cal. Dec.\n10 18, 2018) (\u201c[T]he Court concludes that the Investor Protection Trust\u2019s mission of\n11 educating investors makes it an appropriate cy pres beneficiary.\u201d), aff\u2019d sub nom.\n12 Hefler v. Pekoc, 802 F. App\u2019x 285 (9th Cir. 2020); In re Capstone Turbine Corp.\n13 Sec. Litig., No. 15-cv-8914, 2020 WL 7889062, at *2 (C.D. Cal. Aug. 26, 2020)\n14 (approving IPT as cy pres recipient); In re Illumina, Inc. Sec. Litig., No. 3:16-cv-\n15 3044, 2021 WL 1017295, at *9 (S.D. Cal. Mar. 17, 2021) (same).\n16 V. RELEASE OF CLAIMS\n17 In order to allow the full and final distribution of the Net Settlement Fund, it\n18 is necessary to (i) bar any further claims against the Net Settlement Fund beyond the\n19 amounts allocated to Authorized Claimants; and (ii) provide that all persons\n20 involved in any aspect of Claims processing, or who are involved in the\n21 administration or taxation of the Settlement Fund or the Net Settlement Fund, be\n22 released and discharged from all claims arising out of that involvement. See\n23 Stipulation \u00b6 29. Accordingly, Lead Plaintiffs respectfully request that the Court\n24 release and discharge all persons involved in the review, verification, calculation,\n25 tabulation, or any other aspect of the processing of the Claims submitted in\n26 connection with the Settlement, or who are otherwise involved in the administration\n27 or taxation of the Settlement Fund or the Net Settlement Fund from all claims arising\n28 out of that involvement, and bar all Settlement Class Members and other Claimants,\n 9 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 13 of 15 Page\n ID #:2038\n\n\n\n 1 whether or not they receive payment from the Net Settlement Fund, from making\n 2 any further claims against the Net Settlement Fund, Lead Plaintiffs, Lead Counsel,\n 3 the Claims Administrator, the Escrow Agent or any other agent retained by Lead\n 4 Plaintiffs or Lead Counsel in connection with the administration or taxation of the\n 5 Settlement Fund or the Net Settlement Fund, or any other person released under the\n 6 Settlement beyond the amounts allocated to Authorized Claimants.\n 7 Courts have repeatedly approved similar releases in connection with the\n 8 distribution of settlement proceeds. See, e.g., Capstone Turbine, 2020 WL 7889062,\n 9 at *2 (\u201cAll persons involved in the review, verification, calculation, tabulation, or\n10 any other aspect of the processing of the Claims submitted herein, or otherwise\n11 involved in the administration or taxation of the Settlement Fund or the Net\n12 Settlement Fund, are released and discharged from any and all claims arising out of\n13 such involvement, and all Settlement Class Members, whether or not they are to\n14 receive payment from the Net Settlement Fund, are barred from making any further\n15 claim against the Net Settlement Fund or the released persons beyond the amount\n16 allocated to them pursuant to this Order.\u201d); In re Toyota Motor Corp. Sec. Litig., No.\n17 14:10-cv-922, 2014 WL 12586787, at *2 (C.D. Cal. Aug. 4, 2014) (approving\n18 substantially similar language in order authorizing distribution of settlement\n19 proceeds).\n20\n21\n22\n23\n24\n25\n26\n27\n28\n 10 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 14 of 15 Page\n ID #:2039\n\n\n\n 1 VII. CONCLUSION\n 2 For the foregoing reasons, Lead Plaintiffs respectfully request that the Court\n 3 grant their Unopposed Motion for Approval of Distribution Plan and enter the\n 4 [Proposed] Order Approving Distribution Plan.\n 5\n Dated: November 29, 2022 Respectfully submitted,\n 6\n 7 SAXENA WHITE P.A.\n 8 /s/ David R. Kaplan\n 9 David R. Kaplan (SBN 230144)\n dkaplan@saxenawhite.com\n10 Hani Y. Farah (SBN 307622)\n11 hfarah@saxenawhite.com\n 505 Lomas Santa Fe Drive, Suite 180\n12 Solana Beach, CA 92075\n13 Telephone: (858) 997-0860\n Facsimile: (858) 369-0096\n14\n15 -and-\n\n16 Steven B. Singer (pro hac vice)\n ssinger@saxenawhite.com\n17 10 Bank Street, 8th Floor\n18 White Plains, NY 10606\n Tel: (914) 437-8551\n19 Fax: (888) 631-3611\n20\n Attorneys for Lead Plaintiffs the Atlanta\n21 Funds and Co-Lead Counsel for the Proposed\n22 Settlement Class\n23\n24\n25\n26\n27\n28\n 11 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 122 Filed 11/29/22 Page 15 of 15 Page\n ID #:2040\n\n\n\n 1 BERNSTEIN LITOWITZ BERGER\n & GROSSMANN LLP\n 2\n 3 /s/ Jonathan D. Uslaner\n Jonathan D. Uslaner (Bar No. 256898)\n 4\n jonathanu@blbglaw.com\n 5 Lauren M. Cruz (Bar No. 299964)\n lauren.cruz@blbglaw.com\n 6\n 2121 Avenue of the Stars, Suite 2575\n 7 Los Angeles, CA 90067\n 8 Telephone: (310) 819-3470\n\n 9 -and-\n10 John J. Rizio-Hamilton (pro hac vice)\n11 johnr@blbglaw.com\n 1251 Avenue of the Americas\n12 New York, New York 10020\n13 Telephone: (212) 554-1400\n Facsimile: (212) 554-1444\n14\n15 Attorneys for Lead Plaintiff Baton Rouge and\n Co-Lead Counsel for the Proposed Settlement\n16 Class\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n 12 MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR APPROVAL OF DISTRIBUTION PLAN\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f","ocr_status":2,"date_upload":"2026-07-09T11:14:45.612955-07:00","document_number":"122","attachment_number":null,"pacer_doc_id":"031039019695","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Memorandum in Support of Motion","acms_document_guid":""}],"date_created":"2022-11-29T13:04:24.562669-08:00","date_modified":"2026-03-13T23:06:10.896674-07:00","date_filed":"2022-11-29","time_filed":null,"entry_number":122,"recap_sequence_number":"2022-11-29.002","pacer_sequence_number":387,"description":"MEMORANDUM in Support of NOTICE OF MOTION AND MOTION for Disbursement of Funds Claims administration is complete. [Unopposed Motion for Approval of Distribution Plan] 121 filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. (Uslaner, Jonathan) (Entered: 11/29/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/212835058/","id":212835058,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/218794178/","id":218794178,"tags":[],"absolute_url":"/docket/16540392/123/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-11-29T13:04:24.037480-08:00","date_modified":"2026-08-12T06:52:38.550708-07:00","sha1":"093d9cb818366032da10a3af8352163b2b504c59","page_count":23,"file_size":352902,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.123.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.123.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":" Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 1 of 23 Page ID\n #:2041\n\n\n\n 1\n 2\n 3\n 4\n 5\n 6\n 7\n 8\n UNITED STATES DISTRICT COURT\n 9 CENTRAL DISTRICT OF CALIFORNIA\n10 SOUTHERN DIVISION\n\n11 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n12 INC. SECURITIES LITIGATION\n DECLARATION OF ERIC J.\n13 MILLER IN SUPPORT OF\n14 UNOPPOSED MOTION FOR\n APPROVAL OF DISTRIBUTION\n15 PLAN\n16\n Judge: Hon. David O. Carter\n17 Courtroom: 10A\n18 Date: January 9, 2023\n Time: 8:30 a.m.\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 2 of 23 Page ID\n #:2042\n\n\n\n 1 I, Eric J. Miller, hereby declare under penalty of perjury as follows:\n 2 1. I am a Senior Vice President of A.B. Data, Ltd.\u2019s Class Action\n 3 Administration Company (\u201cA.B. Data\u201d), which has its corporate office in\n 4 Milwaukee, Wisconsin. I am over 21 years of age and am not a party to the above-\n 5 1\n captioned action (\u201cAction\u201d). I have personal knowledge of the facts set forth in this\n 6 declaration and, if called as a witness, could and would testify competently thereto.\n 7 2. Pursuant to the Court\u2019s January 3, 2022 Order Preliminarily Approving\n 8 Settlement and Providing for Notice of the Settlement (ECF No. 106) (\u201cPreliminary\n 9 Approval Order\u201d), A.B. Data was retained by Lead Counsel to serve as the Claims\n10 Administrator in connection with the Settlement of the Action. As Claims\n11 Administrator, A.B. Data has, among other things: (i) mailed the Notice of\n12 (I) Pendency of Class Action and Proposed Settlement; (II) Settlement Hearing; and\n13 (III) Motion for Attorneys\u2019 Fees and Litigation Expenses (\u201cNotice\u201d) and the Proof\n14 of Claim and Release Form (\u201cClaim Form\u201d and together with the Notice the \u201cNotice\n15 Packet\u201d) to potential Settlement Class Members, brokers, and other nominees;\n16 (ii) created and continues to maintain a toll-free helpline for inquiries during the\n17 course of the administration; (iii) created and continues to maintain a website for the\n18 Settlement (\u201cSettlement Website\u201d) and posted case-specific documents on it;\n19 (iv) caused the Summary Notice to be published; (v) provided, upon request,\n20 additional copies of the Notice Packet to potential Settlement Class Members,\n21 brokers, and other nominees; and (vi) received and processed each Claim Form\n22 received by the Claims Administrator (\u201cClaim(s)\u201d).\n23 3. On April 15, 2022, the Court entered the Order Approving Plan of\n24 Allocation of Net Settlement Fund (ECF No. 117) and granted final approval of the\n25\n26 1 All terms with initial capitalization not otherwise defined herein shall have the\n\n27 meanings ascribed to them in the Stipulation and Agreement of Settlement dated\n December 21, 2021 (ECF No. 105-1) (\u201cStipulation\u201d). The Settlement is contained\n28 in the Stipulation.\n -1- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 3 of 23 Page ID\n #:2043\n\n\n\n 1 Settlement on April 18, 2022, in its Judgment Approving Class Action Settlement\n 2 (ECF No. 119). A.B. Data has completed processing all Claims received through\n 3 November 28, 2022, in accordance with the terms of the Stipulation and the Court-\n 4 approved Plan of Allocation set forth in the Notice, and hereby submits its\n 5 administrative determinations accepting and rejecting the Claims in preparation for\n 6 a distribution of the Net Settlement Fund to Authorized Claimants. A.B. Data also\n 7 presents this declaration in support of Lead Plaintiffs\u2019 Unopposed Motion for\n 8 Approval of Distribution Plan.\n 9 DISSEMINATION OF NOTICE\n10 4. As more fully described in the Declaration of Eric J. Miller Regarding\n11 (A) Mailing of the Notice and Proof of Claim Form; (B) Proof of Publication of the\n12 Summary Notice; and (C) Report on Requests for Exclusion and Objections\n13 Received to Date (ECF No. 111-3) (\u201cMailing Decl.\u201d) and the Supplemental\n14 Declaration of Eric J. Miller Regarding: (A) Mailing of the Notice and Proof of\n15 Claim Form; and (B) Report on Requests for Exclusion Received (ECF No. 114-1)\n16 (\u201cSupp. Mailing Decl.\u201d), as of April 5, 2022, A.B. Data had mailed 25,886 Notice\n17 Packets to potential Settlement Class Members, brokers, and other nominees. Supp.\n18 Mailing Decl. \u00b6 2. Since that date, 750 additional Notice Packets have been\n19 disseminated. In total, A.B. Data has disseminated 26,636 Notice Packets to\n20 potential Settlement Class Members, brokers, and other nominees.\n21 5. A.B. Data established and continues to maintain the Settlement Website\n22 (www.MeritMedicalSecuritiesLitigation.com) and a toll-free telephone helpline\n23 (877-242-2522) to assist potential Settlement Class Members. The Settlement\n24 Website, which provides access to important documents relevant to the Settlement,\n25 and the telephone helpline enable Settlement Class Members to obtain information\n26 about the Settlement. In connection with establishing and maintaining the Settlement\n27 Website and toll-free telephone helpline, A.B. Data, among other things, formulated\n28 a system to ensure that proper responses were provided to all telephone and\n -2- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 4 of 23 Page ID\n #:2044\n\n\n\n 1 electronic inquiries. That work included training telephone agents to respond to\n 2 inquiries specific to the Settlement; developing a series of common questions and\n 3 the answers thereto known as Frequently Asked Questions or \u201cFAQs\u201d; loading key\n 4 documents onto the Settlement Website; and programming the Settlement Website\n 5 to permit the viewing and downloading of those documents.\n 6 6. In accordance with paragraph 7(d) of the Preliminary Approval Order,\n 7 on February 7, 2022, A.B. Data caused the Summary Notice to be published in\n 8 Investor\u2019s Business Daily and released via PR Newswire. Mailing Decl. \u00b6 9.\n 9 PROCEDURES FOLLOWED IN PROCESSING CLAIMS\n10 7. Under the terms of the Preliminary Approval Order and as set forth in\n11 the Notice, each Settlement Class Member who wished to be eligible to receive a\n12 distribution from the Net Settlement Fund was required to complete and submit to\n13 A.B. Data a properly executed Claim Form postmarked (if mailed) or online no later\n14 than May 25, 2022, together with adequate supporting documentation for the\n15 transactions and holdings reported in the Claim Form. Through November 28, 2022,\n16 A.B. Data has received and fully processed 12,440 Claims (\u201cPresented Claims\u201d).\n17 8. In preparation for receiving and processing Claims, A.B. Data:\n18 (i) conferred with Lead Counsel to define the guidelines for processing Claims;\n19 (ii) created a unique database to store Claim details, images of Claims, and\n20 supporting documentation (\u201cSettlement Database\u201d); (iii) trained staff in the specifics\n21 of the Settlement so that Claims would be properly processed; (iv) formulated a\n22 system so that telephone and email inquiries would be properly responded to;\n23 (v) developed various computer programs and screens for entry of Settlement Class\n24 Members\u2019 identifying information and their transactional information; and\n25 (vi) developed a proprietary \u201ccalculation module\u201d that would calculate Recognized\n26 Claims pursuant to the Court-approved Plan of Allocation for the Net Settlement\n27 Fund set forth in the Notice.\n28\n -3- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 5 of 23 Page ID\n #:2045\n\n\n\n 1 9. Settlement Class Members seeking to share in the Net Settlement Fund\n 2 were directed in the Notice to submit their Claims to a post office box address\n 3 specifically designated for the Settlement or to submit their Claims online through\n 4 the Settlement Website. Notice Packets returned by the United States Postal Service\n 5 as undeliverable were reviewed for updated addresses and, where available, updated\n 6 addresses were entered into the database and Notice Packets were mailed to the\n 7 updated addresses. Any correspondence received at the post office box was reviewed\n 8 and, when necessary, appropriate responses were provided to the senders.\n 9 PROCESSING CLAIMS\n10 Paper Claims and Claim Forms Submitted Via the\n Settlement Website\n11\n12 10. Of the 12,440 Presented Claims, 371 are Claims that were submitted on\n13 paper (237) or via the online filing component of the Settlement Website provided\n14 for individual investors (134). Once received, paper Claims were opened and\n15 prepared for scanning. This process included unfolding documents, removing\n16 staples, copying nonconforming-sized documents, and sorting documents. This\n17 manual task of preparing the paper Claims is very laborious and time intensive. Once\n18 prepared, paper Claims were scanned into the Settlement Database together with all\n19 submitted documentation. Subsequently, each Claim was assigned a unique Claim\n20 number. Once scanned, the information from each Claim Form, including the\n21 Claimant\u2019s name, address, and account number/information from the supporting\n22 documentation, and the Claimant\u2019s purchase/acquisition transactions, sale\n23 transactions, and holdings listed on the Claim Form, was entered into the Settlement\n24 Database. Once entered into the Settlement Database, each Claim was reviewed to\n25 verify that all required information had been provided. The documentation provided\n26 by the Claimant in support of the Claim was reviewed for authenticity and compared\n27 to the information provided in the Claim to verify the Claimant\u2019s identity and the\n28\n -4- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 6 of 23 Page ID\n #:2046\n\n\n\n 1 purchase/acquisition transactions, sale transactions, and holdings listed on the Claim\n 2 Form.\n 3 11. To process the transactions detailed in the Claims, A.B. Data utilized\n 4 internal codes (\u201cflags\u201d) to identify and classify deficiency or ineligibility conditions\n 5 existing within those Claims. Appropriate flags were assigned to the Claims as they\n 6 were processed. For example, where a Claim was submitted by a Claimant who did\n 7 not have any eligible transactions in Merit common stock during the Class Period\n 8 (e.g., the Claimant purchased Merit common stock only before or after the Class\n 9 Period), that Claim would receive a flag that denoted ineligibility. Similar defect\n10 flags were used to denote other ineligible conditions, such as duplicate Claims.\n11 These flags would indicate to A.B. Data that the Claimant was not eligible to receive\n12 any payment from the Net Settlement Fund with respect to that Claim unless the\n13 deficiency was cured in its entirety. Examples of conditions of ineligibility are as\n14 follows:\n15 MIDOC Inadequate or Missing Documentation for Entire Claim\n16 DUPCL Duplicate Claim\n17 NOPUR No Eligible Purchase during the Class Period\n18 MISIG No Signature\n19 NOLOS No Recognized Claim\n20 12. Because a Claim may be deficient only in part, but otherwise\n21 acceptable, A.B. Data utilized flags that were applied only to specific transactions\n22 within a Claim. For example, if a Claimant submitted a Claim with supporting\n23 documentation for all but one purchase transaction, that one transaction would\n24 receive a defect flag. The flag indicated that although the transaction was deficient,\n25 the Claim was otherwise eligible for payment if other transactions in the Claim\n26 calculated to a Recognized Claim pursuant to the Court-approved Plan of Allocation.\n27\n28\n -5- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 7 of 23 Page ID\n #:2047\n\n\n\n 1 Thus, even if the deficiency was never cured, the Claim could still be partially\n 2 accepted. Examples of transaction-specific flags are as follows:\n 3 TDOC Missing or Inadequate Documentation for Specific Transaction\n 4 INEL Ineligible Transaction\n 5 TRN Transfer In/Free Receipt\n 6 B. Electronic Claims\n 7 13. Of the 12,440 Presented Claims, 12,069 were submitted electronically\n 8 (\u201cElectronic Claims\u201d). Electronic Claims are typically submitted by institutional\n 9 investors who may have hundreds or thousands of transactions during the Class\n10 Period or by filers submitting Claims on behalf of multiple beneficial owners\n11 (\u201cElectronic Claim Filers\u201d or \u201cE-Claim Filers\u201d). Rather than provide reams of paper\n12 requiring data entry, the E-Claim Filers either mail a computer disc or electronically\n13 submit a file to A.B. Data so that A.B. Data can upload all transactions to the\n14 Settlement Database.\n15 14. A.B. Data maintains an Electronic Claim Filing Team (\u201cECF Team\u201d)\n16 to coordinate and supervise the receipt and handling of all Electronic Claims. In this\n17 case, the ECF Team reviewed and analyzed each electronic file to ensure that it was\n18 formatted in accordance with A.B. Data\u2019s required format and to identify any\n19 potential data issues or inconsistencies within the file. If any issues or\n20 inconsistencies arose, A.B. Data notified the filer. If the electronic file was deemed\n21 to be in an acceptable format, it was then loaded into the Settlement Database.\n22 15. Once each electronic file was loaded, the Electronic Claims were\n23 flagged to denote any deficient or ineligible conditions that existed within them.\n24 These flags are similar to those applied to paper Claims. In lieu of manually applying\n25 flags, the ECF Team performed programmatic reviews on Electronic Claims to\n26 identify deficient and ineligible conditions (such as, but not limited to, price out-of-\n27 range issues, out-of-balance conditions, transactions outside the Class Period, etc.).\n28 The output was thoroughly verified and confirmed as accurate.\n -6- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 8 of 23 Page ID\n #:2048\n\n\n\n 1 16. The review process also included flagging any Electronic Claims that\n 2 were not accompanied by a signed Claim Form, which serves as a \u201cMaster Proof of\n 3 Claim Form\u201d for all Claims referenced on the electronic file submitted. This process\n 4 was reviewed by A.B. Data\u2019s ECF Team and, when appropriate, A.B. Data contacted\n 5 the E-Claim Filers whose submissions were missing information. This ensured that\n 6 only fully completed Claims, submitted by properly authorized representatives of\n 7 the Claimants, were considered eligible to participate in the Settlement.\n 8 17. Finally, at the end of the process, A.B. Data performed various targeted\n 9 reviews of Electronic Claims. Specifically, A.B. Data used criteria such as the\n10 calculated Recognized Claims and other identified criteria to flag and reach out to a\n11 selection of E-Claim Filers and request that various sample purchases, sales, and\n12 holdings selected by A.B. Data be documented by providing confirmation slips or\n13 other transaction-specific supporting documentation. These targeted reviews help to\n14 ensure that electronic data supplied by Claimants does not contain inaccurate\n15 information.\n16 EXCLUDED PERSONS\n17 18. A.B. Data also reviewed all Claims to ensure that they were not\n18 submitted by or on behalf of \u201cExcluded Persons\u201d to the extent that the identities of\n19 such persons or entities were known to A.B. Data through the list of Defendants and\n20 other excluded persons and entities set forth in the Stipulation and the Notice and\n21 from the Claimants\u2019 certifications on the Claim Forms. A.B. Data also reviewed all\n22 Claims against the list of persons who were excluded from the Settlement Class\n23 pursuant to request.\n24 THE DEFICIENCY PROCESS\n25 A. Paper Claims and Online Claims\n26 19. Approximately 54% of the paper and online Claims, i.e., 200 of the 371\n27 Claim Forms submitted either as paper Claims or via the Settlement Website, were\n28 incomplete or had one or more defects or conditions of ineligibility, such as the\n -7- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 9 of 23 Page ID\n #:2049\n\n\n\n 1 Claim not being signed, not being properly documented, or indicating no eligible\n 2 transactions in Merit common stock during the Class Period. The \u201cDeficiency\n 3 Process,\u201d which primarily involved mailing letters to Claimants and responding to\n 4 communications from Claimants by email and/or telephone, was intended to assist\n 5 Claimants in properly completing their otherwise deficient submissions so that they\n 6 could be eligible to participate in the Settlement.\n 7 20. If paper and online Claims were determined to be defective, a Notice\n 8 of Rejection of Claim (\u201cDeficiency Letter(s)\u201d) was sent to the Claimants describing\n 9 the defect(s) in the Claims and what steps, if any, were necessary to cure the defect(s)\n10 in these Claims. The Deficiency Letter advised Claimants that submission of\n11 appropriate information and/or documentary evidence to complete the Claim had to\n12 be sent within twenty (20) days from the date of the Deficiency Letter or the Claim\n13 would be recommended for rejection to the extent that the deficiency or condition of\n14 ineligibility was not cured. The Deficiency Letter also advised Claimants of their\n15 right to contest these administrative determinations, and that Claimants were\n16 required to submit written statements to A.B. Data requesting Court review of their\n17 Claims and setting forth the basis for such requests. A.B. Data sent a total of 200\n18 Deficiency Letters to Claimants who submitted paper or online Claims that A.B.\n19 Data determined to be defective. Attached hereto as Exhibit A is an example of a\n20 Deficiency Letter.\n21 21. Claimants\u2019 responses to Deficiency Letters were scanned into the\n22 Settlement Database and associated with the corresponding Claims. The responses\n23 were then carefully reviewed and evaluated by A.B. Data\u2019s team of processors. If a\n24 Claimant\u2019s response corrected the defect(s) in a Claim, A.B. Data manually updated\n25 the Settlement Database to reflect the changes in the status of the Claim.\n26 B. Electronic Claims\n27 22. For Electronic Claims, A.B. Data used the following process to contact\n28 the banks, brokers, nominees, and other E-Claim Filers to confirm receipt of their\n -8- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 10 of 23 Page\n ID #:2050\n\n\n\n 1 submissions and to notify the Electronic Claim Filers of any deficiencies or\n 2 Electronic Claims that were ineligible. Each E-Claim Filer was sent an email to the\n 3 email address included with the Claim Form(s) (\u201cStatus Email(s)\u201d) with an attached\n 4 Electronic Filer Status Spreadsheet (\u201cStatus Spreadsheet\u201d), which contained detailed\n 5 information associated with the Claim(s) and indicated which Claim(s) within the\n 6 filing were deficient and/or rejected.\n 7 23. The Status Email sent to the email address of record provided with the\n 8 Claim Form:\n 9 (a) Notified the filer that any Claims with deficiencies not corrected\n10 within twenty (20) days from the date of the Status Email may\n11 be rejected;\n12 (b) Advised the filer of the right to contest the rejection of the\n13 Claim(s) and request this Court\u2019s review of A.B. Data\u2019s\n14 administrative determination within twenty (20) days from the\n15 date of the Status Email; and\n16 (c) Provided the filer with instructions for how to submit corrections.\n17 24. The Status Spreadsheet attached to the Status Email contained the\n18 following information:\n19 (a) A listing of all Electronic Claims associated with the filing and\n20 their unique identification numbers;\n21 (b) Identification of individual Electronic Claims that were found to\n22 be deficient or ineligible;\n23 (c) Each Electronic Claim\u2019s current status in the Settlement\n24 Database; and\n25 (d) The current Recognized Claim calculation associated with each\n26 Electronic Claim.\n27\n28\n -9- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 11 of 23 Page\n ID #:2051\n\n\n\n 1 25. A.B. Data emailed a Status Email and Status Spreadsheet(s) to 122 E-\n 2 Claim Filers. Examples of a Status Email and Status Spreadsheet are attached hereto\n 3 as Exhibits B and C, respectively.\n 4 26. The E-Claim Filers\u2019 responses were reviewed by A.B. Data\u2019s ECF\n 5 Team, scanned and/or loaded into the Settlement Database, and associated with the\n 6 corresponding Electronic Claims. If a response corrected the defect(s) or affected an\n 7 Electronic Claim\u2019s status, A.B. Data manually and/or programmatically updated the\n 8 database to reflect such change in status of the Electronic Claim.\n 9 NO DISPUTED CLAIMS\n10 27. As noted above, Claimants were advised that they had the right to\n11 contest A.B. Data\u2019s administrative determination of deficiencies or ineligibility\n12 within twenty (20) days from the date of notification and that they could request that\n13 the dispute be submitted to the Court for review. More specifically, Claimants were\n14 advised in the Deficiency Letter or Status Email that, if they disputed A.B. Data\u2019s\n15 determination, they had to provide a statement of reasons indicating the grounds for\n16 contesting the determination, along with supporting documentation, and if the\n17 dispute concerning the Claim could not otherwise be resolved, Lead Counsel would\n18 thereafter present the request for review to the Court for a final determination.\n19 28. A.B. Data has not received any requests for Court review. There are,\n20 therefore, no disputed Claims requiring Court review.\n21 LATE BUT OTHERWISE ELIGIBLE CLAIMS\n22 29. Of the 12,440 Presented Claims, 66 Claims were received or\n23 postmarked after May 25, 2022, the Claim submission deadline established by the\n24 Court. A.B. Data processed all late Claims received through November 28, 2022,\n25 and 35 late Claims have been found to be otherwise eligible in whole or in part (\u201cLate\n26 But Otherwise Eligible Claims\u201d). A.B. Data has not rejected any Claim received\n27 through November 28, 2022, solely based on its late submission, and A.B. Data\n28 believes no delay has resulted from the provisional acceptance of these Late But\n -10- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 12 of 23 Page\n ID #:2052\n\n\n\n 1 Otherwise Eligible Claims. To the extent they are eligible but for the fact that they\n 2 were late, they are recommended for payment.\n 3 30. However, there must be a final cut-off date after which no more Claims\n 4 will be accepted so that there may be a proportional allocation of the Net Settlement\n 5 Fund and the distribution may be accomplished. Acceptance of additional Claims or\n 6 responses received during the finalization of the administration and the preparation\n 7 of this declaration would necessarily require a delay in the distribution. Accordingly,\n 8 A.B. Data also respectfully requests that this Court order that no Claim received after\n 9 November 28, 2022, or Claim cured or adjusted after November 28, 2022, be eligible\n10 for payment for any reason whatsoever subject only to the provision of paragraph\n11 39(f) of the proposed distribution plan discussed below. If the Court adopts the\n12 proposed distribution plan, then, after Lead Counsel have determined that further\n13 distributions are not cost-effective and before any contribution of the residual funds\n14 to charity, if sufficient funds remain to warrant the processing of Claims received\n15 after November 28, 2022, these Claims will be processed and, if any would have\n16 been eligible if timely received, these Claimants may be paid their distribution\n17 amounts, to the extent permitted by the amount of remaining funds, on a pro rata\n18 basis that would bring them into parity with other Authorized Claimants who have\n19 cashed all their prior distribution checks. See \u00b6 39(f) below. With respect to\n20 previously submitted Claims that are cured or adjusted after November 28, 2022,\n21 such Claims will be reevaluated upon receipt of the adjustment and, to the extent\n22 that they are found eligible for a distribution or additional distribution, they will be\n23 treated in the same manner as Claims received after November 28, 2022. However,\n24 should an adjustment result in a lower Recognized Claim amount, the Recognized\n25 Claim amount will be reduced accordingly prior to a distribution to that Claimant.\n26 QUALITY ASSURANCE\n27 31. An integral part of the claims administration process is the Quality\n28 Assurance review. Throughout the administration process, A.B. Data\u2019s Quality\n -11- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 13 of 23 Page\n ID #:2053\n\n\n\n 1 Assurance Department worked to verify that Claims were processed properly by\n 2 ensuring that information was entered correctly into the database, deficiency and/or\n 3 rejection flags were assigned accurately, and deficiency and/or rejection\n 4 notifications were sent appropriately. After all Claims were processed, deficiency\n 5 and/or rejection notifications were sent, and Claimants\u2019 responses to the deficiency\n 6 and/or rejection notifications were reviewed and processed, the supervisors and\n 7 managers in A.B. Data\u2019s Quality Assurance Department performed additional\n 8 Quality Assurance reviews. These final Quality Assurance reviews further ensured\n 9 the correctness and completeness of all Claims processed prior to preparing this\n10 declaration and all A.B. Data\u2019s final documents in support of distribution of the Net\n11 Settlement Fund. As part of the Quality Assurance reviews, A.B. Data:\n12 (a) Verified that all Claim Forms had signatures of authorized\n13 individuals;\n14 (b) Verified that true duplicate Claims were identified, verified, and\n15 rejected;\n16 (c) Verified that Tax Identification Numbers were provided, when\n17 applicable;\n18 (d) Verified that persons and entities excluded from the Settlement\n19 Class did not file Claims or their Claims were rejected upon\n20 review;\n21 (e) Performed a final Quality Assurance audit of Claims and all\n22 supporting documentation to ensure completeness of Claims;\n23 (f) Determined that Claimants requiring deficiency and/or rejection\n24 notifications were sent such notification;\n25 (g) Performed an audit of deficient Claims;\n26 (h) Performed additional review of Claims with high Recognized\n27 Claim amounts;\n28 (i) Audited Claims that were designated invalid;\n -12- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 14 of 23 Page\n ID #:2054\n\n\n\n 1 (j) Audited Claims with a Recognized Claim amount equal to zero;\n 2 (k) Performed other auditing based on Claims completion\n 3 requirements and the approved calculation specifications based\n 4 on the Court-approved Plan of Allocation; and\n 5 (l) Re-tested the accuracy of the Recognized Claim amount\n 6 calculation program.\n 7 32. As part of its due diligence in processing the Claims, A.B. Data\n 8 conducted a Questionable Claim Filer search of all Claims submitted in connection\n 9 with the Settlement. A.B. Data maintains a Questionable Claim Filer Database of\n10 known questionable filers, which contains names, addresses, and aliases of\n11 individuals or entities that have been investigated by government agencies for\n12 questionable claim filing, as well as names and contact information compiled from\n13 previous settlements administered by A.B. Data in which fraudulent claims were\n14 received. A.B. Data updates this Questionable Claim Filer Database on a regular\n15 basis. The Settlement Database was searched for all individuals identified in the\n16 Questionable Claim Filer Database. A.B. Data performs searches based on names,\n17 aliases, addresses, and city/zip codes. In addition, A.B. Data\u2019s claim processors are\n18 trained to identify any potentially inauthentic documentation when processing\n19 claims, including claims submitted by Claimants not previously captured in the\n20 Questionable Claim Filer Database. Processors are instructed to flag any\n21 questionable Claims and escalate them to management for review. There was one\n22 (1) Claim identified as questionable for this Settlement and subject to internal audit\n23 for further investigation and determination as to eligibility. A.B. Data sent this\n24 Claimant a Deficiency Letter and an email notifying the Claimant that additional\n25 documentation was required for the Claim to be eligible to participate in the\n26 Settlement. No additional documentation has been received supporting this\n27 potentially fraudulent Claim and one (1) potentially fraudulent Claim is\n28 recommended for rejection for failure to cure its condition of ineligibility.\n -13- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 15 of 23 Page\n ID #:2055\n\n\n\n 1 RECOMMENDATIONS FOR APPROVAL AND REJECTION\n 2 33. As noted above, the number of Presented Claims in this motion is\n 3 12,440.\n 4 A. Timely Submitted and Valid Claims\n 5 34. A total of 12,374 Claims were received or postmarked on or before May\n 6 25, 2022, the Court-approved Claim submission deadline, of which 6,657 Claims\n 7 were determined by A.B. Data to be eligible to participate in the Settlement and are\n 8 recommended for approval (\u201cTimely Eligible Claims\u201d). The total Recognized Claim\n 9 amount for these Timely Eligible Claims is $37,995,111.53.\n10 B. Late But Otherwise Eligible Claims\n11 35. A total of 66 Claims were received or postmarked after May 25, 2022,\n12 the Court-approved Claim submission deadline, but received on or before November\n13 28, 2022. Of those 66 late Claims, 35 were determined by A.B. Data to be otherwise\n14 eligible and are recommended for approval (\u201cLate But Otherwise Eligible Claims\u201d).\n15 The total Recognized Claim amount for these Late But Otherwise Eligible Claims is\n16 $463,751.28.\n17 C. Rejected Claims\n18 36. After the responses to Deficiency Letters and Status Emails were\n19 processed, 5,748 Claims remain recommended for rejection by the Court (\u201cRejected\n20 Claims\u201d) for the following reasons:\n21 (a) 3,702 Claims did not result in a Recognized Claim under the\n22 Court-Approved Plan of Allocation (because, among other\n23 reasons, the shares of Merit common stock at issue were not held\n24 over an alleged corrective disclosure or were sold for a gain);\n25 (b) 1,947 Claims had no purchase(s) of Merit common stock during\n26 the Class Period;\n27 (c) 19 deficient Claims were never cured;\n28 (d) 61 were Duplicate or Replaced Claims; and\n -14- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 16 of 23 Page\n ID #:2056\n\n\n\n 1 (e) 19 Claims were withdrawn.\n 2 D. Lists of All Presented Claims\n 3 37. Attached hereto as Exhibits D through F are listings of all the Presented\n 4 Claims:\n 5 (a) Exhibit D lists the Timely Eligible Claims and shows each\n 6 Claimant\u2019s Recognized Claim;\n 7 (b) Exhibit E lists the Late But Otherwise Eligible Claims and shows\n 8 each Claimant\u2019s Recognized Claim; and\n 9 (c) Exhibit F lists the Rejected Claims and the reasons for rejection.\n10 FEES AND DISBURSEMENTS\n11 38. A.B. Data agreed to be the Claims Administrator in exchange for\n12 payment of its fees and out-of-pocket expenses. Lead Counsel received reports on\n13 and invoices for the work A.B. Data performed with respect to the provision of\n14 notice and administration of the Settlement. Attached hereto as Exhibit G are copies\n15 of A.B. Data\u2019s invoices for its work performed on behalf of the Settlement Class as\n16 well as an estimate for the work that will be performed and the costs that will be\n17 incurred in connection with the initial distribution of the Net Settlement Fund.\n18 Should the estimate of fees and expenses to conduct the initial distribution of the Net\n19 Settlement Fund exceed the actual cost, the excess will be returned to the Net\n20 Settlement Fund and will be available for subsequent distribution to Authorized\n21 Claimants. As set forth in these invoices, A.B. Data\u2019s total fees and expenses for this\n22 matter through October 31, 2022, are $159,141.95. A.B. Data anticipates that its fees\n23 and expenses for the work performed in conjunction with the initial distribution of\n24 the Net Settlement Fund will be $17,905.88. To date, A.B. Data has been reimbursed\n25 in the amount of $154,269.42. Accordingly, there is an outstanding balance of\n26 $22,778.41 payable to A.B. Data from the Settlement Fund, which includes the\n27 estimate for completing the initial distribution.\n28\n -15- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 17 of 23 Page\n ID #:2057\n\n\n\n 1 DISTRIBUTION PLAN FOR THE NET SETTLEMENT FUND\n 2 39. Should the Court concur with A.B. Data\u2019s determinations concerning\n 3 the provisionally accepted and rejected Claims, including the Late But Otherwise\n 4 Eligible Claims, A.B. Data recommends the following distribution plan\n 5 (\u201cDistribution Plan\u201d):\n 6 (a) A.B. Data will conduct an initial distribution (\u201cInitial\n 7 Distribution\u201d) of the Net Settlement Fund, after deducting all\n 8 payments approved by the Court, and after payment of any\n 9 estimated taxes, the costs of preparing appropriate tax returns,\n10 and any escrow fees, while maintaining a 5% reserve to address\n11 any tax liability and claims administration-related contingencies\n12 that may arise, as follows:\n13 (1) A.B. Data will calculate award amounts for all Authorized\n14 Claimants as if the entire Net Settlement Fund were to be\n15 distributed now. In accordance with the Court-approved\n16 Plan of Allocation, A.B. Data will calculate each\n17 Authorized Claimant\u2019s pro rata share of the Net\n18 Settlement Fund based on the amount of the Authorized\n19 Claimant\u2019s Recognized Claim in comparison to the total\n20 Recognized Claims of all Authorized Claimants. See\n21 Notice App. A \u00b618.\n22 (2) A.B. Data will, pursuant to the terms of the Plan of\n23 Allocation, eliminate from the Initial Distribution any\n24 Authorized Claimant whose pro rata share calculates to\n25 less than $10.00. See id. \u00b6\u00b6 9, 19. These Claimants will not\n26 receive any payment from the Net Settlement Fund and\n27 will be so notified by A.B. Data.\n28 (3) After eliminating Claimants who would have received less\n -16- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 18 of 23 Page\n ID #:2058\n\n\n\n 1 than $10.00, A.B. Data will recalculate the pro rata share\n 2 of the Net Settlement Fund for Authorized Claimants who\n 3 would have received $10.00 or more. A \u201cDistribution\n 4 Amount\u201d will be calculated for each of these Authorized\n 5 Claimants, which shall be the Authorized Claimant\u2019s\n 6 Recognized Claim divided by the total Recognized Claims\n 7 of all Authorized Claimants who would have received\n 8 $10.00 or more, multiplied by the total amount in the Net\n 9 Settlement Fund. See id. \u00b6 18.\n10 (4) Authorized Claimants whose Distribution Amount\n11 calculates to less than $200.00 will be paid their full\n12 Distribution Amount in the Initial Distribution (\u201cClaims\n13 Paid in Full\u201d). These Authorized Claimants will receive no\n14 additional funds in subsequent distributions.\n15 (5) After deducting the payments to the Claims Paid in Full,\n16 95% of the remaining balance of the Net Settlement Fund\n17 will be distributed pro rata to Authorized Claimants\n18 whose Distribution Amount calculates to $200.00 or more.\n19 The remaining 5% of the Net Settlement Fund will be held\n20 in reserve (the \u201cReserve\u201d) to address any tax liability and\n21 claims administration-related contingencies that may arise\n22 following the Initial Distribution. To the extent the\n23 Reserve is not depleted, the remainder will be distributed\n24 in the \u201cSecond Distribution\u201d described in subparagraph (d)\n25 below.\n26 (b) To encourage Authorized Claimants to deposit their payments\n27 promptly, all distribution checks will bear a notation: \u201cCASH\n28 PROMPTLY. VOID AND SUBJECT TO REDISTRIBUTION\n -17- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 19 of 23 Page\n ID #:2059\n\n\n\n 1 IF NOT CASHED BY [DATE 90 DAYS AFTER ISSUE\n 2 DATE].\u201d For Authorized Claimants whose checks are returned\n 3 as undeliverable, A.B. Data will endeavor to locate new\n 4 addresses through reasonable methods. Where a new address is\n 5 located, A.B. Data will update the Settlement Database\n 6 accordingly and reissue a distribution check to the Authorized\n 7 Claimant at the new address. In the event a distribution check is\n 8 lost or damaged or otherwise requires reissuance, A.B. Data will\n 9 issue replacements. Distribution reissues will be undertaken only\n10 upon written instructions from the Authorized Claimant,\n11 provided that the Authorized Claimant returns the previous\n12 check where appropriate. For all checks, A.B. Data will void the\n13 initial payment prior to reissuing a payment. In order not to delay\n14 further distributions to Authorized Claimants who have timely\n15 cashed their checks, A.B. Data\u2019s outreach program shall end\n16 thirty (30) days after the initial void date. Authorized Claimants\n17 will be informed that, if they do not cash their Initial Distribution\n18 checks within ninety (90) days of the mail date, or they do not\n19 cash reissued checks within thirty (30) days of the mailing, their\n20 check will lapse, their entitlement to recovery will be irrevocably\n21 forfeited, and the funds will be reallocated to other Authorized\n22 Claimants. Reissue requests for lost or damaged checks will be\n23 granted after the void date on the checks as long as the request\n24 for the reissue is received no later than forty-five (45) days prior\n25 to the next planned distribution. Requests for reissued checks in\n26 connection with any subsequent distributions (should such\n27 distributions occur) will be handled in the same manner.\n28\n -18- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 20 of 23 Page\n ID #:2060\n\n\n\n 1 (c) Authorized Claimants who do not cash their Initial Distribution\n 2 checks within the time allotted or on the conditions set forth\n 3 above will irrevocably forfeit all recovery from the Settlement.\n 4 The funds allocated to all such stale-dated checks will be\n 5 available for distribution to other Authorized Claimants in the\n 6 Second Distribution. Similarly, Authorized Claimants who do\n 7 not cash their second or subsequent distribution checks, should\n 8 such distributions occur, within the time allotted or on the\n 9 conditions set forth above will irrevocably forfeit any further\n10 recovery from the Net Settlement Fund.\n11 (d) Consistent with the Court-approved Plan of Allocation, after\n12 A.B. Data has made reasonable and diligent efforts to have\n13 Authorized Claimants cash their Initial Distribution checks,\n14 which efforts shall consist of the follow-up efforts described\n15 above, but not earlier than seven (7) months after the Initial\n16 Distribution, A.B. Data will, after consulting with Lead Counsel,\n17 conduct a second distribution of the Net Settlement Fund (the\n18 \u201cSecond Distribution\u201d). See id. \u00b6 20. Any amounts remaining in\n19 the Net Settlement Fund after the Initial Distribution, including\n20 from the Reserve and the funds allocated for all void stale-dated\n21 checks, after deducting A.B. Data\u2019s unpaid fees and expenses\n22 incurred in connection with administering the Settlement,\n23 including A.B. Data\u2019s estimated costs of the Second Distribution,\n24 and after deducting the payment of any estimated taxes, the costs\n25 of preparing appropriate tax returns, any escrow fees, and\n26 appropriate reserves, will be distributed to all Authorized\n27 Claimants in the Initial Distribution (other than Claims Paid in\n28 Full) who cashed their distribution checks and who would\n -19- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 21 of 23 Page\n ID #:2061\n\n\n\n 1 receive at least $10.00 in the Second Distribution based on their\n 2 pro rata share of the remaining funds. See id. Additional\n 3 distributions, after deduction of costs and expenses as described\n 4 above and subject to the same conditions, may occur thereafter\n 5 in six-month intervals until Lead Counsel, in consultation with\n 6 A.B. Data, determine that further distribution is not cost-\n 7 effective. See id.\n 8 (e) At such time as Lead Counsel, in consultation with A.B. Data,\n 9 determine that further distribution of the funds remaining in the\n10 Net Settlement Fund is not cost-effective, if sufficient funds\n11 remain to warrant the processing of Claims received after\n12 November 28, 2022, those Claims will be processed, and any\n13 otherwise valid Claims received after November 28, 2022, as\n14 well as any earlier received Claims for which an adjustment was\n15 received after November 28, 2022, that resulted in an increased\n16 Recognized Claim, will be paid in accordance with subparagraph\n17 (f) below. If any funds remain in the Net Settlement Fund after\n18 payment of these late or late-adjusted Claims, the remaining\n19 balance of the Net Settlement Fund, after payment of any unpaid\n20 fees or expenses incurred in connection with administering the\n21 Net Settlement Fund and after the payment of any estimated\n22 taxes, the costs of preparing appropriate tax returns, and any\n23 escrow fees, will be contributed to the Investor Protection Trust\n24 (\u201cIPT\u201d), a non-sectarian, not-for-profit 501(c)(3) organization.\n25 See id.\n26 (f) No new Claims may be accepted after November 28, 2022, and\n27 no further adjustments to Claims received on or before\n28 November 28, 2022, that would result in an increased\n -20- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 22 of 23 Page\n ID #:2062\n\n\n\n 1 Recognized Claim may be made for any reason after November\n 2 28, 2022, subject to the following exception. If Claims are\n 3 received or modified after November 28, 2022, that would have\n 4 been eligible for payment or additional payment under the Plan\n 5 of Allocation if timely received, then at the time that Lead\n 6 Counsel, in consultation with A.B. Data, determine that an\n 7 additional distribution is not cost-effective as provided in\n 8 subparagraph (e) above, and after payment of any unpaid fees or\n 9 expenses incurred in connection with administering the Net\n10 Settlement Fund and after deducting the payment of any\n11 estimated taxes, the costs of preparing appropriate tax returns,\n12 and any escrow fees, such Claimants, at the discretion of Lead\n13 Counsel and to the extent possible, may be paid the distribution\n14 amounts or additional distribution amounts on a pro rata basis\n15 that would bring them into parity with other Authorized\n16 Claimants who have cashed all their prior distribution checks.\n17 (g) Unless otherwise ordered by the Court, A.B. Data may destroy\n18 the paper copies of the Claims and all supporting documentation\n19 one (1) year after the Initial Distribution, and one (1) year after\n20 all funds have been distributed may destroy the electronic copies\n21 of the same.\n22 CONCLUSION\n23 40. A.B. Data respectfully requests that the Court enter the Class\n24 Distribution Order approving its administrative determinations accepting and\n25 rejecting the Claims submitted herein and approving the proposed Distribution Plan.\n26 A.B. Data further respectfully submits that its unpaid fees and expenses and its fees\n27 and expenses expected to be incurred in connection with the Initial Distribution, as\n28\n -21- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 123 Filed 11/29/22 Page 23 of 23 Page\n ID #:2063\n\n\n\n 1 reflected on the invoices attached hereto as Exhibit G, should be approved for\n 2 payment from the Settlement Fund.\n 3 I declare under penalty of perjury under the laws of the United States of\n 4 America that the foregoing is true and correct to the best of my knowledge.\n 5\n 6 Executed on November 29, 2022, at Palm Beach Gardens, Florida.\n 7\n 8\n 9\n ________________________________\n10 Eric J. Miller\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n -22- DECLARATION OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f","ocr_status":2,"date_upload":"2026-07-09T11:13:19.257718-07:00","document_number":"123","attachment_number":null,"pacer_doc_id":"031039019756","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Declaration (Motion related)","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641959/","id":485641959,"tags":[],"absolute_url":"/docket/16540392/123/1/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:15.811553-07:00","date_modified":"2026-07-09T11:14:24.414269-07:00","sha1":"","page_count":3,"file_size":282931,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"123","attachment_number":1,"pacer_doc_id":"031039019757","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit A - Deficiency Letter","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641961/","id":485641961,"tags":[],"absolute_url":"/docket/16540392/123/2/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:15.843250-07:00","date_modified":"2026-07-09T11:14:24.421597-07:00","sha1":"","page_count":2,"file_size":156774,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"123","attachment_number":2,"pacer_doc_id":"031039019758","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit B - Status Email","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641962/","id":485641962,"tags":[],"absolute_url":"/docket/16540392/123/3/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:15.865801-07:00","date_modified":"2026-07-09T11:14:24.434505-07:00","sha1":"","page_count":2,"file_size":45465,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"123","attachment_number":3,"pacer_doc_id":"031039019759","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit C - Status Spreadsheet","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641963/","id":485641963,"tags":[],"absolute_url":"/docket/16540392/123/4/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:15.887248-07:00","date_modified":"2026-07-09T11:14:24.441559-07:00","sha1":"","page_count":48,"file_size":504832,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"123","attachment_number":4,"pacer_doc_id":"031039019760","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit D - Timely Eligible Claims","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641973/","id":485641973,"tags":[],"absolute_url":"/docket/16540392/123/5/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:17.061752-07:00","date_modified":"2026-08-06T10:11:05.777079-07:00","sha1":"d061eb6aae7f6f34753f4db64c95be521aeafb8f","page_count":2,"file_size":143212,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.123.5.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.123.5.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 123-5 Filed 11/29/22 Page 1 of 2 Page\n ID #:2119\n\n\n\n\n EXHIBIT E\n\n Late But Otherwise\n Eligible Claims\n\f Case 8:19-cv-02326-DOC-ADS Document 123-5 Filed 11/29/22 Page 2 of 2 Page\n EXHIBIT\n ID #:2120E\n\n\n\nExhibit Summary - Total Claims: 35; Total Recognized Claim: $463,751.28\n\nClaim # Recognized Claim Claim # Recognized Claim Claim # Recognized Claim Claim # Recognized Claim\n76463956 $5,900.84 76605105 $2,518.60 76605117 $472.47 76605130 $1,323.20\n76554497 $334.50 76605106 $21.08 76605118 $42.50 76607212 $38,163.80\n76554498 $1,449.50 76605107 $13.26 76605120 $472.47 76607213 $28,193.48\n76554516 $2,007.00 76605108 $176.91 76605122 $53.97 76608230 $92,576.08\n76572554 $7,307.51 76605109 $89.58 76605123 $1,328.96 76693879 $135,059.56\n76572555 $256.45 76605110 $30.26 76605124 $23.12 76758647 $4,523.20\n76584736 $14,532.62 76605111 $12.58 76605127 $472.47 76791771 $98,042.93\n76585245 $27,540.00 76605112 $28.56 76605128 $39.78 144914357 $15.42\n76585246 $673.20 76605116 $43.86 76605129 $11.56\n\n\n\n\n Exhibit E: Page 1 of 1\n\f","ocr_status":1,"date_upload":"2026-07-09T11:14:58.602664-07:00","document_number":"123","attachment_number":5,"pacer_doc_id":"031039019761","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit E - Late But Otherwise Eligible Claims","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641976/","id":485641976,"tags":[],"absolute_url":"/docket/16540392/123/6/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:17.307830-07:00","date_modified":"2026-07-09T11:14:24.456835-07:00","sha1":"","page_count":41,"file_size":430080,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"123","attachment_number":6,"pacer_doc_id":"031039019762","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit F - Rejected Claims","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485641980/","id":485641980,"tags":[],"absolute_url":"/docket/16540392/123/7/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:13:17.495868-07:00","date_modified":"2026-07-09T11:14:24.464411-07:00","sha1":"","page_count":13,"file_size":4299161,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"123","attachment_number":7,"pacer_doc_id":"031039019763","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit G - Invoices","acms_document_guid":""}],"date_created":"2022-11-29T13:04:24.030912-08:00","date_modified":"2026-03-13T23:06:10.939437-07:00","date_filed":"2022-11-29","time_filed":null,"entry_number":123,"recap_sequence_number":"2022-11-29.003","pacer_sequence_number":390,"description":"DECLARATION of Eric J. Miller in support of NOTICE OF MOTION AND MOTION for Disbursement of Funds Claims administration is complete. [Unopposed Motion for Approval of Distribution Plan] 121 filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. (Attachments: # 1 Exhibit A - Deficiency Letter, # 2 Exhibit B - Status Email, # 3 Exhibit C - Status Spreadsheet, # 4 Exhibit D - Timely Eligible Claims, # 5 Exhibit E - Late But Otherwise Eligible Claims, # 6 Exhibit F - Rejected Claims, # 7 Exhibit G - Invoices)(Uslaner, Jonathan) (Entered: 11/29/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/212457727/","id":212457727,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/218408171/","id":218408171,"tags":[],"absolute_url":"/docket/16540392/120/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-11-22T14:05:47.539063-08:00","date_modified":"2026-03-13T23:06:10.809253-07:00","sha1":"","page_count":null,"file_size":null,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"120","attachment_number":null,"pacer_doc_id":"031038992588","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"-Transcript Order Form (G-120)","acms_document_guid":""}],"date_created":"2022-11-22T14:05:47.534891-08:00","date_modified":"2026-03-13T23:06:10.783186-07:00","date_filed":"2022-11-22","time_filed":null,"entry_number":120,"recap_sequence_number":"2022-11-22.001","pacer_sequence_number":383,"description":"TRANSCRIPT ORDER as to Plaintiff City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge for Court Smart (CS). Court will contact Harry Joseph at hjoseph@saxenawhite.com with further instructions regarding this order. Transcript preparation will not begin until payment has been satisfied with the transcription company. (Kaplan, David) (Entered: 11/22/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/196091384/","id":196091384,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/201766858/","id":201766858,"tags":[],"absolute_url":"/docket/16540392/115/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-05-25T20:27:26.712986-07:00","date_modified":"2026-03-13T23:06:10.532818-07:00","sha1":"","page_count":null,"file_size":null,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"115","attachment_number":null,"pacer_doc_id":"","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"","acms_document_guid":""}],"date_created":"2022-05-25T20:27:26.698130-07:00","date_modified":"2026-03-13T23:06:10.506531-07:00","date_filed":"2022-04-12","time_filed":null,"entry_number":115,"recap_sequence_number":"2022-04-12.001","pacer_sequence_number":null,"description":"SCHEDULING NOTICE by Judge David O. Carter re: MOTION for Settlement Approval of Proposed Class Action Settlement and Plan of Allocation 107 and MOTION for Attorney Fees and Litigation Expenses 109 . Motion set for hearing on 4/13/2022 is reset to 04:30 PM before Judge David O. Carter. **TIME CHANGE ONLY**THERE IS NO PDF DOCUMENT ASSOCIATED WITH THIS ENTRY. (kdu) TEXT ONLY ENTRY (Entered: 04/12/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/192908475/","id":192908475,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/198526240/","id":198526240,"tags":[],"absolute_url":"/docket/16540392/116/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-04-18T17:33:05.701878-07:00","date_modified":"2026-08-06T06:38:34.953924-07:00","sha1":"9b1549f1f0a546ae43fc2884b5bb2c82c20ddff6","page_count":1,"file_size":96990,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.116.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.116.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 116 Filed 04/13/22 Page 1 of 1 Page ID\n #:1994\n\n\n\n UNITED STATES DISTRICT COURT\n CENTRAL DISTRICT OF CALIFORNIA\n\n CIVIL MINUTES \u2013 GENERAL\n\n Case No: SA CV 19-02326-DOC-(ADSx) Date: April 13, 2022\n\n Title: \"In re Merit Medical Systems, Inc. Securities Litigation\"\n\n\n\nPRESENT: THE HONORABLE DAVID O. CARTER, UNITED STATES DISTRICT JUDGE\n\n Karlen Dubon Court Smart\n Courtroom Clerk Court Reporter\n\n ATTORNEYS PRESENT FOR ATTORNEYS PRESENT FOR\n PLAINTIFF: DEFENDANT:\n Dave Kaplan Michael Biles\n Jonathan Uslaner\n\n PROCEEDINGS: MOTION FOR SETTLEMENT APPROVAL OF\n PRELIMINARY APPROVAL OF SETTLEMENT\n [105]\n\n MOTION FOR SETTLEMENT APPROVAL OF\n PROPOSED CLASS ACTION SETTLEMENT AND\n PLAN OF ALLOCATION [107]\n\n PLTF.'S MOTION FOR ATTORNEY FEES AND\n LITIGATION EXPENSES [109]\n\n The case is called. The Court hears arguments.\n\n The Court approves proposed settlement, parties are ordered to file proposed orders no later than\n Friday, April 15, 2022.\n\n : 23\n Initials of Deputy Clerk: kdu\n\f","ocr_status":2,"date_upload":"2026-07-09T11:15:11.255489-07:00","document_number":"116","attachment_number":null,"pacer_doc_id":"031037644911","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Motion Hearing","acms_document_guid":""}],"date_created":"2022-04-18T17:33:05.694999-07:00","date_modified":"2026-03-13T23:06:10.558902-07:00","date_filed":"2022-04-13","time_filed":null,"entry_number":116,"recap_sequence_number":"2022-04-13.001","pacer_sequence_number":373,"description":"MINUTES OF Motion Hearing held before Judge David O. Carter: MOTION FOR SETTLEMENT APPROVAL OF PRELIMINARY APPROVAL OF SETTLEMENT 105 ; MOTION FOR SETTLEMENT APPROVAL OF PROPOSED CLASS ACTION SETTLEMENT AND PLAN OF ALLOCATION 107 ; PLTF.'S MOTION FOR ATTORNEY FEES AND LITIGATION EXPENSES 109 . The case is called. The Court hears arguments. The Court approves proposed settlement, parties are ordered to file proposed orders no later than Friday, April 15, 2022. Court Reporter: Court Smart. (twdb) (Entered: 04/18/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/192908394/","id":192908394,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/198526159/","id":198526159,"tags":[],"absolute_url":"/docket/16540392/117/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-04-18T17:33:02.745353-07:00","date_modified":"2026-08-04T17:42:57.481696-07:00","sha1":"1939deb08cec8c08b818c63271e7bfe2d1cd29d6","page_count":3,"file_size":260107,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.117.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.117.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Cage 8:19-cv-02326-DOC-ADS Document117_ Filed 04/15/22 Pageiof3 PageID\n#:1995\n\nUNITED STATES DISTRICT COURT\nCENTRAL DISTRICT OF CALIFORNIA\n\noo wma AN DB nA fF WY NY\n\n\u2014\n\u00a9\n\n\u2014\n\u2014\n\nIN RE MERIT MEDICAL SYSTEMS, No. 8:19-cv-02326-DOC-ADS\nINC., SECURITIES LITIGATION\n\n\u2014\nBW NN\n\nORDER APPROVING PLAN\nOF ALLOCATION OF NET\nSETTLEMENT FUND\n\nSS = \u2014 \u2014\na DN UA +f\n\nVY NY KN NY NY KN NY WY KN YF\nont DB wn FSP WO NY KF DTD OO HW\n\n\fCag\n\noo wma AN DB nA fF WY NY\n\nNO bw KN KN KN HN HK KN KN HB Ke KF BF FF FP OF Oe eS\nOo NT DWN Om BP WO NY KF CO OBO FTN DBA BP WO NYO KS CO\n\nP 8:19-cv-02326-DOC-ADS Document117_ Filed 04/15/22 Page2of3 Page ID\n#:1996\n\nThis matter came on for hearing on April 13, 2022 (the \u201cSettlement Hearing\u201d)\non Lead Plaintiffs\u2019 motion to determine whether the proposed plan of allocation of the\nNet Settlement Fund (\u201cPlan of Allocation\u2019\u2019) created by the Settlement achieved in the\nabove-captioned class action (the \u201cAction\u201d) should be approved. The Court having\nconsidered all matters submitted to it at the Settlement Hearing and otherwise; and it\nappearing that notice of the Settlement Hearing substantially in the form approved by\nthe Court was mailed to all Settlement Class Members who or which could be\nidentified with reasonable effort, and that a summary notice of the hearing\nsubstantially in the form approved by the Court was published in /nvestor\u2019s Business\nDaily and was transmitted over the PR Newswire pursuant to the specifications of the\nCourt; and the Court having considered and determined the fairness and\nreasonableness of the proposed Plan of Allocation,\n\nNOW, THEREFORE, IT IS HEREBY ORDERED THAT:\n\n1. This Order approving the proposed Plan of Allocation incorporates by\nreference the definitions in the Stipulation and Agreement of Settlement dated\nDecember 21, 2021 (ECF No. 105-1) (the \u201cStipulation\u201d) and all capitalized terms not\notherwise defined herein shall have the same meanings as set forth in the Stipulation.\n\n2. The Court has jurisdiction to enter this Order approving the proposed Plan\nof Allocation, and over the subject matter of the Action and all parties to the Action,\nincluding all Settlement Class Members.\n\n3. Notice of Lead Plaintiffs\u2019 motion for approval of the proposed Plan of\nAllocation was given to all Settlement Class Members who could be identified with\nreasonable effort. The form and method of notifying the Settlement Class of the\nmotion for approval of the proposed Plan of Allocation satisfied the requirements of\nRule 23 of the Federal Rules of Civil Procedure, the United States Constitution\n(including the Due Process Clause), the Private Securities Litigation Reform Act of\n\n1995, 15 U.S.C. \u00a7 78u-4, as amended, and all other applicable law and rules,\n\n\fCag\n\nOo wa AYN WD nA FP WY NY\n\nMM NO NO WN HN NHN NH NHN NO HF KF KF KF KF FE OF S|\nOo ANY Nn On Ff WY NYO KF CO UO WnAIN WD Ff WW NYO KF O&O\n\nb 8:19-cv-02326-DOC-ADS Document117_ Filed 04/15/22 Page3of3 Page ID\n#:1997\n\nconstituted the best notice practicable under the circumstances, and constituted due\nand sufficient notice to all persons and entities entitled thereto.\n\n4. Copies of the Notice, which included the Plan of Allocation, were mailed\nto over 25,000 potential Settlement Class Members and nominees. There are no\nobjections to the Plan of Allocation.\n\n5. The Court hereby finds and concludes that the formula for the calculation\nof the claims of Claimants as set forth in the Plan of Allocation mailed to Settlement\nClass Members provides a fair and reasonable basis upon which to allocate the\nproceeds of the Net Settlement Fund among Settlement Class Members with due\nconsideration having been given to administrative convenience and necessity.\n\n6. | The Court hereby finds and concludes that the Plan of Allocation is, in all\nrespects, fair and reasonable to the Settlement Class.\n\n7. There is no just reason for delay in the entry of this Order, and immediate\n\nentry by the Clerk of the Court is expressly directed.\n\nSO ORDERED this 15% day of April, 2022.\n\nKeymit 0 Cut\n\nHon. David O. Carter\nUnited States District Judge\n\n","ocr_status":1,"date_upload":"2026-07-09T11:15:04.913383-07:00","document_number":"117","attachment_number":null,"pacer_doc_id":"031037645239","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Settlement","acms_document_guid":""}],"date_created":"2022-04-18T17:33:02.738218-07:00","date_modified":"2026-03-13T23:06:10.623502-07:00","date_filed":"2022-04-15","time_filed":null,"entry_number":117,"recap_sequence_number":"2022-04-15.001","pacer_sequence_number":375,"description":"ORDER by Judge David O. Carter: Approving Plan of Allocation of Net Settlement Fund 107 . The Court hereby finds and concludes that the Plan of Allocation is, in all respects, fair and reasonable to the Settlement Class. SEE DOCUMENT FOR FURTHER INFORMATION. (twdb) (Entered: 04/18/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/192907792/","id":192907792,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/198525557/","id":198525557,"tags":[],"absolute_url":"/docket/16540392/118/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-04-18T17:32:44.227673-07:00","date_modified":"2026-03-13T23:06:10.702079-07:00","sha1":"1ddfa41ab662395afe5399bff4789deeec3ee5f2","page_count":4,"file_size":136888,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.118.0_2.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.118.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 118 Filed 04/15/22 Page 1 of 4 Page ID #:1998\n\n\n\n 1\n 2\n 3\n 4\n 5\n 6\n 7\n 8 UNITED STATES DISTRICT COURT\n 9 CENTRAL DISTRICT OF CALIFORNIA\n 10\n 11 IN RE MERIT MEDICAL SYSTEMS, No. 8:19-cv-02326-DOC-ADS\n INC., SECURITIES LITIGATION\n 12\n 13 ORDER AWARDING\n ATTORNEYS\u2019 FEES AND\n 14\n LITIGATION EXPENSES\n 15\n 16\n 17\n 18\n 19\n 20\n 21\n 22\n 23\n 24\n 25\n 26\n 27\n 28\n\fCase 8:19-cv-02326-DOC-ADS Document 118 Filed 04/15/22 Page 2 of 4 Page ID #:1999\n\n\n\n 1 This matter came on for hearing on April 13, 2022 (the \u201cSettlement Hearing\u201d)\n 2 on Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation Expenses. The Court\n 3 having considered all matters submitted to it at the Settlement Hearing and otherwise;\n 4 and it appearing that notice of the Settlement Hearing substantially in the form\n 5 approved by the Court was mailed to all Settlement Class Members who or which\n 6 could be identified with reasonable effort, and that a summary notice of the Settlement\n 7 Hearing substantially in the form approved by the Court was published in Investor\u2019s\n 8 Business Daily and was transmitted over the PR Newswire pursuant to the\n 9 specifications of the Court; and the Court having considered and determined the\n 10 fairness and reasonableness of the award of attorneys\u2019 fees and Litigation Expenses,\n 11 NOW, THEREFORE, IT IS HEREBY ORDERED THAT:\n 12 1. This Order incorporates by reference the definitions in the Stipulation and\n 13 Agreement of Settlement dated December 21, 2021 (ECF No. 105-1) (the\n 14 \u201cStipulation\u201d) and all capitalized terms not otherwise defined herein shall have the\n 15 same meanings as set forth in the Stipulation.\n 16 2. The Court has jurisdiction to enter this Order and over the subject matter\n 17 of the Action and all parties to the Action, including all Settlement Class Members.\n 18 3. Notice of Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation\n 19 Expenses was given to all Settlement Class Members who could be identified with\n 20 reasonable effort. The form and method of notifying the Settlement Class of the motion\n 21 for attorneys\u2019 fees and Litigation Expenses satisfied the requirements of Rule 23 of\n 22 the Federal Rules of Civil Procedure, the United States Constitution (including the\n 23 Due Process Clause), the Private Securities Litigation Reform Act of 1995, 15 U.S.C.\n 24 \u00a7 78u-4, as amended, and all other applicable law and rules, constituted the best\n 25 notice practicable under the circumstances, and constituted due and sufficient notice\n 26 to all persons and entities entitled thereto.\n 27 4. Lead Counsel are hereby awarded attorneys\u2019 fees in the amount of 30%\n 28 of the Settlement Fund and $104,686.68 for Lead Counsel\u2019s litigation expenses (which\n\n -1-\n\fCase 8:19-cv-02326-DOC-ADS Document 118 Filed 04/15/22 Page 3 of 4 Page ID #:2000\n\n\n\n 1 fees and expenses shall be paid from the Settlement Fund), which sums the Court finds\n 2 to be fair and reasonable.\n 3 5. In making this award of attorneys\u2019 fees and Litigation Expenses to be\n 4 paid from the Settlement Fund, the Court has considered and found that:\n 5 a) The Settlement has created a fund of $18,250,000 in cash that has been\n 6 funded into escrow pursuant to the terms of the Stipulation, and numerous\n 7 Settlement Class Members who submit acceptable Claim Forms will\n 8 benefit from the Settlement because of Lead Counsel\u2019s efforts;\n 9 b) The fee sought by Lead Counsel has been reviewed and approved as\n 10 reasonable by Class Representatives, the two institutional investor Lead\n 11 Plaintiffs which oversaw the prosecution and resolution of the Action;\n 12 c) Copies of the Notice were mailed to over 25,000 potential Settlement\n 13 Class Members and nominees stating that Lead Counsel would apply for\n 14 attorneys\u2019 fees in an amount not to exceed 30% of the Settlement Fund\n 15 and Litigation Expenses in an amount not to exceed $250,000;\n 16 d) There were no objections to the requested attorneys\u2019 fees and Litigation\n 17 Expenses;\n 18 e) Lead Counsel have conducted the litigation and achieved the Settlement\n 19 with skill, perseverance, and diligent advocacy;\n 20 f) The Action raised a number of complex and novel issues;\n 21 g) Had Lead Counsel not achieved the Settlement there would remain a\n 22 significant risk that Class Representatives and the other members of the\n 23 Settlement Class may have recovered less or nothing from Defendants;\n 24 h) Lead Counsel devoted over 6,550 hours, with a lodestar value of over\n 25 $3.8 million, to achieve the Settlement; and\n 26 i) The amount of attorneys\u2019 fees awarded and expenses to be paid from the\n 27 Settlement Fund are fair and reasonable and consistent with awards in\n 28 similar cases.\n\n -2-\n\fCase 8:19-cv-02326-DOC-ADS Document 118 Filed 04/15/22 Page 4 of 4 Page ID #:2001\n\n\n\n 1 6. Lead Plaintiffs City of Atlanta Police Officers\u2019 Pension Fund and City of\n 2 Atlanta Firefighters\u2019 Pension Fund are hereby awarded $5,500.00 from the Settlement\n 3 Fund as reimbursement for their reasonable costs and expenses directly related to their\n 4 representation of the Settlement Class.\n 5 7. Lead Plaintiff Employees\u2019 Retirement System of the City of Baton Rouge\n 6 and Parish of East Baton Rouge is hereby awarded $3,392.01 from the Settlement\n 7 Fund as reimbursement for its reasonable costs and expenses directly related to its\n 8 representation of the Settlement Class.\n 9 8. Any appeal or any challenge affecting this Court\u2019s approval regarding\n 10 any attorneys\u2019 fees and expense application shall in no way disturb or affect the finality\n 11 of the Judgment.\n 12 9. Exclusive jurisdiction is hereby retained over the parties and Settlement\n 13 Class Members for all matters relating to this Action, including the administration,\n 14 interpretation, effectuation or enforcement of the Stipulation and this Order.\n 15 10. In the event that the Settlement is terminated or the Effective Date of the\n 16 Settlement otherwise fails to occur, this Order shall be rendered null and void to the\n 17 extent provided by the Stipulation.\n 18 11. There is no just reason for delay in the entry of this Order, and immediate\n 19 entry by the Clerk of the Court is expressly directed.\n 20\n 21\n 22 SO ORDERED this 15TH day of April, 2022.\n 23\n 24\n Hon. David O. Carter\n 25 United States District Judge\n 26\n 27\n 28\n\n -3-\n\f","ocr_status":2,"date_upload":"2022-06-12T19:15:53.006700-07:00","document_number":"118","attachment_number":null,"pacer_doc_id":"031037647240","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Attorney Fees","acms_document_guid":""}],"date_created":"2022-04-18T17:32:44.220696-07:00","date_modified":"2026-03-13T23:06:10.672193-07:00","date_filed":"2022-04-15","time_filed":null,"entry_number":118,"recap_sequence_number":"2022-04-15.002","pacer_sequence_number":377,"description":"ORDER by Judge David O. Carter: Granting 109 MOTION for Attorney Fees. Lead Counsel are hereby awarded attorneys fees in the amount of 30%of the Settlement Fund and $104,686.68 for Lead Counsels litigation expenses. SEE DOCUMENT FOR FURTHER INFORMATION. (twdb) (Entered: 04/18/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/192889401/","id":192889401,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/198507139/","id":198507139,"tags":[],"absolute_url":"/docket/16540392/119/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-04-18T17:10:31.336052-07:00","date_modified":"2026-03-13T23:06:10.757111-07:00","sha1":"28697a73935d53ff5790efe327c4d6f3f70b0077","page_count":10,"file_size":163352,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.119.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.119.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 1 of 10 Page ID #:2002\n\n\n\n 1\n 2\n 3\n JS-6\n 4\n 5\n 6\n 7\n UNITED STATES DISTRICT COURT\n 8\n CENTRAL DISTRICT OF CALIFORNIA\n 9\n 10\n IN RE MERIT MEDICAL SYSTEMS, No. 8:19-cv-02326-DOC-ADS\n 11 INC., SECURITIES LITIGATION\n 12\n JUDGMENT APPROVING\n 13 CLASS ACTION\n 14 SETTLEMENT\n 15\n 16\n 17\n 18\n 19\n 20\n 21\n 22\n 23\n 24\n 25\n 26\n 27\n 28\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 2 of 10 Page ID #:2003\n\n\n\n 1 WHEREAS, a securities class action is pending in this Court entitled In re Merit\n 2 Medical Systems, Inc. Securities Litigation, No. 8:19-cv-02326-DOC-ADS (the\n 3 \u201cAction\u201d);\n 4 WHEREAS, (a) Lead Plaintiffs City of Atlanta Police Officers\u2019 Pension Fund,\n 5 City of Atlanta Firefighters\u2019 Pension Fund, and Employees\u2019 Retirement System of the\n 6 City of Baton Rouge and Parish of East Baton Rouge (collectively, \u201cLead Plaintiffs\u201d),\n 7 on behalf of themselves and the Settlement Class; and (b) Defendants Merit Medical\n 8 Systems, Inc. (\u201cMerit\u201d or the \u201cCompany\u201d), Fred P. Lampropoulos, and Raul Parra\n 9 (collectively, \u201cDefendants\u201d) have entered into a Stipulation and Agreement of\n 10 Settlement dated December 21, 2021 (the \u201cStipulation\u201d), that provides for a complete\n 11 dismissal with prejudice of the claims asserted in the Action on the terms and\n 12 conditions set forth in the Stipulation, subject to the approval of this Court (the\n 13 \u201cSettlement\u201d);\n 14 WHEREAS, unless otherwise defined in this Judgment, the capitalized terms\n 15 herein shall have the same meaning as they have in the Stipulation;\n 16 WHEREAS, by Order dated January 3, 2022 (the \u201cPreliminary Approval\n 17 Order\u201d), this Court: (a) found, pursuant to Rule 23(e)(1)(B), that (i) the Court would\n 18 likely be able to approve the Settlement as fair, reasonable, and adequate under Rule\n 19 23(e)(2) and (ii) the Court would likely be able to certify the Settlement Class for\n 20 purposes of the Settlement; (b) ordered that notice of the proposed Settlement be\n 21 provided to potential Settlement Class Members; (c) provided Settlement Class\n 22 Members with the opportunity either to exclude themselves from the Settlement Class\n 23 or to object to the proposed Settlement; and (d) scheduled a hearing regarding final\n 24 approval of the Settlement;\n 25 WHEREAS, due and adequate notice has been given to the Settlement Class;\n 26 WHEREAS, the Court conducted a hearing on April 13, 2022 (the \u201cSettlement\n 27 Hearing\u201d) to consider, among other things, (a) whether the terms and conditions of the\n 28 Settlement are fair, reasonable, and adequate to the Settlement Class, and should\n\n -1-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 3 of 10 Page ID #:2004\n\n\n\n 1 therefore be approved; and (b) whether a judgment should be entered dismissing the\n 2 Action with prejudice as against the Defendants; and\n 3 WHEREAS, the Court having reviewed and considered the Stipulation, all\n 4 papers filed and proceedings held herein in connection with the Settlement, all oral\n 5 and written comments received regarding the Settlement, and the record in the Action,\n 6 and good cause appearing therefor;\n 7 IT IS HEREBY ORDERED, ADJUDGED AND DECREED:\n 8 1. Jurisdiction \u2013 The Court has jurisdiction over the subject matter of the\n 9 Action, and all matters relating to the Settlement, as well as personal jurisdiction over\n 10 all of the Parties and each of the Settlement Class Members.\n 11 2. Incorporation of Settlement Documents \u2013 This Judgment incorporates\n 12 and makes a part hereof: (a) the Stipulation filed with the Court on December 22, 2021;\n 13 and (b) the Notice and the Summary Notice, both of which were filed with the Court\n 14 on December 22, 2021.\n 15 3. Class Certification for Settlement Purposes \u2013 The Court hereby\n 16 certifies for the purposes of the Settlement only, the Action as a class action pursuant\n 17 to Rules 23(a) and (b)(3) of the Federal Rules of Civil Procedure on behalf of the\n 18 Settlement Class consisting of all persons who purchased Merit common stock from\n 19 February 26, 2019 through October 30, 2019, inclusive (the \u201cClass Period\u201d), and who\n 20 were damaged thereby. Excluded from the Settlement Class are Defendants, the\n 21 Officers and directors of Merit at all relevant times, and all such excluded persons\u2019\n 22 Immediate Family Members, legal representatives, heirs, agents, affiliates,\n 23 predecessors, successors, and assigns, and any entity in which any excluded person\n 24 has or had a controlling interest. Also excluded from the Settlement Class is the person\n 25 listed on Exhibit 1 hereto who is excluded from the Settlement Class pursuant to her\n 26 request.\n 27 4. Settlement Class Findings \u2013 For purposes of the Settlement only, the\n 28 Court finds that each element required for certification of the Settlement Class\n\n -2-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 4 of 10 Page ID #:2005\n\n\n\n 1 pursuant to Rule 23 of the Federal Rules of Civil Procedure has been met: (a) the\n 2 members of the Settlement Class are so numerous that their joinder in the Action\n 3 would be impracticable; (b) there are questions of law and fact common to the\n 4 Settlement Class which predominate over any individual questions; (c) the claims of\n 5 Lead Plaintiffs in the Action are typical of the claims of the Settlement Class; (d) Lead\n 6 Plaintiffs and Lead Counsel have and will fairly and adequately represent and protect\n 7 the interests of the Settlement Class; and (e) a class action is superior to other available\n 8 methods for the fair and efficient adjudication of the Action.\n 9 5. Adequacy of Representation \u2013 Pursuant to Rule 23 of the Federal Rules\n 10 of Civil Procedure, and for the purposes of the Settlement only, the Court hereby\n 11 appoints Lead Plaintiffs as Class Representatives for the Settlement Class and appoints\n 12 Lead Counsel as Class Counsel for the Settlement Class. Lead Plaintiffs and Lead\n 13 Counsel have fairly and adequately represented the Settlement Class both in terms of\n 14 litigating the Action and for purposes of entering into and implementing the Settlement\n 15 and have satisfied the requirements of Federal Rules of Civil Procedure 23(a)(4) and\n 16 23(g), respectively.\n 17 6. Notice \u2013 The Court finds that the dissemination of the Notice and the\n 18 publication of the Summary Notice: (a) were implemented in accordance with the\n 19 Preliminary Approval Order; (b) constituted the best notice practicable under the\n 20 circumstances; (c) constituted notice that was reasonably calculated, under the\n 21 circumstances, to apprise Settlement Class Members of (i) the pendency of the Action;\n 22 (ii) the effect of the proposed Settlement (including the Releases to be provided\n 23 thereunder); (iii) Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation Expenses;\n 24 (iv) their right to object to any aspect of the Settlement, the Plan of Allocation and/or\n 25 Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation Expenses; (v) their right to\n 26 exclude themselves from the Settlement Class; and (vi) their right to appear at the\n 27 Settlement Hearing; (d) constituted due, adequate, and sufficient notice to all persons\n 28 and entities entitled to receive notice of the proposed Settlement; and (e) satisfied the\n\n -3-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 5 of 10 Page ID #:2006\n\n\n\n 1 requirements of Rule 23 of the Federal Rules of Civil Procedure, the United States\n 2 Constitution (including the Due Process Clause), the Private Securities Litigation\n 3 Reform Act of 1995, 15 U.S.C. \u00a7 78u-4, as amended, and all other applicable laws and\n 4 rules. The Court further finds that the notice requirements set forth in the Class Action\n 5 Fairness Act of 2005, 28 U.S.C. \u00a7 1715, have been satisfied.\n 6 7. Final Settlement Approval and Dismissal of Claims \u2013 Pursuant to, and\n 7 in accordance with, Rule 23(e)(2) of the Federal Rules of Civil Procedure, this Court\n 8 hereby fully and finally approves the Settlement set forth in the Stipulation in all\n 9 respects (including, without limitation, the amount of the Settlement, the Releases\n 10 provided for therein, and the dismissal with prejudice of the claims asserted against\n 11 Defendants in the Action), and finds that the Settlement is, in all respects, fair,\n 12 reasonable and adequate to the Settlement Class. Specifically, the Court finds that (a)\n 13 Lead Plaintiffs and Lead Counsel have adequately represented the Settlement Class;\n 14 (b) the Settlement was negotiated by the Parties at arm\u2019s length; (c) the relief provided\n 15 under the Settlement is adequate taking into account the costs, risks, and delay of trial\n 16 and appeal, the proposed means of distributing the Settlement Fund to the Settlement\n 17 Class, and the proposed attorneys\u2019 fee award; and (d) the Settlement treats members\n 18 of the Settlement Class equitably relative to each other. The Parties are directed to\n 19 implement, perform, and consummate the Settlement in accordance with the terms and\n 20 provisions contained in the Stipulation.\n 21 8. The Action and all of the claims asserted against Defendants in the Action\n 22 by Lead Plaintiffs and the other Settlement Class Members are hereby dismissed with\n 23 prejudice as to all Defendants. The Parties shall bear their own costs and expenses,\n 24 except as otherwise expressly provided in the Stipulation.\n 25 9. Binding Effect \u2013 The terms of the Stipulation and of this Judgment shall\n 26 be forever binding on Defendants, Lead Plaintiffs, and all other Settlement Class\n 27 Members (regardless of whether or not any individual Settlement Class Member\n 28 submits a Claim Form or seeks or obtains a distribution from the Net Settlement Fund),\n\n -4-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 6 of 10 Page ID #:2007\n\n\n\n 1 as well as their respective successors and assigns. The person listed on Exhibit 1\n 2 hereto is excluded from the Settlement Class pursuant to her request and is not bound\n 3 by the terms of the Stipulation or this Judgment.\n 4 10. Releases \u2013 The Releases set forth in paragraphs 5 and 6 of the Stipulation,\n 5 together with the definitions contained in paragraph 1 of the Stipulation relating\n 6 thereto, are expressly incorporated herein in all respects. The Releases are effective\n 7 as of the Effective Date. Accordingly, this Court orders that:\n 8 (a) Without further action by anyone, and subject to paragraph 11\n 9 below, upon the Effective Date of the Settlement, Lead Plaintiffs and each of the other\n 10 Settlement Class Members, on behalf of themselves, and their respective heirs,\n 11 executors, administrators, predecessors, successors, and assigns, in their capacities as\n 12 such, shall be deemed to have, and by operation of law and of this Judgment shall\n 13 have, fully, finally, and forever compromised, settled, released, resolved, relinquished,\n 14 waived, and discharged each and every Released Plaintiffs\u2019 Claim against Defendants\n 15 and the other Defendants\u2019 Releasees, and shall forever be barred and enjoined from\n 16 prosecuting any or all of the Released Plaintiffs\u2019 Claims against any of the Defendants\u2019\n 17 Releasees.\n 18 (b) Without further action by anyone, and subject to paragraph 11\n 19 below, upon the Effective Date of the Settlement, Defendants, on behalf of themselves,\n 20 and their respective heirs, executors, administrators, predecessors, successors, and\n 21 assigns, in their capacities as such, shall be deemed to have, and by operation of law\n 22 and of this Judgment shall have, fully, finally, and forever compromised, settled,\n 23 released, resolved, relinquished, waived, and discharged each and every Released\n 24 Defendants\u2019 Claim against Lead Plaintiffs and the other Plaintiffs\u2019 Releasees, and shall\n 25 forever be barred and enjoined from prosecuting any or all of the Released Defendants\u2019\n 26 Claims against any of the Plaintiffs\u2019 Releasees. This Release shall not apply to the\n 27 person listed on Exhibit 1 hereto.\n 28\n\n -5-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 7 of 10 Page ID #:2008\n\n\n\n 1 11. Notwithstanding paragraphs 10(a) \u2013 (b) above, nothing in this Judgment\n 2 shall bar any action by any of the Parties to enforce or effectuate the terms of the\n 3 Stipulation or this Judgment.\n 4 12. Rule 11 Findings \u2013 The Court finds and concludes that the Parties and\n 5 their respective counsel have complied in all respects with the requirements of Rule\n 6 11 of the Federal Rules of Civil Procedure in connection with the institution,\n 7 prosecution, defense, and settlement of the Action.\n 8 13. No Admissions \u2013 Neither this Judgment, the Stipulation, including the\n 9 exhibits thereto and the Plan of Allocation contained therein (or any other plan of\n 10 allocation that may be approved by the Court), the negotiations leading to the\n 11 execution of the Stipulation, nor any proceedings taken pursuant to or in connection\n 12 with the Stipulation, or the approval of the Settlement (including any arguments\n 13 proffered in connection therewith):\n 14 (a) shall be offered against any of the Defendants\u2019 Releasees as\n 15 evidence of, or construed as, or deemed to be evidence of any presumption,\n 16 concession, or admission by any of the Defendants\u2019 Releasees with respect to\n 17 the truth of any fact alleged by Lead Plaintiffs or the validity of any claim that\n 18 was, could have been, or could in the future be asserted or the deficiency of any\n 19 defense that has been, could have been, or could in the future be asserted in this\n 20 Action or in any other litigation, or of any liability, negligence, fault, or other\n 21 wrongdoing of any kind of any of the Defendants\u2019 Releasees or in any way\n 22 referred to for any other reason as against any of the Defendants\u2019 Releasees, in\n 23 any civil, criminal, arbitration, or administrative action or proceeding, other\n 24 than such proceedings as may be necessary to effectuate the provisions of the\n 25 Stipulation;\n 26 (b) shall be offered against any of the Plaintiffs\u2019 Releasees, as\n 27 evidence of, or construed as, or deemed to be evidence of any presumption,\n 28 concession, or admission by any of the Plaintiffs\u2019 Releasees that any of their\n\n -6-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 8 of 10 Page ID #:2009\n\n\n\n 1 claims are without merit, that any of the Defendants\u2019 Releasees had meritorious\n 2 defenses, or that damages recoverable under the Complaint would not have\n 3 exceeded the Settlement Amount or with respect to any liability, negligence,\n 4 fault, or wrongdoing of any kind, or in any way referred to for any other reason\n 5 as against any of the Plaintiffs\u2019 Releasees, in any civil, criminal, arbitration, or\n 6 administrative action or proceeding, other than such proceedings as may be\n 7 necessary to effectuate the provisions of this Stipulation; or\n 8 (c) shall be construed against any of the Releasees as an admission,\n 9 concession, or presumption that the consideration to be given hereunder\n 10 represents the amount which could be or would have been recovered after trial;\n 11 provided, however, that the Parties and the Releasees and their respective counsel may\n 12 refer to this Judgment and the Stipulation to effectuate the protections from liability\n 13 granted hereunder and thereunder or otherwise to enforce the terms of the Settlement.\n 14 14. Retention of Jurisdiction \u2013 Without affecting the finality of this\n 15 Judgment in any way, this Court retains continuing and exclusive jurisdiction over:\n 16 (a) the Parties for purposes of the administration, interpretation, implementation, and\n 17 enforcement of the Settlement, including enforcement of the permanent injunctions\n 18 included therein; (b) the disposition of the Settlement Fund; (c) any motion for an\n 19 award of attorneys\u2019 fees and/or Litigation Expenses by Lead Counsel in the Action\n 20 that will be paid from the Settlement Fund; (d) any motion to approve the Plan of\n 21 Allocation; (e) any motion to approve the Class Distribution Order; and (f) the\n 22 Settlement Class Members for all matters relating to the Action.\n 23 15. Separate orders shall be entered regarding approval of a plan of allocation\n 24 and the motion of Lead Counsel for attorneys\u2019 fees and Litigation Expenses. Such\n 25 orders shall in no way affect or delay the finality of this Judgment and shall not affect\n 26 or delay the Effective Date of the Settlement.\n 27 16. Modification of the Agreement of Settlement \u2013 Without further\n 28 approval from the Court, Lead Plaintiffs and Defendants are hereby authorized to\n\n -7-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 9 of 10 Page ID #:2010\n\n\n\n 1 agree to and adopt such amendments or modifications of the Stipulation or any exhibits\n 2 attached thereto to effectuate the Settlement that: (a) are not materially inconsistent\n 3 with this Judgment; and (b) do not materially limit the rights of Settlement Class\n 4 Members in connection with the Settlement. Without further order of the Court, Lead\n 5 Plaintiffs and Defendants may agree to reasonable extensions of time to carry out any\n 6 provisions of the Settlement.\n 7 17. Termination of Settlement \u2013 If the Settlement is terminated as provided\n 8 in the Stipulation or the Effective Date of the Settlement otherwise fails to occur, this\n 9 Judgment shall be vacated, rendered null and void, and be of no further force and\n 10 effect, except as otherwise provided by the Stipulation, and this Judgment shall be\n 11 without prejudice to the rights of Lead Plaintiffs, the other Settlement Class Members,\n 12 and Defendants, and the Parties shall revert to their respective positions in the Action\n 13 as of November 16, 2021, as provided in the Stipulation.\n 14 18. Entry of Final Judgment \u2013 There is no just reason to delay the entry of\n 15 this Judgment as a final judgment in this Action. Accordingly, the Clerk of the Court\n 16 is expressly directed to immediately enter this final judgment in this Action.\n 17\n 18\n 19 SO ORDERED this 18th day of April, 2022.\n 20\n 21\n 22 Hon. David O. Carter\n 23 United States District Judge\n\n 24\n 25\n 26\n 27\n 28\n\n -8-\n\fCase 8:19-cv-02326-DOC-ADS Document 119 Filed 04/18/22 Page 10 of 10 Page ID\n #:2011\n\n\n1 Exhibit 1\n2\n List of Persons Excluded from the Settlement Class\n3\n Pursuant to Request\n4\n5 Sally C. Peterson\n Gainesville, VA\n6\n7\n8\n9\n10\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n\n -9-\n\f","ocr_status":2,"date_upload":"2022-04-19T01:17:44.913703-07:00","document_number":"119","attachment_number":null,"pacer_doc_id":"031037648509","is_available":true,"is_free_on_pacer":true,"is_sealed":null,"document_type":1,"description":"Judgment","acms_document_guid":""}],"date_created":"2022-04-18T17:10:31.328856-07:00","date_modified":"2026-03-13T23:06:10.729034-07:00","date_filed":"2022-04-18","time_filed":null,"entry_number":119,"recap_sequence_number":"2022-04-18.001","pacer_sequence_number":379,"description":"JUDGMENT APPROVING CLASS ACTION SETTLEMENT by Judge David O. Carter. There is no just reason to delay the entry of this Judgment as a final judgment in this Action. Accordingly, the Clerk of the Court is expressly directed to immediately enter this final judgment in this Action. (MD JS-6, Case Terminated). SEE DOCUMENT FOR FURTHER INFORMATION. (twdb) (Entered: 04/18/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/192443227/","id":192443227,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/198054294/","id":198054294,"tags":[],"absolute_url":"","date_created":"2022-04-12T14:34:22.298148-07:00","date_modified":"2022-04-12T14:34:22.300946-07:00","sha1":"","page_count":null,"file_size":null,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"","attachment_number":null,"pacer_doc_id":"","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Text Only Scheduling Notice","acms_document_guid":""}],"date_created":"2022-04-12T14:34:22.292635-07:00","date_modified":"2022-04-12T14:34:22.292666-07:00","date_filed":"2022-04-12","time_filed":null,"entry_number":null,"recap_sequence_number":"2022-04-12T21:19:07+00:00.001","pacer_sequence_number":null,"description":"","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/191966919/","id":191966919,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/197571336/","id":197571336,"tags":[],"absolute_url":"/docket/16540392/114/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-04-06T17:35:25.182309-07:00","date_modified":"2026-08-04T17:43:02.670907-07:00","sha1":"96903648f1e02e10f57d0014081ef3b81da75a71","page_count":10,"file_size":321983,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 1 of 10 Page ID\n #:1954\n\n\n 1 SAXENA WHITE P.A. BERNSTEIN LITOWITZ BERGER\n 2 David R. Kaplan (SBN 230144) & GROSSMANN LLP\n dkaplan@saxenawhite.com Jonathan D. Uslaner (SBN 256898)\n 3 Hani Y. Farah (SBN 307622) jonathanu@blbglaw.com\n 4 hfarah@saxenawhite.com Lauren M. Cruz (SBN 299964)\n 12750 High Bluff Drive, Suite 475 lauren.cruz@blbglaw.com\n 5 San Diego, CA 92130 2121 Avenue of the Stars, Suite 2575\n 6 Telephone: (858) 997-0860 Los Angeles, CA 90067\n Facsimile: (858) 369-0096 Telephone: (310) 819-3472\n 7\n 8 Attorneys for Lead Plaintiffs the Atlanta Attorneys for Lead Plaintiff Baton\n Funds and Co-Lead Counsel for the Rouge and Co-Lead Counsel for the\n 9 Proposed Settlement Class Proposed Settlement Class\n 10\n [Additional counsel appear on signature\n 11 page]\n 12\n 13 UNITED STATES DISTRICT COURT\n CENTRAL DISTRICT OF CALIFORNIA\n 14 SOUTHERN DIVISION\n\n 15 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n INC. SECURITIES LITIGATION\n 16 REPLY IN FURTHER SUPPORT\n 17 OF (I) LEAD PLAINTIFFS\u2019\n MOTION FOR FINAL APPROVAL\n 18\n OF PROPOSED CLASS ACTION\n 19 SETTLEMENT AND PLAN OF\n ALLOCATION AND (II) LEAD\n 20\n COUNSEL\u2019S MOTION FOR\n 21 ATTORNEYS\u2019 FEES AND\n LITIGATION EXPENSES\n 22\n 23 Judge: Hon. David O. Carter\n Courtroom: 9D\n 24\n Date: April 13, 2022\n 25 Time: 8:30 a.m.\n 26\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 2 of 10 Page ID\n #:1955\n\n\n\n 1\n 2 TABLE OF CONTENTS\n 3\n I. INTRODUCTION ............................................................................................. 1\n 4\n II. THE REACTION OF THE SETTLEMENT CLASS SUPPORTS\n 5\n APPROVAL OF THE SETTLEMENT, THE PLAN OF\n 6 ALLOCATION, AND THE REQUESTED ATTORNEYS\u2019 FEES\n AND LITIGATION EXPENSES ..................................................................... 2\n 7\n 8 The Court-Approved Notice Program ...................................................... 2\n\n 9 The Reaction of the Settlement Class Supports Approval of\n the Settlement and Plan of Allocation ...................................................... 3\n 10 The Reaction of the Settlement Class Supports Approval of\n 11 the Fee and Expense Request ................................................................... 5\n\n 12 III. CONCLUSION .................................................................................................. 6\n\n 13\n 14\n 15\n 16\n 17\n 18\n 19\n 20\n 21\n 22\n 23\n 24\n 25\n 26\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page ii\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 3 of 10 Page ID\n #:1956\n\n\n TABLE OF AUTHORITIES\n 1\n 2 Page(s)\n 3 Cases\n 4 Cheng Jiangchen v. Rentech, Inc.,\n 5 2019 WL 5173771 (C.D. Cal. Oct. 10, 2019) .................................................... 3, 5\n 6 Destefano v. Zynga, Inc.,\n 7 2016 WL 537946 (N.D. Cal. Feb. 11, 2016) ......................................................... 4\n\n 8 Hefler v. Wells Fargo & Co.,\n 2018 WL 6619983 (N.D. Cal. Dec. 18, 2018) ................................................... 5, 6\n 9\n 10 In re Extreme Networks, Inc. Sec. Litig.,\n 2019 WL 3290770 (N.D. Cal. July 22, 2019) .................................................... 4, 5\n 11\n In re Heritage Bond Litig.,\n 12 2005 WL 1594403 (C.D. June 10, 2005) ........................................................... 5, 6\n 13\n In re Nuvelo, Inc. Secs. Litig.,\n 14 2011 WL 2650592 (N.D. July 6, 2011) ................................................................. 5\n 15 In re Regulus Therapeutics Inc. Sec. Litig.,\n 16 2020 WL 6381898 (S.D. Cal. Oct. 30, 2020) ........................................................ 5\n 17 Patel v. Axesstel, Inc.,\n 18 2015 WL 6458073 (S.D. Cal. Oct. 23, 2015) .................................................... 4, 5\n\n 19 Sudunagunta v. NantKwest, Inc.,\n 2019 WL 2183451 (C.D. Cal. May 13, 2019) ....................................................... 4\n 20\n 21 Statutes\n\n 22 28 U.S.C. \u00a7 1715(b) ................................................................................................... 2\n 23\n 24\n 25\n 26\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page iii\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 4 of 10 Page ID\n #:1957\n\n\n\n 1 Court-appointed Lead Plaintiffs, City of Atlanta Police Pension Fund and City\n 2 of Atlanta Firefighters\u2019 Pension Fund (collectively, the \u201cAtlanta Funds\u201d), and the\n 3 Employees\u2019 Retirement System of the City of Baton Rouge and Parish of East Baton\n 4 Rouge (\u201cBaton Rouge\u201d and, together with the Atlanta Funds, the \u201cLead Plaintiffs\u201d)\n 5 respectfully submit this memorandum in further support of (i) Lead Plaintiffs\u2019\n 6 motion for final approval of the Settlement and approval of the proposed Plan of\n 7 Allocation (ECF No. 107); and (ii) Lead Counsel\u2019s motion for attorneys\u2019 fees and\n 8 Litigation Expenses (ECF No. 109) (together, the \u201cMotions\u201d). 1\n 9 I. INTRODUCTION\n 10 The overwhelmingly positive reaction of the Settlement Class confirms that\n 11 the proposed $18.25 million Settlement here is an excellent result. Following a\n 12 robust Court-approved notice program\u2014including mailing a total of 25,886 Notice\n 13 Packets to potential Settlement Class Members and nominees and publication of a\n 14 summary notice in multiple media\u2014not a single member of the Settlement Class\n 15 objected to any aspect of the Settlement, the Plan of Allocation, or the requested fees\n 16 and expenses. Further, not a single institutional investor has requested exclusion\n 17 from the Settlement Class in connection with the Settlement, and only one request\n 18 for exclusion was received from an individual investor who purchased a de minimis\n 19 number of shares and was not damaged by the alleged fraud.\n 20 In addition, Lead Plaintiffs\u2014sophisticated, institutional investors with\n 21 billions of dollars in combined assets under management\u2014have expressly endorsed\n 22 in sworn declarations the Settlement, Plan of Allocation, and requested attorneys\u2019\n 23 fees and expenses. See ECF Nos. 111-1, \u00b6\u00b67-12, 15; and 111-2, \u00b6\u00b67-9, 13.\n 24\n 1\n Unless otherwise noted, capitalized terms have the meaning set forth in the\n 25\n Stipulation and Agreement of Settlement (ECF No. 105-1), all internal citations and\n 26 quotation marks are omitted, and all emphasis is added.\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 1\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 5 of 10 Page ID\n #:1958\n\n\n\n 1 As explained herein, this favorable reaction of the Settlement Class further\n 2 supports a finding that the proposed Settlement, Plan of Allocation, and motion for\n 3 attorneys\u2019 fees and Litigation Expenses are all fair and reasonable and should be\n 4 approved. Accordingly, the Motions should be granted.\n 5 II. THE REACTION OF THE SETTLEMENT CLASS SUPPORTS\n APPROVAL OF THE SETTLEMENT, THE PLAN OF ALLOCATION,\n 6 AND THE REQUESTED ATTORNEYS\u2019 FEES AND LITIGATION\n 7 EXPENSES\n 8 Lead Plaintiffs and Lead Counsel respectfully submit that their opening\n 9 papers demonstrate that the Settlement, Plan of Allocation, and request for attorneys\u2019\n 10 fees are fair and reasonable. Now that the time for submitting objections and\n 11 exclusions has passed, the lack of any objections and single request for exclusion\n 12 provide additional strong support for approval of the Motions.\n 13 The Court-Approved Notice Program\n 14 Pursuant to the Court\u2019s Preliminarily Approval Order (ECF No. 106), the\n 15 Claims Administrator, A.B. Data, Ltd. (\u201cA.B. Data\u201d), conducted a robust notice\n 16 program under Lead Counsel\u2019s supervision, which included mailing over 25,000\n 17 Notice Packets to potential Settlement Class Members and nominees, publishing the\n 18 Summary Notice in Investor\u2019s Business Daily and over PR Newswire, and posting\n 19 the Notice, along with the opening papers, on the dedicated website for the Action\u2014\n 20 www.MeritMedicalSecuritiesLitigation.com. 2\n 21\n 2\n The notice program is described in the previously filed Declaration of Eric J. Miller\n 22\n Regarding (A) Mailing of the Notice and Proof of Claim Form; (B) Proof of\n 23 Publication of the Summary Notice; and (C) Report on Requests for Exclusion and\n Objections Received to Date, dated March 8, 2022 (ECF No. 111-3), at \u00b6\u00b62-12. See\n 24\n also Supplemental Declaration of Eric J. Miller (\u201cSuppl. Miller Decl.\u201d), attached\n 25 hereto as Exhibit 1, at \u00b62. In addition, pursuant to the Class Action Fairness Act of\n 2005, 28 U.S.C. \u00a7 1715(b), notice of the Settlement was also provided by Defendants\n 26\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 2\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 6 of 10 Page ID\n #:1959\n\n\n\n 1 The Notice informed Settlement Class Members of the terms of the proposed\n 2 Settlement and Plan of Allocation, and that Lead Counsel would apply for an award\n 3 of attorneys\u2019 fees in an amount not to exceed 30% of the Settlement Fund and\n 4 payment of Litigation Expenses in an amount not to exceed $250,000. See Notice\n 5 \u00b6\u00b62-3, 5; Appendix A \u00b6\u00b63-8, 10, 18. The Notice also advised Settlement Class\n 6 Members of their right to object to the proposed Settlement, the Plan of Allocation\n 7 and/or the request for attorneys\u2019 fees and expenses, and the March 23, 2022 deadline\n 8 for doing so. See Notice at pp. 3-4 and \u00b6\u00b653-57, 62-68. 3 Following this extensive\n 9 notice program, not a single Settlement Class Member has objected to the\n 10 Settlement, the Plan of Allocation, or Lead Counsel\u2019s motion for attorneys\u2019 fees and\n 11 Litigation Expenses. Moreover, only one individual has requested exclusion from\n 12 the Settlement Class.\n 13 In short, following a comprehensive notice program, the Settlement Class\u2019s\n 14 reaction to the Settlement has been overwhelmingly positive.\n 15 The Reaction of the Settlement Class Supports Approval of the\n Settlement and Plan of Allocation\n 16\n 17 \u201cThe absence of any objections to the Settlement [] among Class Members\n 18 supports final approval.\u201d Cheng Jiangchen v. Rentech, Inc., 2019 WL 5173771, at\n 19 *7 (C.D. Cal. Oct. 10, 2019); see Sudunagunta v. NantKwest, Inc., 2019 WL\n 20 2183451, at *5 (C.D. Cal. May 13, 2019) (\u201cIt is established that the absence of a\n 21 large number of objections to a proposed class action settlement raises a strong\n 22\n to the United States Attorney General and the Attorneys General of all U.S. states\n 23 and territories. ECF No. 113.\n 24 3\n As noted above, the Summary Notice, which informed readers of the proposed\n Settlement, how to obtain copies of the Notice and Claim Form, and the deadlines\n 25\n for the submission of Claim Forms and objections, was published in Investor\u2019s\n 26 Business Daily and released over the PR Newswire.\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 3\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 7 of 10 Page ID\n #:1960\n\n\n\n 1 presumption that the terms of a proposed class settlement action are favorable to the\n 2 class members\u201d). Indeed, courts have found that \u201c[t]he absence of a single objection\n 3 to the settlement is compelling evidence that the Proposed Settlement is fair, just,\n 4 reasonable, and adequate.\u201d Patel v. Axesstel, Inc., 2015 WL 6458073, at *6 (S.D.\n 5 Cal. Oct. 23, 2015).\n 6 Furthermore, the fact that there was only one request for exclusion from the\n 7 Settlement Class further supports final approval. See In re Extreme Networks, Inc.\n 8 Sec. Litig., 2019 WL 3290770, at *9 (N.D. Cal.) (\u201c[T]here were only two requests\n 9 for exclusion \u2026 This positive response from the class confirms that the settlement\n 10 is fair and reasonable.\u201d); Destefano v. Zynga, Inc., 2016 WL 537946, at *14 (N.D.\n 11 Cal. Feb. 11, 2016) (\u201cthe small number of exclusions representing a very small\n 12 portion of the total shares at issue further supports settlement\u201d). Notably, the single\n 13 individual investor who requested exclusion purchased just 20 shares of Merit\n 14 common stock during the Class Period, sold those shares for a gain before the first\n 15 corrective disclosure, and thus suffered no damage from the alleged fraud and was\n 16 not even a member of the Settlement Class to start with. See Exhibit 1 to Suppl.\n 17 Miller Decl. Of further note, the single exclusion request does not criticize or take\n 18 issue with any aspect of the Settlement, the Plan of Allocation, or the requested fees\n 19 and expenses. Id.\n 20 Moreover, the absence of any objections from institutional investors,\n 21 sophisticated investors with ample means and incentive to object to the Settlement\n 22 if they deemed it unsatisfactory, is further evidence of the Settlement\u2019s fairness. See\n 23 Extreme Networks, 2019 WL 3290770, at *9 (\u201cMany potential class members are\n 24 sophisticated institutional investors; the lack of objections from such institutions\n 25 indicates that the settlement is fair and reasonable.\u201d); In re Regulus Therapeutics\n 26 Inc. Sec. Litig., 2020 WL 6381898, at *6 (S.D. Cal. Oct. 30, 2020) (same); Hefler v.\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 4\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 8 of 10 Page ID\n #:1961\n\n\n\n 1 Wells Fargo & Co., 2018 WL 6619983, at *9 (N.D. Cal. Dec. 18, 2018) (\u201c[T]hat not\n 2 one sophisticated institutional investor objected to the Proposed Settlement is indicia\n 3 of its fairness.\u201d).\n 4 The lack of objections also supports approval of the Plan of Allocation. See,\n 5 e.g., Axesstel, 2015 WL 6458073, at *7 (approving plan of allocation where it \u201cwas\n 6 laid out in detail in the notice, and no class members objected\u201d); In re Heritage Bond\n 7 Litig., 2005 WL 1594403, at *11 (C.D. June 10, 2005) (\u201cThe fact that there has been\n 8 no objection to this plan of allocation favors approval of the Settlement.\u201d).\n 9 The Reaction of the Settlement Class Supports Approval of the Fee\n and Expense Request\n 10\n 11 The overwhelmingly positive reaction of the Settlement Class should also be\n 12 considered with respect to Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation\n 13 Expenses. Respectfully, the absence of any objections by Settlement Class\n 14 Members to the requested fees and expenses supports a finding that these requests\n 15 are fair and reasonable. See, e.g., Rentech, 2019 WL 5173771, at *10 (\u201cno objections\n 16 . . . supports granting the requested fees\u201d of one-third of the settlement fund);\n 17 Axesstel, 2015 WL 6458073, at *8 (S.D. Cal. Oct. 23, 2015) (\u201clack of any objection\n 18 from the class members\u201d supported approval of \u201cthe requested 30% attorneys\u2019 fee\n 19 award\u201d); In re Nuvelo, Inc. Secs. Litig., 2011 WL 2650592, at *3 (N.D. July 6, 2011)\n 20 (finding only one objection to the fee request to be \u201ca strong positive response from\n 21 the class, supporting an upward adjustment of the benchmark [fee award]\u201d);\n 22 Heritage Bond, 2005 WL 1594403, at 21 (\u201cThe absence of objections or disapproval\n 23 by class members to Class Counsel\u2019s fee request further supports finding the fee\n 24 request reasonable.\u201d).\n 25 Additionally, \u201c[a]s with the Settlement itself, the lack of objections from\n 26 institutional investors who presumably had the means, the motive, and the\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 5\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 9 of 10 Page ID\n #:1962\n\n\n\n 1 sophistication to raise objections weighs in favor of approval\u201d of the requested\n 2 attorneys\u2019 fees. See Wells Fargo, 2018 WL 6619983, at *15.\n 3 III. CONCLUSION\n 4 Based on the foregoing and for all of the reasons discussed in their opening\n 5 papers, Lead Plaintiffs and Lead Counsel respectfully request that the Court approve\n 6 the Settlement and the Plan of Allocation, and approve the motion for attorneys\u2019 fees\n 7 and Litigation Expenses.\n 8 Attached hereto as Exhibit 2 is a copy of the proposed Judgment Approving\n 9 Class Action Settlement, which is the same as the Judgment previously submitted to\n 10 the Court as Exhibit B to the Stipulation (ECF No. 105-1), except that certain dates\n 11 and the list of persons excluded from the Settlement Class have been filled in.\n 12 Attached hereto as Exhibits 3 and 4, respectively, are the proposed Order Approving\n 13 Plan of Allocation of Net Settlement Fund and proposed Order Awarding Attorneys\u2019\n 14 Fees and Litigation Expenses.\n 15\n Dated: April 6, 2022 Respectfully submitted,\n 16\n SAXENA WHITE P.A.\n 17\n 18 /s/ David R. Kaplan\n 19 David R. Kaplan (SBN 230144)\n dkaplan@saxenawhite.com\n 20 Hani Y. Farah (SBN 307622)\n 21 hfarah@saxenawhite.com\n 12750 High Bluff Drive, Suite 475\n 22 San Diego, CA 92130\n 23 Telephone: (858) 997-0860\n Facsimile: (858) 369-0096\n 24\n 25 -and-\n\n 26 Steven B. Singer\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 6\n\fCase 8:19-cv-02326-DOC-ADS Document 114 Filed 04/06/22 Page 10 of 10 Page\n ID #:1963\n\n\n (appearing pro hac vice)\n 1\n ssinger@saxenawhite.com\n 2 10 Bank Street, 8th Floor\n White Plains, NY 10606\n 3\n Tel: (914) 437-8551\n 4 Fax: (888) 631-3611\n 5\n Attorneys for Lead Plaintiffs the Atlanta\n 6 Funds and Co-Lead Counsel for the Proposed\n 7 Settlement Class\n\n 8 BERNSTEIN LITOWITZ BERGER\n 9 & GROSSMANN LLP\n\n 10 /s/ Jonathan D. Uslaner\n 11 Jonathan D. Uslaner (Bar No. 256898)\n jonathanu@blbglaw.com\n 12 Lauren M. Cruz (Bar No. 299964)\n 13 lauren.cruz@blbglaw.com\n 2121 Avenue of the Stars, Suite 2575\n 14 Los Angeles, CA 90067\n 15 Telephone: (310) 819-3470\n\n 16 -and-\n 17\n John J. Rizio-Hamilton\n 18 (appearing pro hac vice)\n 19 johnr@blbglaw.com\n 1251 Avenue of the Americas\n 20 New York, New York 10020\n 21 Telephone: (212) 554-1400\n Facsimile: (212) 554-1444\n 22\n 23 Attorneys for Lead Plaintiff Baton Rouge and\n Co-Lead Counsel for the Proposed Settlement\n 24 Class\n 25\n 26\n 27\n REPLY IN FURTHER SUPPORT OF MOTIONS\n 28 FOR FINAL SETTLEMENT APPROVAL\n AND ATTORNEYS\u2019 FEES AND EXPENSES\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 7\n\f","ocr_status":1,"date_upload":"2026-07-09T11:15:15.981973-07:00","document_number":"114","attachment_number":null,"pacer_doc_id":"031037578313","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Reply (Motion related)","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/203230748/","id":203230748,"tags":[],"absolute_url":"/docket/16540392/114/1/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-06-12T19:24:00.818170-07:00","date_modified":"2026-07-09T11:15:06.407850-07:00","sha1":"b76edb9a70b8888016866d5c2f05e875490f0405","page_count":9,"file_size":567206,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.1.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.1.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 1 of 9 Page ID\n #:1964\n\n\n\n\n Exhibit 1\n\f Case 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 2 of 9 Page ID\n #:1965\n\n\n\n1 UNITED STATES DISTRICT COURT\n2 CENTRAL DISTRICT OF CALIFORNIA\n SOUTHERN DIVISION\n3\n4 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n INC. SECURITIES LITIGATION\n5 SUPPLEMENTAL DECLARATION\n6 OF ERIC J. MILLER\n REGARDING: (A) MAILING OF\n7 THE NOTICE AND PROOF OF\n8 CLAIM FORM; AND (B) REPORT\n ON REQUESTS FOR EXCLUSION\n9 RECEIVED\n10\n Judge: Hon. David O. Carter\n11 Courtroom: 9D\n12 Date: April 13, 2022\n Time: 8:30 a.m.\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n SUPPLEMENTAL DECLARATION\n OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 3 of 9 Page ID\n #:1966\n\n\n\n1 I, Eric J. Miller, hereby declare under penalty of perjury as follows:\n2 1. I am a Senior Vice President of A.B. Data, Ltd.\u2019s Class Action\n3 Administration Company (\u201cA.B. Data\u201d), whose Corporate Office is located in\n4 Milwaukee, Wisconsin. Pursuant to the Court\u2019s January 3, 2022 Order Preliminarily\n5 Approving Settlement and Providing for Notice of the Settlement (ECF No. 106)\n6 (the \u201cPreliminary Approval Order\u201d), A.B. Data was authorized to act as the Claims\n7 Administrator in connection with the above-captioned action (the \u201cAction\u201d). I\n8 submit this Declaration as a supplement to my earlier declaration, the Declaration of\n9 Eric J. Miller Regarding (A) Mailing of the Notice and Proof of Claim Form;\n10 (B) Proof of Publication of the Summary Notice; and (C) Report on Requests for\n11 Exclusion and Objections Received to Date (ECF No. 111-3) (the \u201cInitial Mailing\n12 Declaration\u201d). I am over 21 years of age and am not a party to the Action. I have\n13 personal knowledge of the facts set forth herein and, if called as a witness, could and\n14 would testify competently thereto.\n15 CONTINUED DISSEMINATION OF THE NOTICE PACKET\n16 2. Since the execution of my Initial Mailing Declaration, A.B. Data has\n17 continued to disseminate copies of the Notice and Claim Form (the \u201cNotice Packet\u201d)\n18 in response to additional requests from potential members of the Settlement Class,\n19 brokers, and nominees. Through April 5, 2022, A.B. Data has mailed a total of\n20 25,886 Notice Packets to potential Settlement Class Members and nominees. In\n21 addition, A.B. Data has re-mailed a total of 124 Notice Packets to persons whose\n22 original mailing was returned by the U.S. Postal Service and for whom updated\n23 addresses were provided to A.B. Data by the Postal Service.\n24 TELEPHONE HELPLINE AND WEBSITE\n25\n 3. A.B. Data continues to maintain the toll-free telephone number (1-877-\n26\n 242-2522) with an interactive voice response system (\u201cIVR\u201d) and live operators\n27\n during business hours to accommodate any inquiries from potential members of the\n28\n SUPPLEMENTAL DECLARATION\n -1- OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 4 of 9 Page ID\n #:1967\n\n\n\n1 Settlement Class. Throughout the administration of the Settlement, A.B. Data has\n2 received 14 in-bound calls, which included 1 hour and 18 minutes spent by callers\n3 interacting with the IVR and 1 hour 17 minutes speaking with A.B. Data\u2019s live\n4 operators. A.B. Data has made 7 out-bound calls to respond to messages left or to\n5 follow up on earlier communications.\n6 4. A.B. Data also continues to maintain the dedicated website for the\n7 Action (www.MeritMedicalSecuritiesLitigation.com) in order to assist potential\n8 members of the Settlement Class. On March 10, 2022, A.B. Data posted to the\n9 website copies of the papers filed in support of the motion for final approval of the\n10 Settlement and Plan of Allocation and in support of Lead Counsel\u2019s motion for\n11 attorneys\u2019 fees and litigation expenses. A.B. Data will continue maintaining and, as\n12 appropriate, updating the website and toll-free telephone number until the\n13 conclusion of the administration.\n14 REPORT ON REQUESTS FOR EXCLUSION RECIEVED\n15 5. The Notice provided Settlement Class Members with an opportunity to\n16 request exclusion from the Settlement Class by submitting a request for exclusion\n17 by March 23, 2022. Specifically, the Notice informed potential Settlement Class\n18 Members that requests for exclusion from the Settlement Class were to be mailed or\n19 otherwise delivered, addressed to Merit Medical Securities Litigation,\n20 EXCLUSIONS, c/o A.B. Data, Ltd., P.O. Box 173001, Milwaukee, WI 53217, such\n21 that they were received by A.B. Data no later than March 23, 2022. A.B. Data has\n22 received one request for exclusion. The request for exclusion received is attached\n23 hereto as Exhibit 1. In the interests of privacy, the request has been redacted to\n24 remove the investor\u2019s street address and telephone number.\n25\n26\n27\n28\n SUPPLEMENTAL DECLARATION\n -2- OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 5 of 9 Page ID\n #:1968\n\n\n\n1 I declare under penalty of perjury that the foregoing is true and correct.\n2 Executed on April 5, 2022, at Palm Beach Gardens, Florida.\n3\n4\n ________________________________\n5 Eric J. Miller\n6\n7\n8\n9\n10\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n SUPPLEMENTAL DECLARATION\n -3- OF ERIC J. MILLER\n CASE NO. 8:19-cv-2236-DOC-ADS\n\fCase 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 6 of 9 Page ID\n #:1969\n\n\n\n\n EXHIBIT 1\n\fCase 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 7 of 9 Page ID\n #:1970\n\fCase 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 8 of 9 Page ID\n #:1971\n\fCase 8:19-cv-02326-DOC-ADS Document 114-1 Filed 04/06/22 Page 9 of 9 Page ID\n #:1972\n\f","ocr_status":null,"date_upload":"2022-06-12T19:24:00.817844-07:00","document_number":"114","attachment_number":1,"pacer_doc_id":"031037578314","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit 1","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/203230750/","id":203230750,"tags":[],"absolute_url":"/docket/16540392/114/2/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-06-12T19:24:48.768337-07:00","date_modified":"2026-07-09T11:15:06.485975-07:00","sha1":"6f3a411a4aecc45f11e7e51ecf3233f60bde2dfe","page_count":11,"file_size":215651,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.2.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.2.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 1 of 11 Page ID\n #:1973\n\n\n\n\n Exhibit 2\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 2 of 11 Page ID\n #:1974\n\n\n 1 UNITED STATES DISTRICT COURT\n 2 CENTRAL DISTRICT OF CALIFORNIA\n 3\n 4 IN RE MERIT MEDICAL SYSTEMS, No. 8:19-cv-02326-DOC-ADS\n INC., SECURITIES LITIGATION\n 5\n 6 [PROPOSED] JUDGMENT\n APPROVING CLASS\n 7\n ACTION SETTLEMENT\n 8\n 9\n10\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 3 of 11 Page ID\n #:1975\n\n\n 1 WHEREAS, a securities class action is pending in this Court entitled In re Merit\n 2 Medical Systems, Inc. Securities Litigation, No. 8:19-cv-02326-DOC-ADS (the\n 3 \u201cAction\u201d);\n 4 WHEREAS, (a) Lead Plaintiffs City of Atlanta Police Officers\u2019 Pension Fund,\n 5 City of Atlanta Firefighters\u2019 Pension Fund, and Employees\u2019 Retirement System of the\n 6 City of Baton Rouge and Parish of East Baton Rouge (collectively, \u201cLead Plaintiffs\u201d),\n 7 on behalf of themselves and the Settlement Class; and (b) Defendants Merit Medical\n 8 Systems, Inc. (\u201cMerit\u201d or the \u201cCompany\u201d), Fred P. Lampropoulos, and Raul Parra\n 9 (collectively, \u201cDefendants\u201d) have entered into a Stipulation and Agreement of\n10 Settlement dated December 21, 2021 (the \u201cStipulation\u201d), that provides for a complete\n11 dismissal with prejudice of the claims asserted in the Action on the terms and\n12 conditions set forth in the Stipulation, subject to the approval of this Court (the\n13 \u201cSettlement\u201d);\n14 WHEREAS, unless otherwise defined in this Judgment, the capitalized terms\n15 herein shall have the same meaning as they have in the Stipulation;\n16 WHEREAS, by Order dated January 3, 2022 (the \u201cPreliminary Approval\n17 Order\u201d), this Court: (a) found, pursuant to Rule 23(e)(1)(B), that (i) the Court would\n18 likely be able to approve the Settlement as fair, reasonable, and adequate under Rule\n19 23(e)(2) and (ii) the Court would likely be able to certify the Settlement Class for\n20 purposes of the Settlement; (b) ordered that notice of the proposed Settlement be\n21 provided to potential Settlement Class Members; (c) provided Settlement Class\n22 Members with the opportunity either to exclude themselves from the Settlement Class\n23 or to object to the proposed Settlement; and (d) scheduled a hearing regarding final\n24 approval of the Settlement;\n25 WHEREAS, due and adequate notice has been given to the Settlement Class;\n26 WHEREAS, the Court conducted a hearing on April 13, 2022 (the \u201cSettlement\n27 Hearing\u201d) to consider, among other things, (a) whether the terms and conditions of the\n28 Settlement are fair, reasonable, and adequate to the Settlement Class, and should\n -1-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 4 of 11 Page ID\n #:1976\n\n\n 1 therefore be approved; and (b) whether a judgment should be entered dismissing the\n 2 Action with prejudice as against the Defendants; and\n 3 WHEREAS, the Court having reviewed and considered the Stipulation, all\n 4 papers filed and proceedings held herein in connection with the Settlement, all oral\n 5 and written comments received regarding the Settlement, and the record in the Action,\n 6 and good cause appearing therefor;\n 7 IT IS HEREBY ORDERED, ADJUDGED AND DECREED:\n 8 1. Jurisdiction \u2013 The Court has jurisdiction over the subject matter of the\n 9 Action, and all matters relating to the Settlement, as well as personal jurisdiction over\n10 all of the Parties and each of the Settlement Class Members.\n11 2. Incorporation of Settlement Documents \u2013 This Judgment incorporates\n12 and makes a part hereof: (a) the Stipulation filed with the Court on December 22,\n13 2021; and (b) the Notice and the Summary Notice, both of which were filed with the\n14 Court on December 22, 2021.\n15 3. Class Certification for Settlement Purposes \u2013 The Court hereby\n16 certifies for the purposes of the Settlement only, the Action as a class action pursuant\n17 to Rules 23(a) and (b)(3) of the Federal Rules of Civil Procedure on behalf of the\n18 Settlement Class consisting of all persons who purchased Merit common stock from\n19 February 26, 2019 through October 30, 2019, inclusive (the \u201cClass Period\u201d), and who\n20 were damaged thereby. Excluded from the Settlement Class are Defendants, the\n21 Officers and directors of Merit at all relevant times, and all such excluded persons\u2019\n22 Immediate Family Members, legal representatives, heirs, agents, affiliates,\n23 predecessors, successors, and assigns, and any entity in which any excluded person\n24 has or had a controlling interest. Also excluded from the Settlement Class is the person\n25 listed on Exhibit 1 hereto who is excluded from the Settlement Class pursuant to her\n26 request.\n27 4. Settlement Class Findings \u2013 For purposes of the Settlement only, the\n28 Court finds that each element required for certification of the Settlement Class\n -2-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 5 of 11 Page ID\n #:1977\n\n\n 1 pursuant to Rule 23 of the Federal Rules of Civil Procedure has been met: (a) the\n 2 members of the Settlement Class are so numerous that their joinder in the Action\n 3 would be impracticable; (b) there are questions of law and fact common to the\n 4 Settlement Class which predominate over any individual questions; (c) the claims of\n 5 Lead Plaintiffs in the Action are typical of the claims of the Settlement Class; (d) Lead\n 6 Plaintiffs and Lead Counsel have and will fairly and adequately represent and protect\n 7 the interests of the Settlement Class; and (e) a class action is superior to other available\n 8 methods for the fair and efficient adjudication of the Action.\n 9 5. Adequacy of Representation \u2013 Pursuant to Rule 23 of the Federal Rules\n10 of Civil Procedure, and for the purposes of the Settlement only, the Court hereby\n11 appoints Lead Plaintiffs as Class Representatives for the Settlement Class and appoints\n12 Lead Counsel as Class Counsel for the Settlement Class. Lead Plaintiffs and Lead\n13 Counsel have fairly and adequately represented the Settlement Class both in terms of\n14 litigating the Action and for purposes of entering into and implementing the Settlement\n15 and have satisfied the requirements of Federal Rules of Civil Procedure 23(a)(4) and\n16 23(g), respectively.\n17 6. Notice \u2013 The Court finds that the dissemination of the Notice and the\n18 publication of the Summary Notice: (a) were implemented in accordance with the\n19 Preliminary Approval Order; (b) constituted the best notice practicable under the\n20 circumstances; (c) constituted notice that was reasonably calculated, under the\n21 circumstances, to apprise Settlement Class Members of (i) the pendency of the Action;\n22 (ii) the effect of the proposed Settlement (including the Releases to be provided\n23 thereunder); (iii) Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation Expenses;\n24 (iv) their right to object to any aspect of the Settlement, the Plan of Allocation and/or\n25 Lead Counsel\u2019s motion for attorneys\u2019 fees and Litigation Expenses; (v) their right to\n26 exclude themselves from the Settlement Class; and (vi) their right to appear at the\n27 Settlement Hearing; (d) constituted due, adequate, and sufficient notice to all persons\n28 and entities entitled to receive notice of the proposed Settlement; and (e) satisfied the\n -3-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 6 of 11 Page ID\n #:1978\n\n\n 1 requirements of Rule 23 of the Federal Rules of Civil Procedure, the United States\n 2 Constitution (including the Due Process Clause), the Private Securities Litigation\n 3 Reform Act of 1995, 15 U.S.C. \u00a7 78u-4, as amended, and all other applicable laws and\n 4 rules. The Court further finds that the notice requirements set forth in the Class Action\n 5 Fairness Act of 2005, 28 U.S.C. \u00a7 1715, have been satisfied.\n 6 7. Final Settlement Approval and Dismissal of Claims \u2013 Pursuant to, and\n 7 in accordance with, Rule 23(e)(2) of the Federal Rules of Civil Procedure, this Court\n 8 hereby fully and finally approves the Settlement set forth in the Stipulation in all\n 9 respects (including, without limitation, the amount of the Settlement, the Releases\n10 provided for therein, and the dismissal with prejudice of the claims asserted against\n11 Defendants in the Action), and finds that the Settlement is, in all respects, fair,\n12 reasonable and adequate to the Settlement Class. Specifically, the Court finds that (a)\n13 Lead Plaintiffs and Lead Counsel have adequately represented the Settlement Class;\n14 (b) the Settlement was negotiated by the Parties at arm\u2019s length; (c) the relief provided\n15 under the Settlement is adequate taking into account the costs, risks, and delay of trial\n16 and appeal, the proposed means of distributing the Settlement Fund to the Settlement\n17 Class, and the proposed attorneys\u2019 fee award; and (d) the Settlement treats members\n18 of the Settlement Class equitably relative to each other. The Parties are directed to\n19 implement, perform, and consummate the Settlement in accordance with the terms and\n20 provisions contained in the Stipulation.\n21 8. The Action and all of the claims asserted against Defendants in the Action\n22 by Lead Plaintiffs and the other Settlement Class Members are hereby dismissed with\n23 prejudice as to all Defendants. The Parties shall bear their own costs and expenses,\n24 except as otherwise expressly provided in the Stipulation.\n25 9. Binding Effect \u2013 The terms of the Stipulation and of this Judgment shall\n26 be forever binding on Defendants, Lead Plaintiffs, and all other Settlement Class\n27 Members (regardless of whether or not any individual Settlement Class Member\n28 submits a Claim Form or seeks or obtains a distribution from the Net Settlement Fund),\n -4-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 7 of 11 Page ID\n #:1979\n\n\n 1 as well as their respective successors and assigns. The person listed on Exhibit 1\n 2 hereto is excluded from the Settlement Class pursuant to her request and is not bound\n 3 by the terms of the Stipulation or this Judgment.\n 4 10. Releases \u2013 The Releases set forth in paragraphs 5 and 6 of the Stipulation,\n 5 together with the definitions contained in paragraph 1 of the Stipulation relating\n 6 thereto, are expressly incorporated herein in all respects. The Releases are effective\n 7 as of the Effective Date. Accordingly, this Court orders that:\n 8 (a) Without further action by anyone, and subject to paragraph 11\n 9 below, upon the Effective Date of the Settlement, Lead Plaintiffs and each of the other\n10 Settlement Class Members, on behalf of themselves, and their respective heirs,\n11 executors, administrators, predecessors, successors, and assigns, in their capacities as\n12 such, shall be deemed to have, and by operation of law and of this Judgment shall\n13 have, fully, finally, and forever compromised, settled, released, resolved, relinquished,\n14 waived, and discharged each and every Released Plaintiffs\u2019 Claim against Defendants\n15 and the other Defendants\u2019 Releasees, and shall forever be barred and enjoined from\n16 prosecuting any or all of the Released Plaintiffs\u2019 Claims against any of the Defendants\u2019\n17 Releasees.\n18 (b) Without further action by anyone, and subject to paragraph 11\n19 below, upon the Effective Date of the Settlement, Defendants, on behalf of themselves,\n20 and their respective heirs, executors, administrators, predecessors, successors, and\n21 assigns, in their capacities as such, shall be deemed to have, and by operation of law\n22 and of this Judgment shall have, fully, finally, and forever compromised, settled,\n23 released, resolved, relinquished, waived, and discharged each and every Released\n24 Defendants\u2019 Claim against Lead Plaintiffs and the other Plaintiffs\u2019 Releasees, and shall\n25 forever be barred and enjoined from prosecuting any or all of the Released Defendants\u2019\n26 Claims against any of the Plaintiffs\u2019 Releasees. This Release shall not apply to the\n27 person listed on Exhibit 1 hereto.\n28\n -5-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 8 of 11 Page ID\n #:1980\n\n\n 1 11. Notwithstanding paragraphs 10(a) \u2013 (b) above, nothing in this Judgment\n 2 shall bar any action by any of the Parties to enforce or effectuate the terms of the\n 3 Stipulation or this Judgment.\n 4 12. Rule 11 Findings \u2013 The Court finds and concludes that the Parties and\n 5 their respective counsel have complied in all respects with the requirements of Rule\n 6 11 of the Federal Rules of Civil Procedure in connection with the institution,\n 7 prosecution, defense, and settlement of the Action.\n 8 13. No Admissions \u2013 Neither this Judgment, the Stipulation, including the\n 9 exhibits thereto and the Plan of Allocation contained therein (or any other plan of\n10 allocation that may be approved by the Court), the negotiations leading to the\n11 execution of the Stipulation, nor any proceedings taken pursuant to or in connection\n12 with the Stipulation, or the approval of the Settlement (including any arguments\n13 proffered in connection therewith):\n14 (a) shall be offered against any of the Defendants\u2019 Releasees as\n15 evidence of, or construed as, or deemed to be evidence of any presumption,\n16 concession, or admission by any of the Defendants\u2019 Releasees with respect to\n17 the truth of any fact alleged by Lead Plaintiffs or the validity of any claim that\n18 was, could have been, or could in the future be asserted or the deficiency of any\n19 defense that has been, could have been, or could in the future be asserted in this\n20 Action or in any other litigation, or of any liability, negligence, fault, or other\n21 wrongdoing of any kind of any of the Defendants\u2019 Releasees or in any way\n22 referred to for any other reason as against any of the Defendants\u2019 Releasees, in\n23 any civil, criminal, arbitration, or administrative action or proceeding, other\n24 than such proceedings as may be necessary to effectuate the provisions of the\n25 Stipulation;\n26 (b) shall be offered against any of the Plaintiffs\u2019 Releasees, as\n27 evidence of, or construed as, or deemed to be evidence of any presumption,\n28 concession, or admission by any of the Plaintiffs\u2019 Releasees that any of their\n -6-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 9 of 11 Page ID\n #:1981\n\n\n 1 claims are without merit, that any of the Defendants\u2019 Releasees had meritorious\n 2 defenses, or that damages recoverable under the Complaint would not have\n 3 exceeded the Settlement Amount or with respect to any liability, negligence,\n 4 fault, or wrongdoing of any kind, or in any way referred to for any other reason\n 5 as against any of the Plaintiffs\u2019 Releasees, in any civil, criminal, arbitration, or\n 6 administrative action or proceeding, other than such proceedings as may be\n 7 necessary to effectuate the provisions of this Stipulation; or\n 8 (c) shall be construed against any of the Releasees as an admission,\n 9 concession, or presumption that the consideration to be given hereunder\n10 represents the amount which could be or would have been recovered after trial;\n11 provided, however, that the Parties and the Releasees and their respective counsel may\n12 refer to this Judgment and the Stipulation to effectuate the protections from liability\n13 granted hereunder and thereunder or otherwise to enforce the terms of the Settlement.\n14 14. Retention of Jurisdiction \u2013 Without affecting the finality of this\n15 Judgment in any way, this Court retains continuing and exclusive jurisdiction over:\n16 (a) the Parties for purposes of the administration, interpretation, implementation, and\n17 enforcement of the Settlement, including enforcement of the permanent injunctions\n18 included therein; (b) the disposition of the Settlement Fund; (c) any motion for an\n19 award of attorneys\u2019 fees and/or Litigation Expenses by Lead Counsel in the Action\n20 that will be paid from the Settlement Fund; (d) any motion to approve the Plan of\n21 Allocation; (e) any motion to approve the Class Distribution Order; and (f) the\n22 Settlement Class Members for all matters relating to the Action.\n23 15. Separate orders shall be entered regarding approval of a plan of allocation\n24 and the motion of Lead Counsel for attorneys\u2019 fees and Litigation Expenses. Such\n25 orders shall in no way affect or delay the finality of this Judgment and shall not affect\n26 or delay the Effective Date of the Settlement.\n27 16. Modification of the Agreement of Settlement \u2013 Without further\n28 approval from the Court, Lead Plaintiffs and Defendants are hereby authorized to\n -7-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 10 of 11 Page ID\n #:1982\n\n\n 1 agree to and adopt such amendments or modifications of the Stipulation or any exhibits\n 2 attached thereto to effectuate the Settlement that: (a) are not materially inconsistent\n 3 with this Judgment; and (b) do not materially limit the rights of Settlement Class\n 4 Members in connection with the Settlement. Without further order of the Court, Lead\n 5 Plaintiffs and Defendants may agree to reasonable extensions of time to carry out any\n 6 provisions of the Settlement.\n 7 17. Termination of Settlement \u2013 If the Settlement is terminated as provided\n 8 in the Stipulation or the Effective Date of the Settlement otherwise fails to occur, this\n 9 Judgment shall be vacated, rendered null and void, and be of no further force and\n10 effect, except as otherwise provided by the Stipulation, and this Judgment shall be\n11 without prejudice to the rights of Lead Plaintiffs, the other Settlement Class Members,\n12 and Defendants, and the Parties shall revert to their respective positions in the Action\n13 as of November 16, 2021, as provided in the Stipulation.\n14 18. Entry of Final Judgment \u2013 There is no just reason to delay the entry of\n15 this Judgment as a final judgment in this Action. Accordingly, the Clerk of the Court\n16 is expressly directed to immediately enter this final judgment in this Action.\n17 SO ORDERED this _______ day of ______________, 2022.\n18\n19\n20 The Honorable David O. Carter\n21 United States District Judge\n\n22\n23\n24\n25\n26\n27\n28\n -8-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\fCase 8:19-cv-02326-DOC-ADS Document 114-2 Filed 04/06/22 Page 11 of 11 Page ID\n #:1983\n\n\n 1 Exhibit 1\n 2\n List of Persons Excluded from the Settlement Class\n 3\n Pursuant to Request\n 4\n 5 Sally C. Peterson\n Gainesville, VA\n 6\n 7\n 8\n 9\n10\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n -9-\n JUDGMENT APPROVING\n CLASS ACTION SETTLEMENT\n\f","ocr_status":null,"date_upload":"2022-06-12T19:24:48.768063-07:00","document_number":"114","attachment_number":2,"pacer_doc_id":"031037578315","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit 2","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/203230751/","id":203230751,"tags":[],"absolute_url":"/docket/16540392/114/3/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-06-12T19:25:58.961809-07:00","date_modified":"2026-07-09T11:15:06.524076-07:00","sha1":"72094048484211ebe25e53b201b2ab69e2ae275b","page_count":4,"file_size":163601,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.3_1.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.114.3.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 114-3 Filed 04/06/22 Page 1 of 4 Page ID\n #:1984\n\n\n\n\n Exhibit 3\n\fCase 8:19-cv-02326-DOC-ADS Document 114-3 Filed 04/06/22 Page 2 of 4 Page ID\n #:1985\n\n\n1 UNITED STATES DISTRICT COURT\n2 CENTRAL DISTRICT OF CALIFORNIA\n3\n4 IN RE MERIT MEDICAL SYSTEMS, No. 8:19-cv-02326-DOC-ADS\n INC., SECURITIES LITIGATION\n5\n6 [PROPOSED] ORDER\n APPROVING PLAN OF\n7\n ALLOCATION OF NET\n8 SETTLEMENT FUND\n9\n10\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28\n\n ORDER APPROVING PLAN OF ALLOCATION\n\fCase 8:19-cv-02326-DOC-ADS Document 114-3 Filed 04/06/22 Page 3 of 4 Page ID\n #:1986\n\n\n 1 This matter came on for hearing on April 13, 2022 (the \u201cSettlement Hearing\u201d)\n 2 on Lead Plaintiffs\u2019 motion to determine whether the proposed plan of allocation of the\n 3 Net Settlement Fund (\u201cPlan of Allocation\u201d) created by the Settlement achieved in the\n 4 above-captioned class action (the \u201cAction\u201d) should be approved. The Court having\n 5 considered all matters submitted to it at the Settlement Hearing and otherwise; and it\n 6 appearing that notice of the Settlement Hearing substantially in the form approved by\n 7 the Court was mailed to all Settlement Class Members who or which could be\n 8 identified with reasonable effort, and that a summary notice of the hearing\n 9 substantially in the form approved by the Court was published in Investor\u2019s Business\n10 Daily and was transmitted over the PR Newswire pursuant to the specifications of the\n11 Court; and the Court having considered and determined the fairness and\n12 reasonableness of the proposed Plan of Allocation,\n13 NOW, THEREFORE, IT IS HEREBY ORDERED THAT:\n14 1. This Order approving the proposed Plan of Allocation incorporates by\n15 reference the definitions in the Stipulation and Agreement of Settlement dated\n16 December 21, 2021 (ECF No. 105-1) (the \u201cStipulation\u201d) and all capitalized terms not\n17 otherwise defined herein shall have the same meanings as set forth in the Stipulation.\n18 2. The Court has jurisdiction to enter this Order approving the proposed Plan\n19 of Allocation, and over the subject matter of the Action and all parties to the Action,\n20 including all Settlement Class Members.\n21 3. Notice of Lead Plaintiffs\u2019 motion for approval of the proposed Plan of\n22 Allocation was given to all Settlement Class Members who could be identified with\n23 reasonable effort. The form and method of notifying the Settlement Class of the\n24 motion for approval of the proposed Plan of Allocation satisfied the requirements of\n25 Rule 23 of the Federal Rules of Civil Procedure, the United States Constitution\n26 (including the Due Process Clause), the Private Securities Litigation Reform Act of\n27 1995, 15 U.S.C. \u00a7 78u-4, as amended, and all other applicable law and rules,\n28\n -1-\n ORDER APPROVING PLAN OF ALLOCATION\n\fCase 8:19-cv-02326-DOC-ADS Document 114-3 Filed 04/06/22 Page 4 of 4 Page ID\n #:1987\n\n\n 1 constituted the best notice practicable under the circumstances, and constituted due\n 2 and sufficient notice to all persons and entities entitled thereto.\n 3 4. Copies of the Notice, which included the Plan of Allocation, were mailed\n 4 to over 25,000 potential Settlement Class Members and nominees. There are no\n 5 objections to the Plan of Allocation.\n 6 5. The Court hereby finds and concludes that the formula for the calculation\n 7 of the claims of Claimants as set forth in the Plan of Allocation mailed to Settlement\n 8 Class Members provides a fair and reasonable basis upon which to allocate the\n 9 proceeds of the Net Settlement Fund among Settlement Class Members with due\n10 consideration having been given to administrative convenience and necessity.\n11 6. The Court hereby finds and concludes that the Plan of Allocation is, in all\n12 respects, fair and reasonable to the Settlement Class.\n13 7. There is no just reason for delay in the entry of this Order, and immediate\n14 entry by the Clerk of the Court is expressly directed.\n15\n16 SO ORDERED this _______ day of ______________, 2022.\n17\n18\n19 The Honorable David O. Carter\n20 United States District Judge\n\n21\n22\n23\n24\n25\n26\n27\n28\n -2-\n ORDER APPROVING PLAN OF ALLOCATION\n\f","ocr_status":null,"date_upload":"2022-06-12T19:25:59.323002-07:00","document_number":"114","attachment_number":3,"pacer_doc_id":"031037578316","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit 3","acms_document_guid":""},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/485642239/","id":485642239,"tags":[],"absolute_url":"/docket/16540392/114/4/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2026-07-09T11:15:06.557722-07:00","date_modified":"2026-07-09T11:15:06.557751-07:00","sha1":"","page_count":6,"file_size":151142,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"114","attachment_number":4,"pacer_doc_id":"031037578317","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":2,"description":"Exhibit 4","acms_document_guid":""}],"date_created":"2022-04-06T17:35:25.176335-07:00","date_modified":"2026-03-13T23:06:10.453034-07:00","date_filed":"2022-04-06","time_filed":null,"entry_number":114,"recap_sequence_number":"2022-04-06.001","pacer_sequence_number":363,"description":"REPLY in support of NOTICE OF MOTION AND MOTION for Attorney Fees and Litigation Expenses 109, NOTICE OF MOTION AND MOTION for Settlement Approval of Proposed Class Action Settlement and Plan of Allocation 107 filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. (Attachments: # 1 Exhibit 1, # 2 Exhibit 2, # 3 Exhibit 3, # 4 Exhibit 4)(Kaplan, David) (Entered: 04/06/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/190514033/","id":190514033,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/196097366/","id":196097366,"tags":[],"absolute_url":"/docket/16540392/113/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-03-21T14:02:53.561161-07:00","date_modified":"2026-03-13T23:06:10.427714-07:00","sha1":"","page_count":null,"file_size":null,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"113","attachment_number":null,"pacer_doc_id":"031037461086","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Notice (Other)","acms_document_guid":""}],"date_created":"2022-03-21T14:02:53.552548-07:00","date_modified":"2026-03-13T23:06:10.404397-07:00","date_filed":"2022-03-21","time_filed":null,"entry_number":113,"recap_sequence_number":"2022-03-21.001","pacer_sequence_number":361,"description":"NOTICE OF COMPLIANCE WITH THE CLASS ACTION FAIRNESS ACT OF 2005, 28 U.S.C. \u00a7 1715 filed by Defendants Fred P. Lampropoulos, Merit Medical Systems, Inc., Raul Parra. (Attachments: # 1 Declaration of Cheri A. Grosvenor, # 2 Exhibit A-B)(Bessette, Paul) (Entered: 03/21/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/189680681/","id":189680681,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/195251354/","id":195251354,"tags":[],"absolute_url":"/docket/16540392/112/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-03-10T14:32:25.324141-08:00","date_modified":"2026-03-13T23:06:10.378923-07:00","sha1":"","page_count":null,"file_size":null,"filepath_local":null,"filepath_ia":"","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"","ocr_status":null,"date_upload":null,"document_number":"112","attachment_number":null,"pacer_doc_id":"031037400052","is_available":false,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Deficiency in Electronically Filed Documents (G-112A) - optional html form","acms_document_guid":""}],"date_created":"2022-03-10T14:32:25.315622-08:00","date_modified":"2026-03-13T23:06:10.355486-07:00","date_filed":"2022-03-10","time_filed":null,"entry_number":112,"recap_sequence_number":"2022-03-10.001","pacer_sequence_number":357,"description":"NOTICE TO FILER OF DEFICIENCIES in Electronically Filed Documents RE: NOTICE OF MOTION AND MOTION for Attorney Fees 109, NOTICE OF MOTION AND MOTION for Settlement Approval 107 . The following error(s) was/were found: Hearing information is missing, incorrect, or not timely. Proposed Document was not submitted as separate attachment. Other error(s) with document(s): Please check the judges' procedures and schedules on the website for hearing information. In response to this notice, the Court may: (1) order an amended or correct document to be filed; (2) order the document stricken; or (3) take other action as the Court deems appropriate. You need not take any action in response to this notice unless and until the Court directs you to do so. (twdb) (Entered: 03/10/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/189576537/","id":189576537,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/195145813/","id":195145813,"tags":[],"absolute_url":"/docket/16540392/108/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-03-09T19:31:19.352737-08:00","date_modified":"2026-08-05T09:19:18.475860-07:00","sha1":"0e5586f0a809108adf0b6921d98098f2a8fb11ba","page_count":32,"file_size":190028,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.108.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.108.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 1 of 32 Page ID\n #:1706\n\n\n 1 SAXENA WHITE P.A. BERNSTEIN LITOWITZ BERGER\n 2 David R. Kaplan (SBN 230144) & GROSSMANN LLP\n dkaplan@saxenawhite.com Jonathan D. Uslaner (SBN 256898)\n 3 Hani Y. Farah (SBN 307622) jonathanu@blbglaw.com\n 4 hfarah@saxenawhite.com Lauren M. Cruz (SBN 299964)\n 12750 High Bluff Drive, Suite 475 lauren.cruz@blbglaw.com\n 5 San Diego, CA 92130 2121 Avenue of the Stars, Suite 2575\n 6 Telephone: (858) 997-0860 Los Angeles, CA 90067\n Facsimile: (858) 369-0096 Telephone: (310) 819-3472\n 7\n 8 Attorneys for Lead Plaintiffs the Atlanta Attorneys for Lead Plaintiff Baton\n Funds and Co-Lead Counsel for the Rouge and Co-Lead Counsel for the\n 9 Proposed Settlement Class Proposed Settlement Class\n 10\n [Additional counsel appear on signature\n 11 page]\n 12\n 13 UNITED STATES DISTRICT COURT\n CENTRAL DISTRICT OF CALIFORNIA\n 14 SOUTHERN DIVISION\n\n 15 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n INC. SECURITIES LITIGATION\n 16 LEAD PLAINTIFFS\u2019\n 17 MEMORANDUM OF POINTS AND\n AUTHORITIES IN SUPPORT OF\n 18\n MOTION FOR FINAL APPROVAL\n 19 OF PROPOSED CLASS ACTION\n SETTLEMENT AND PLAN OF\n 20\n ALLOCATION\n 21\n Judge: Hon. David O. Carter\n 22\n Courtroom: 9D\n 23 Date: April 13, 2022\n Time: 8:30 a.m.\n 24\n 25\n 26\n 27\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 2 of 32 Page ID\n #:1707\n\n\n TABLE OF CONTENTS\n 1\n 2 I. INTRODUCTION ............................................................................................. 1\n 3 II. THE SETTLEMENT WARRANTS FINAL APPROVAL .............................. 4\n 4 Lead Plaintiffs and Lead Counsel Have Adequately\n Represented the Class ............................................................................... 5\n 5\n The Settlement is the Result of Arm\u2019s Length Negotiations .................... 6\n 6\n The Relief Provided for the Settlement Class is Adequate ...................... 8\n 7\n The Amount Offered in the Settlement Weighs in\n 8 Favor of Final Approval ............................................................. 8\n 9 The Settlement Weighs the Strength of Lead\n Plaintiffs\u2019 Claims with the Substantial Risks of\n 10 Continuing Litigation................................................................ 11\n 11 The Proposed Method for Distributing Relief to\n the Settlement Class is Effective .............................................. 14\n 12\n Lead Counsel\u2019s Fee and Expense Request is Fair\n 13 and Reasonable ......................................................................... 14\n 14 The Parties Have No Side Agreements Other Than\n the Supplemental Agreement Concerning Opt-Outs ................ 16\n 15\n All Settlement Class Members are Treated\n 16 Equitably ................................................................................... 16\n 17 The Extent of Discovery Completed and the Stage of the\n Proceedings Favor Final Settlement Approval ....................................... 17\n 18\n The Risk of Maintaining a Class Action Through Trial\n 19 Supports Approval .................................................................................. 18\n 20 The Experience and Views of Counsel Favor Approval ........................ 18\n 21 The Reaction of the Settlement Class Favors Approval ......................... 19\n 22 III. NOTICE TO THE SETTLEMENT CLASS SATISFIED THE\n REQUIREMENTS OF RULE 23, DUE PROCESS, AND THE\n 23 PSLRA ............................................................................................................ 20\n 24 IV. THE PLAN OF ALLOCATION IS FAIR, REASONABLE, AND\n ADEQUATE................................................................................................... 23\n 25\n V. THE COURT SHOULD CERTIFY THE SETTLEMENT CLASS ............... 25\n 26\n VI. CONCLUSION ................................................................................................ 25\n 27\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page ii\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 3 of 32 Page ID\n #:1708\n\n\n TABLE OF AUTHORITIES\n 1 Page(s)\n 2\n CASES\n 3\n Amgen Inc. v. Conn. Ret. Plans & Tr. Funds,\n 4 568 U.S. 455 (2013) ............................................................................................... 6\n 5\n Arnaud van der Gracht de Rommerswael on Behalf of Puma\n 6 Biotechnology, Inc. v. Auerbach,\n 7 2019 WL 7753447 (C.D. Cal. Jan. 7, 2019) .......................................................... 8\n\n 8 Avila v. LifeLock Inc.,\n 2020 WL 4362394 (D. Ariz. July 27, 2020) ........................................................ 15\n 9\n 10 Brown v. China Integrated Energy Inc.,\n 2016 WL 11757878 (C.D. Cal. July 22, 2016) .............................................. 11, 15\n 11\n Cheng Jiangchen v. Rentech, Inc.,\n 12 2019 WL 5173771 (C.D. Cal. Oct. 10, 2019) ............................................... passim\n 13\n Churchill Village L.L.C. v. Gen. Elec.,\n 14 361 F.3d 566 (9th Cir. 2004) ................................................................................ 19\n 15 Class Plaintiffs v. City of Seattle,\n 16 955 F.2d 1268 (9th Cir. 1992) ........................................................................ 13, 23\n 17 Destefano v. Zynga, Inc.,\n 18 2016 WL 537946 (N.D. Cal. Feb. 11, 2016) ....................................................... 22\n\n 19 Garner v. State Farm Mut. Auto. Ins. Co.,\n 2010 WL 1687832 (N.D. Cal. Apr. 22, 2010) ..................................................... 11\n 20\n 21 Hanlon v. Chrysler Corp.,\n 150 F.3d 1011 (9th Cir. 1998) ...................................................................... 3, 5, 11\n 22\n Harris v. U.S. Physical Therapy, Inc.,\n 23\n 2012 WL 3277278 (D. Nev. July 18, 2012)......................................................... 19\n 24\n Hefler v. Wells Fargo & Co.,\n 25 2018 WL 6619983 (N.D. Cal. Dec. 18, 2018) ..................................... 6, 14, 16, 22\n 26\n Hill v. Canidae Corp.,\n 27 2021 WL 4988032 (C.D. Cal. Apr. 2, 2021).......................................................... 7\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page iii\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 4 of 32 Page ID\n #:1709\n\n\n In re Allergan, Inc. Proxy Violation Derivatives Litig.,\n 1\n 2018 WL 4959014 (C.D. Cal. Aug. 13, 2018) ..................................................... 15\n 2\n In re Am. Apparel, Inc. S'holder Litig.,\n 3 2014 WL 10212865 (C.D. Cal. July 28, 2014) .................................................... 18\n 4\n In re Amgen Inc. Sec. Litig.,\n 5 2016 WL 10571773 (C.D. Cal. Oct. 25, 2016) ...................................................... 4\n 6 In re Banc of California Sec. Litig.,\n 7 2019 WL 6605884 (C.D. Cal. Dec. 4, 2019) ......................................................... 7\n 8 In re Biolase, Inc. Sec. Litig.,\n 9 2015 WL 12697736 (C.D. Cal. June 5, 2015) ....................................................... 5\n\n 10 In re Biolase, Inc. Sec. Litig.,\n 2015 WL 12720318 ........................................................................................ 10, 23\n 11\n 12 In re Carrier IQ, Inc., Consumer Privacy Litig.,\n 2016 WL 4474366 (N.D. Cal. Aug. 25, 2016)..................................................... 16\n 13\n In re Extreme Networks, Inc. Sec. Litig.,\n 14 2019 WL 3290770 (N.D. Cal. July 22, 2019) ...................................... 9, 11, 18, 20\n 15\n In re JDS Uniphase Corp. Sec. Litig.,\n 16 2007 WL 4788556 (N.D. Cal. Nov. 27, 2007)..................................................... 13\n 17 In re LJ Int\u2019l Inc. Sec. Litig.,\n 18 2009 WL 10669955 (C.D. Cal. Oct. 19, 2009) .................................................... 11\n 19 In re Omnivision Techs. Inc.,\n 20 559 F. Supp. 2d 1036 (N.D. Cal. 2007) ............................................................... 15\n\n 21 In re Oracle Corp. Sec. Litig.,\n 627 F.3d 376 (9th Cir. 2010) ................................................................................ 12\n 22\n 23 In re Regulus Therapeutics Inc. Sec. Litig.,\n 2020 WL 6381898 (S.D. Cal. Oct. 30, 2020) ...................................................... 15\n 24\n In re Silver Wheaton Corp. Sec. Litig.,\n 25\n 2020 WL 4581642 (C.D. Cal. Aug. 6, 2020) ....................................................... 15\n 26\n In Re Snap Inc. Sec. Litig.,\n 27 2021 WL 667590 (C.D. Cal. Feb. 18, 2021) ........................................................ 10\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page iv\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 5 of 32 Page ID\n #:1710\n\n\n In re Syncor ERISA Litig.,\n 1\n 516 F.3d 1095 (9th Cir. 2008) ............................................................................ 1, 4\n 2\n In re Vivendi Universal, S.A., Sec. Litig.,\n 3 2012 WL 362028 (S.D.N.Y. Feb. 6, 2012) .......................................................... 13\n 4\n In re Zynga Inc. Sec. Litig.,\n 5 2015 WL 6471171 (N.D. Cal. Oct. 27, 2015) ...................................................... 16\n 6 International Broth. of Elec. Workers Local 697 Pension Fund v.\n 7 Int\u2019l Game Tech., Inc.,\n 2012 WL 5199742 (D. Nev. Oct. 19, 2012)......................................................... 10\n 8\n 9 Maine State Ret. Sys. v. Countrywide Fin. Corp.,\n 2013 WL 6577020 (C.D. Cal. Dec. 5, 2013) ................................................. 18, 20\n 10\n Mild v. PPG Indus., Inc.,\n 11 2019 WL 3345714 (C.D. Cal. July 25, 2019) ............................................ 8, 10, 17\n 12\n Mullane v. Central Hanover Bank & Trust Co.,\n 13 339 U.S. 306 (1950) ............................................................................................. 20\n 14 Murphy v. Precision Castparts Corp.,\n 15 2021 WL 2080016 (D. Or. May 24, 2021) .......................................................... 12\n 16 Nat\u2019l Rural Telecomms. Coop. v. DIRECTV, Inc.,\n 17 221 F.R.D. 523 (C.D. Cal. 2004) ............................................................. 11, 13, 19\n\n 18 Officers for Justice v. Civil Serv. Comm'n of City and County\n of San Francisco,\n 19 688 F.2d 615 (9th Cir. 1982) .......................................................................... 4, 5, 9\n 20\n Pataky v. Brigantine, Inc.,\n 21 2018 WL 3020159 (S.D. Cal. June 18, 2018) ........................................................ 7\n 22\n Riker v. Gibbons,\n 23 2010 WL 4366012 (D. Nev. Oct. 28, 2010)......................................................... 11\n 24 Rodriguez v. West. Pub. Corp.,\n 25 563 F.3d 948 (9th Cir. 2009) ................................................................................ 21\n\n 26 Silber v. Mabon,\n 18 F.3d 1449 (9th Cir. 1994) ................................................................................ 20\n 27\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page v\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 6 of 32 Page ID\n #:1711\n\n\n Sudunagunta v. NantKwest, Inc.,\n 1\n 2019 WL 2183451 (C.D. Cal. May 13, 2019) ................................... 13, 15, 17, 19\n 2\n Todd v. STAAR Surgical Co.,\n 3 2017 WL 4877417 (C.D. Cal. Oct. 24, 2017) ............................................ 8, 16, 18\n 4\n van Wingerden v. Cadiz, Inc.,\n 5 2017 WL 5565263 (C.D. Cal. Feb. 8, 2017) ........................................................ 15\n 6 Vinh Nguyen v. Radient Pharms. Corp.,\n 7 2014 WL 1802293 (C.D. Cal. May 6, 2014) ....................................................... 23\n 8 Vizcaino v. Microsoft Corp.,\n 9 290 F.3d 1043 (9th Cir. 2002) .............................................................................. 15\n\n 10 STATUTES\n 11 15 U.S.C. \u00a7 78u-4(a)(7) ........................................................................................... 21\n 12 RULES\n 13\n Fed. R. Civ. P. 23 .............................................................................................. passim\n 14\n OTHER AUTHORITIES\n 15\n 16 4 Alba Conte & Herbert B. Newberg, Newberg on Class Actions\n \u00a7 11:50 (4th ed. 2002) .......................................................................................... 11\n 17\n 18\n 19\n 20\n 21\n 22\n 23\n 24\n 25\n 26\n 27\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page vi\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 7 of 32 Page ID\n #:1712\n\n\n\n 1 Pursuant to Rule 23(e) of the Federal Rules of Civil Procedure, Court-\n 2 appointed Lead Plaintiffs City of Atlanta Police Pension Fund and City of Atlanta\n 3 Firefighters\u2019 Pension Fund (collectively, the \u201cAtlanta Funds\u201d) and the Employees\u2019\n 4 Retirement System of the City of Baton Rouge and Parish of East Baton Rouge\n 5 (\u201cBaton Rouge\u201d and, together with the Atlanta Funds, the \u201cLead Plaintiffs\u201d)\n 6 respectfully submit this memorandum of law in support of their motion for final\n 7 approval of the Settlement, and approval of the proposed Plan of Allocation.1\n 8 I. INTRODUCTION\n 9 After more than two years of hard-fought litigation, Lead Plaintiffs are\n 10 pleased to present the Settlement for the Court\u2019s consideration and final approval.\n 11 The Settlement provides for a $18.25 million all-cash payment\u2014an exceptional\n 12 result for the Settlement Class in a case that was complex, uncertain, and risky. The\n 13 Settlement provides an immediate and meaningful benefit for the Settlement Class\n 14 that avoids the risk, delay, and expense inherent in years of continued litigation. As\n 15 such, it is the embodiment of the Ninth Circuit\u2019s \u201cpolicy favoring settlement,\n 16 particularly in class actions.\u201d Cheng Jiangchen v. Rentech, Inc., 2019 WL 5173771,\n 17 at *5 (C.D. Cal. Oct. 10, 2019); In re Syncor ERISA Litig., 516 F.3d 1095, 1101 (9th\n 18 Cir. 2008) (emphasizing the \u201cstrong judicial policy that favors settlements,\n 19 particularly where complex class action litigation is concerned\u201d).\n 20\n 21\n 22 1\n Lead Plaintiffs respectfully refer the Court to the accompanying Joint Declaration\n of David R. Kaplan and Jonathan D. Uslaner in Support of Lead Plaintiffs\u2019 Motion\n 23 for Final Approval of Class Action Settlement and Plan of Allocation, and Lead\n Counsel\u2019s Motion for Attorneys\u2019 Fees and Litigation Expenses (\u201cJoint Declaration\u201d\n 24 or \u201cJoint Decl.\u201d) for a detailed description of the case and the Settlement. Unless\n otherwise noted, capitalized terms have the meaning set forth in the Stipulation and\n 25 Agreement of Settlement (ECF No. 105-1); all internal citations and quotation marks\n are omitted, and all emphasis is added. On January 3, 2022, the Court preliminarily\n 26 approved the Settlement and the Notice plan (ECF No. 106). On or about January\n 14, 2022, Defendants caused the $18.25 million Settlement Amount to be deposited\n 27 into an escrow account for the benefit of the Settlement Class. Pursuant to L.R. 7-\n 3, Lead Counsel has conferred with counsel for Defendants, and Defendants do not\n 28 oppose the relief requested herein.\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 1\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 8 of 32 Page ID\n #:1713\n\n\n\n 1 In reaching the Settlement, Lead Plaintiffs and Lead Counsel recognized that\n 2 if they had proceeded with the litigation, they would have faced significant risks and\n 3 obstacles in establishing all of the elements of their claims, including damages. The\n 4 gravamen of Lead Plaintiffs\u2019 claims is that, throughout the Class Period, Defendants\n 5 made materially false and misleading statements relating to two of Merit\u2019s recent\n 6 acquisitions: (i) Cianna Medical, Inc. (\u201cCianna\u201d), a manufacturer of devices for the\n 7 treatment of breast cancer; and (ii) the principal assets of Vascular Insights LLC\n 8 (\u201cVascular Insights\u201d), namely, ClariVein, a device for the treatment of varicose\n 9 veins. Plaintiffs further alleged that these misstatements caused the price of Merit\n 10 common stock to trade at artificially inflated prices and decline significantly when\n 11 the truth was allegedly revealed.\n 12 While Lead Plaintiffs and Lead Counsel strongly believe in the merits of their\n 13 claims and aggressively prosecuted the Action, Defendants vehemently disputed\n 14 both liability and damages, and at summary judgment and trial would have presented\n 15 credible arguments that their statements to investors were neither false nor\n 16 misleading. Specifically, Defendants would have argued that the statements\n 17 concerned a revenue shortfall that was immaterial as a matter of Ninth Circuit law\n 18 and that the departure of a few salespersons similarly had an immaterial impact on\n 19 the Company\u2019s 2019 financial results. Defendants would have also argued that they\n 20 lacked any fraudulent intent in making the subject statements, that Lead Plaintiffs\u2019\n 21 losses and those of the proposed class were not caused by their statements, and that\n 22 even if liability and loss causation could be established at trial, the vast majority of\n 23 Merit\u2019s stock price declines following the alleged corrective disclosure events were\n 24 unrelated to the alleged fraud, and thus, any damages were far less than those sought\n 25 by Lead Plaintiffs. Had the Court or a jury accepted these arguments, either in whole\n 26 or in part, damages would have been dramatically reduced or entirely eliminated.\n 27 By the time the Parties agreed to the Settlement, Lead Plaintiffs had developed\n 28 a robust understanding of the strengths and weaknesses of the claims and defenses\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 2\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 9 of 32 Page ID\n #:1714\n\n\n\n 1 asserted in this Action. Indeed, the Settlement is the product of Lead Plaintiffs\u2019\n 2 extensive litigation efforts, including: (1) completing an extensive pre-suit and\n 3 ongoing investigation of the claims at issue, including interviews of over four dozen\n 4 former Merit, Cianna, and Vascular Insights employees; (2) successfully opposing\n 5 Defendants\u2019 motion to transfer the Action to the District of Utah, where Merit is\n 6 headquartered; (3) preparing and filing the detailed 98-page Complaint;\n 7 (4) successfully opposing Defendants\u2019 motion to dismiss the Complaint before\n 8 Magistrate Judge Autumn D. Spaeth and, again, before this Court; and\n 9 (5) conducting meaningful fact discovery, including seeking and obtaining over a\n 10 half-million pages of documents from Defendants and five subpoenaed non-parties,\n 11 diligently reviewing and analyzing such documents, and serving and obtaining\n 12 interrogatory responses and supplemental interrogatory responses from Defendants.\n 13 In light of the result achieved, the risks of litigating this Action, and the\n 14 substantial delay that would be entailed in the continued litigation of this Action\n 15 through class certification, summary judgment, trial, and the inevitable appeals,\n 16 Lead Plaintiffs and Lead Counsel strongly believe that the Settlement is a highly\n 17 favorable result for the Settlement Class that is supported by each of the factors set\n 18 forth by the Ninth Circuit in Hanlon v. Chrysler Corp., 150 F.3d 1011, 1026 (9th\n 19 Cir. 1998) and Rule 23(e)(2). The Settlement represents a substantial recovery of\n 20 between 12% and 55% of the Settlement Class\u2019s maximum realistic trial damages\n 21 and was the product of a recommendation by the independent mediator, Michelle\n 22 Yoshida of Phillips ADR. The Settlement is also endorsed by Lead Plaintiffs, who\n 23 are sophisticated institutional investors that collectively manage over $3 billion in\n 24 pension assets. The Settlement eliminates these substantial risks and provides an\n 25 immediate $18.25 million cash recovery to the Settlement Class. Accordingly, Lead\n 26 Plaintiffs respectfully submit that the Court should approve the Settlement as fair,\n 27 adequate, and reasonable.\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 3\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 10 of 32 Page\n ID #:1715\n\n\n\n 1 Lead Plaintiffs also request that the Court approve the proposed Plan of\n 2 Allocation for the Net Settlement Fund. The Plan of Allocation is designed to\n 3 equitably distribute the Settlement Fund proceeds on a pro rata basis to Authorized\n 4 Claimants. It was prepared with the assistance of Lead Plaintiffs\u2019 damages expert,\n 5 who calculated the artificial inflation in the prices of Merit common stock during the\n 6 Settlement Class Period, and is substantially similar to numerous other settlement\n 7 plans of allocation that have been approved in this District and around the country\n 8 as fair, adequate, and reasonable.\n 9 II. THE SETTLEMENT WARRANTS FINAL APPROVAL\n 10 The Ninth Circuit and courts around the country recognize that there is a\n 11 \u201cstrong judicial policy that favors settlements, particularly where complex class\n 12 action litigation is concerned.\u201d Syncor, 516 F.3d at 1101; In re Amgen Inc. Sec.\n 13 Litig., 2016 WL 10571773, at *2 (C.D. Cal. Oct. 25, 2016) (same). The Ninth\n 14 Circuit has long underscored that \u201cvoluntary conciliation and settlement are the\n 15 preferred means of dispute resolution\u201d which is \u201cespecially true in complex class\n 16 action litigation.\u201d See Officers for Justice v. Civil Serv. Comm'n of City and County\n 17 of San Francisco, 688 F.2d 615, 625 (9th Cir. 1982). \u201cSettlement is the offspring of\n 18 compromise; the question . . . is not whether the final product could be prettier,\n 19 smarter or snazzier, but whether it is fair, adequate and free from collusion.\u201d\n 20 Rentech, 2019 WL 5173771, at *5\n 21 Federal Rule of Civil Procedure 23(e) sets forth the procedures for approval\n 22 of class action settlements. In determining whether a proposed settlement is \u201cfair,\n 23 reasonable, and adequate,\u201d the Court considers whether: (A) the class representatives\n 24 and class counsel have adequately represented the class; (B) the proposal was\n 25 negotiated at arm\u2019s length; (C) the relief provided for the class is adequate, taking\n 26 into account: (i) the costs, risks, and delay of trial and appeal; (ii) the effectiveness\n 27 of any proposed method of distributing relief to the class, including the method of\n 28 processing class-member claims; (iii) the terms of any proposed award of attorney\u2019s\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 4\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 11 of 32 Page\n ID #:1716\n\n\n\n 1 fees, including timing of payment; and (iv) any agreement required to be identified\n 2 under Rule 23(e)(3); and (D) the proposal treats class members equitably relative to\n 3 each other. Fed. R. Civ. P. 23(e)(2).\n 4 The Ninth Circuit also considers the following Hanlon factors in determining\n 5 whether a proposed class action settlement is fair, reasonable, and adequate: (1) the\n 6 strength of the plaintiffs\u2019 case; (2) the risk, expense, complexity, and likely duration\n 7 of further litigation; (3) the risk of maintaining class action status throughout the\n 8 trial; (4) the amount offered in settlement; (5) the extent of discovery completed and\n 9 the stage of the proceedings; (6) the experience and views of counsel; (7) the\n 10 presence of a governmental participant; and (8) the reaction of the class members to\n 11 the proposed settlement. Hanlon, 150 F.3d at 1026. \u201cThe relative degree of\n 12 importance to be attached to any particular factor will depend upon and be dictated\n 13 by the nature of the claim(s) advanced, the type(s) of relief sought, and the unique\n 14 facts and circumstances presented by each individual case.\u201d Officers for Justice, 688\n 15 F.2d at 625. As discussed below, the proposed $18.25 million Settlement here amply\n 16 satisfies each of the applicable factors.\n 17 Lead Plaintiffs and Lead Counsel Have Adequately Represented\n the Class\n 18\n In determining whether to approve a class action settlement, the Court\n 19\n considers whether \u201cthe class representatives and class counsel have adequately\n 20\n represented the class.\u201d Fed. R. Civ. P. 23(e)(2)(A). \u201cResolution of two questions\n 21\n determines legal adequacy: (1) do the named plaintiffs and their counsel have any\n 22\n conflicts of interest with other class members and (2) will the named plaintiffs and\n 23\n their counsel prosecute the action vigorously on behalf of the class?\u201d In re Biolase,\n 24\n Inc. Sec. Litig., 2015 WL 12697736, at *4 (C.D. Cal. June 5, 2015). Here, there is\n 25\n no conflict between Lead Plaintiffs and the Settlement Class. Lead Plaintiffs and\n 26\n the other Settlement Class Members all purchased Merit common stock during the\n 27\n Class Period and were damaged by the same alleged false and misleading statements.\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 5\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 12 of 32 Page\n ID #:1717\n\n\n\n 1 If Lead Plaintiffs proved their claims at trial, they would also prove the Settlement\n 2 Class\u2019s claims. See Amgen Inc. v. Conn. Ret. Plans & Tr. Funds, 568 U.S. 455, 460\n 3 (2013) (investor class \u201cwill prevail or fail in unison\u201d because claims are based on\n 4 common misrepresentations and omissions).\n 5 Further, Lead Plaintiffs and Lead Counsel have adequately represented the\n 6 Settlement Class in both their vigorous prosecution of the Action and in the\n 7 negotiation and achievement of the Settlement. Lead Counsel are highly qualified\n 8 and experienced in securities litigation, as set forth in their firm resumes (see Joint\n 9 Decl., Exs. D-4 & E-3), and effectively led the prosecution of the litigation against\n 10 skilled and experienced opposing counsel.\n 11 Given this vigorous prosecution of the Action, Lead Plaintiffs and their\n 12 counsel \u201cpossessed \u2018sufficient information to make an informed decision about\n 13 settlement.\u2019\u201d Hefler v. Wells Fargo & Co., 2018 WL 6619983, at *6 (N.D. Cal. Dec.\n 14 18, 2018). Specifically, Lead Plaintiffs\u2019 decision to settle this case was informed by\n 15 a thorough pre-suit and ongoing investigation of the subject claims (including\n 16 interviews of over four dozen former Merit, Cianna, and/or Vascular Insights\n 17 employees); the filing of a detailed 98-page Complaint; success in defeating\n 18 Defendants\u2019 motion to transfer the case to the District of Utah, where Merit is\n 19 headquartered; success in substantially defeating Defendants\u2019 motion to dismiss\n 20 (through two successive rounds of briefing); obtaining through discovery more than\n 21 a half-million pages of documents from Defendants and five subpoenaed third\n 22 parties (including four prominent investment banks/financial advisors); and\n 23 consultation with experienced and qualified experts. The Settlement is\n 24 demonstrably the product of well-informed negotiations and vigorous advocacy on\n 25 behalf of Merit investors. This factor clearly supports approval of the Settlement.\n 26 The Settlement is the Result of Arm\u2019s Length Negotiations\n 27 There is a strong presumption of fairness to settlements negotiated at arm\u2019s-\n 28 length by experienced counsel and with the assistance of an independent mediator.\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 6\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 13 of 32 Page\n ID #:1718\n\n\n\n 1 See, e.g., Hill v. Canidae Corp., 2021 WL 4988032, at *8 (C.D. Cal. Apr. 2, 2021)\n 2 (\u201cThe use of a mediator experienced in the settlement process tends to establish that\n 3 the settlement process was not collusive.\u201d); In re Banc of California Sec. Litig., 2019\n 4 WL 6605884, at *2 (C.D. Cal. Dec. 4, 2019) (that settlement was reached after\n 5 \u201csignificant arms-length negotiations with a third-party mediator\u201d was \u201cimportant\n 6 factor\u201d in finding settlement \u201cfair, reasonable, and appropriate\u201d).\n 7 As an initial matter, \u201c[a] settlement is presumed to be fair if reached in arms-\n 8 length negotiations after relevant discovery has taken place.\u201d Pataky v. Brigantine,\n 9 Inc., 2018 WL 3020159, at *3 (S.D. Cal. June 18, 2018). The presumption applies\n 10 here. As detailed above, the Settlement was reached after Lead Plaintiffs conducted\n 11 extensive document discovery of Defendants and five subpoenaed non-parties that\n 12 were directly involved in the Cianna and Vascular Insights acquisitions.\n 13 Accordingly, at the time the Settlement was reached, Lead Plaintiffs and Lead\n 14 Counsel possessed a firm understanding of the strengths and weaknesses of the\n 15 Settlement Class\u2019s claims and Defendants\u2019 defenses.\n 16 Moreover, the Settlement was secured only after a full-day in-person\n 17 mediation session and approximately six weeks of continued negotiations under the\n 18 guidance of an experienced mediator. The Parties first began earnestly exploring\n 19 the possibility of a settlement in the fall of 2021, after Lead Plaintiffs defeated\n 20 Defendants\u2019 motion to transfer and substantially defeated Defendants\u2019 motion to\n 21 dismiss. The Parties agreed to engage in private mediation and retained an\n 22 experienced mediator, Michelle Yoshida of Phillips ADR, one of the nation\u2019s\n 23 preeminent mediation firms. Ms. Yoshida has served as full-time mediator,\n 24 arbitrator, and special master since 2007, and both Ms. Yoshida and Phillips ADR\n 25 have expertise in mediating complex securities and shareholder litigation. Pursuant\n 26 to a schedule approved by Ms. Yoshida, the Parties exchanged detailed mediation\n 27 statements concerning liability and damages on September 24, 2021, and\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 7\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 14 of 32 Page\n ID #:1719\n\n\n\n 1 participated in a full-day mediation session on October 5, 2021. The October 5\n 2 mediation did not, however, result in a settlement.\n 3 The Parties continued to engage in settlement discussions, under Ms.\n 4 Yoshida\u2019s supervision, for approximately six weeks following their in-person\n 5 mediation. When negotiations reached an impasse, Ms. Yoshida made a mediator\u2019s\n 6 recommendation that the Parties settle the Action for $18,250,000. The mediator\u2019s\n 7 recommendation was made on a double-blind basis, which the Parties accepted on\n 8 November 16, 2021.\n 9 These facts demonstrate the Parties\u2019 good-faith arm\u2019s-length negotiations and\n 10 support approval of the Settlement. See, e.g., Arnaud van der Gracht de\n 11 Rommerswael on Behalf of Puma Biotechnology, Inc. v. Auerbach, 2019 WL\n 12 7753447, at *3 (C.D. Cal. Jan. 7, 2019) (approving settlement where \u201cPlaintiffs did\n 13 extensive document review, exchanged initial settlement demands with Defendants,\n 14 and participated in months of telephonic and written negotiations and mediation,\u201d\n 15 finding the \u201carms-length negotiations before a qualified mediator\u201d supported\n 16 approval of the settlement); Todd v. STAAR Surgical Co., 2017 WL 4877417, at *2\n 17 (C.D. Cal. Oct. 24, 2017) (approving settlement that was \u201cthe outcome of an arms-\n 18 length negotiation conducted with the help of experienced mediator Michelle\n 19 Yoshida of Phillips ADR\u201d).\n 20 The Relief Provided for the Settlement Class is Adequate\n 21 The Amount Offered in the Settlement Weighs in Favor of\n Final Approval\n 22\n 23 The $18,250,000 cash Settlement constitutes a meaningful percentage of the\n 24 maximum possible recovery for the Settlement Class, especially taking into account\n 25 the uncertainty, risks, and costs associated with attempting to obtain a greater\n 26 amount. Mild v. PPG Indus., Inc., 2019 WL 3345714, at *6 (C.D. Cal. July 25,\n 27 2019) (\u201cBased on the significant risks of continued litigation and the Settlement\n 28 amount, the Court finds that the amount offered for settlement is fair.\u201d). To evaluate\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 8\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 15 of 32 Page\n ID #:1720\n\n\n\n 1 the adequacy of the settlement amount, courts primarily consider \u201cplaintiffs\u2019\n 2 expected recovery balanced against the value of the settlement offer.\u201d In re Extreme\n 3 Networks, Inc. Sec. Litig., 2019 WL 3290770, at *9 (N.D. Cal. July 22, 2019). In\n 4 undertaking this analysis, \u201c[i]t is well-settled law that a cash settlement amounting\n 5 to only a fraction of the potential recovery will not per se render the settlement\n 6 inadequate or unfair.\u201d Officers for Justice, 688 F.2d at 628.\n 7 Lead Counsel retained Crowninshield Financial Research, Inc.\n 8 (\u201cCrowninshield\u201d), an independent consulting firm that is highly experienced in\n 9 providing expert analysis and testimony in the fields of economics, finance, and\n 10 accounting, with particular expertise in securities litigation, to opine on damages in\n 11 this case. Based on Crowninshield\u2019s expert analysis, Lead Plaintiffs estimate that if\n 12 the Settlement Class prevailed through class certification, summary judgment, trial\n 13 and appeals on all arguments concerning liability, loss causation, and damages, the\n 14 absolute maximum theoretical class-wide damages are approximately $251 million,\n 15 before accounting for any issues of loss causation. After accounting for issues of\n 16 loss causation, Lead Plaintiffs and their expert estimated the maximum damages in\n 17 this case were approximately $153 million.\n 18 Lead Counsel and Lead Plaintiffs appreciated, however, that Defendants had\n 19 meaningful arguments concerning loss causation that, if accepted by the Court or the\n 20 jury, would materially decrease the amount of recoverable damages well below Lead\n 21 Plaintiffs\u2019 maximum damages estimate. Specifically, Defendants would have\n 22 argued that the vast majority of Merit\u2019s stock price decline following the alleged\n 23 corrective disclosure events was in response to news and information that was\n 24 unrelated to the alleged fraud, and thus any damages were far less than those sought\n 25 by Lead Plaintiffs. Defendants would continue to argue that, on the alleged\n 26 corrective dates, Merit disclosed a variety of factors unrelated to Cianna or ClariVein\n 27 that contributed to the 2Q19 and 3Q19 financial results and its decision to lower FY\n 28 2020 revenue guidance. Defendants would have also cited a host of factors disclosed\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 9\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 16 of 32 Page\n ID #:1721\n\n\n\n 1 by Merit and discussed in analyst reports as contributing to the financial results and\n 2 lowered guidance, such as foreign exchange headwinds and higher operating\n 3 expenditures, and would have argued that the majority of these extraneous factors\n 4 were unrelated to the alleged misrepresentations and omissions that specifically\n 5 concerned the Cianna and ClariVein acquisitions. If the Court or jury were to accept\n 6 Defendants\u2019 loss causation arguments, Lead Plaintiffs and their expert estimated that\n 7 the maximum realistic trial damages were approximately $33.4 million.\n 8 Accordingly, assuming Lead Plaintiffs and the Settlement Class prevailed at\n 9 trial and on any appeals on all arguments concerning Defendants\u2019 liability, and after\n 10 accounting for confounding news and other issues of loss causation, the Settlement\n 11 represents a substantial recovery of between 12% and 55% of the total class-wide\n 12 damages. This compares favorably to the percentage recovery typically achieved in\n 13 comparable securities class actions. See International Broth. of Elec. Workers Local\n 14 697 Pension Fund v. Int\u2019l Game Tech., Inc., 2012 WL 5199742, at *3 (D. Nev. Oct.\n 15 19, 2012) (approving settlement where recovery was about 3.5% of maximum\n 16 damages and noting \u201c[t]his amount is within the median recovery in securities class\n 17 actions settled in the last few years\u201d); see also Cornerstone Research, Securities\n 18 Class Action Settlements\u20142020 Review and Analysis (Cornerstone Research 2021)\n 19 at p. 6, Figure 5 (finding median recovery rate of 4.9% based on empirical study of\n 20 securities class action settlements between 2011-2019). Indeed, settlements valued\n 21 at lower percentages of possible damages are routinely approved. See, e.g., In Re\n 22 Snap Inc. Sec. Litig., 2021 WL 667590, at *1 (C.D. Cal. Feb. 18, 2021) (approving\n 23 settlement representing \u201capproximately 7.8% of the class\u2019s maximum potential\n 24 aggregate damages, which is similar to the percent recovered in other court-approved\n 25 securities settlements\u201d); PPG Indus., Inc., 2019 WL 3345714, at *6 (approving\n 26 settlement representing \u201capproximately 5.8% of the total maximum damages\n 27 potentially available\u201d and noting that this exceeded the median recoveries in\n 28 securities class actions); In re Biolase, Inc. Sec. Litig., 2015 WL 12720318, at *4\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 10\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 17 of 32 Page\n ID #:1722\n\n\n\n 1 (approving securities class action settlement representing \u201c8% of the maximum\n 2 recoverable damages\u201d); In re LJ Int\u2019l Inc. Sec. Litig., 2009 WL 10669955, at *4\n 3 (C.D. Cal. Oct. 19, 2009) (approving securities class action settlement where\n 4 recovery was approximately 4.5% of maximum damages).\n 5 The Settlement Weighs the Strength of Lead Plaintiffs\u2019\n Claims with the Substantial Risks of Continuing Litigation\n 6\n 7 In assessing \u201cthe costs, risks, and delay of trial and appeal,\u201d Fed R. Civ. P.\n 8 23(e)(2)(C)(i), courts in the Ninth Circuit evaluate \u201cthe strength of the plaintiffs\u2019\n 9 case; the risk, expense, complexity, and likely duration of further litigation; [and]\n 10 the risk of maintaining class action status throughout the trial.\u201d Extreme Networks,\n 11 2019 WL 3290770, at *8 (citing Hanlon, 150 F.3d at 1026). Courts favor settlement\n 12 as it conserves valuable judicial resources and avoids further \u201cprotracted and\n 13 uncertain litigation\u201d and \u201csubsequent appeals.\u201d Nat\u2019l Rural Telecomms. Coop. v.\n 14 DIRECTV, Inc., 221 F.R.D. 523, 527 (C.D. Cal. 2004); see Garner v. State Farm\n 15 Mut. Auto. Ins. Co., 2010 WL 1687832, at *10 (N.D. Cal. Apr. 22, 2010)\n 16 (\u201cSettlement avoids the complexity, delay, risk and expense of continu[ed] \u2026\n 17 litigation\u201d and \u201cproduce[s] a prompt, certain, and substantial recovery for the \u2026\n 18 class.\u201d). \u201cIn most situations, unless the settlement is clearly inadequate, its\n 19 acceptance and approval are preferable to lengthy and expensive litigation with\n 20 uncertain results.\u201d Brown v. China Integrated Energy Inc., 2016 WL 11757878, at\n 21 *7 (C.D. Cal. July 22, 2016); Riker v. Gibbons, 2010 WL 4366012, at *4 (D. Nev.\n 22 Oct. 28, 2010) (citing 4 Alba Conte & Herbert B. Newberg, Newberg on Class\n 23 Actions \u00a7 11:50 (4th ed. 2002)).\n 24 Here, Lead Plaintiffs considered the many costly milestones that remain in\n 25 this litigation. As an initial matter, courts recognize that \u201csecurities fraud class\n 26 actions are complex cases that are time-consuming and difficult to prove.\u201d Rentech,\n 27 2019 WL 5173771, at *6; see also Extreme Networks, 2019 WL 3290770, at *8\n 28 (\u201cSecurities actions in particular are often long, hard-fought, complicated, and\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 11\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 18 of 32 Page\n ID #:1723\n\n\n\n 1 extremely difficult to win\u201d). Complex securities fraud class actions such as this one\n 2 present myriad risks that plaintiffs must overcome in order to ultimately secure a\n 3 recovery. See, e.g., In re Oracle Corp. Sec. Litig., 627 F.3d 376, 395 (9th Cir. 2010)\n 4 (affirming summary judgment in favor of defendants where plaintiff failed to\n 5 establish a triable issue on loss causation); Murphy v. Precision Castparts Corp.,\n 6 2021 WL 2080016, at *5 (D. Or. May 24, 2021) (granting summary judgment after\n 7 more than five years of litigation in light of new Ninth Circuit precedent, finding\n 8 that plaintiffs failed to establish falsity and loss causation). While Plaintiffs must\n 9 prove all elements of their claims to prevail, Defendants need only succeed on one\n 10 defense to potentially defeat the entire Action. The uncertainty created by these\n 11 circumstances weighs in favor of approving the Settlement.\n 12 Moreover, while Lead Plaintiffs strongly believe in the merits of this case,\n 13 they are cognizant of the risk that continued litigation could end in no recovery.\n 14 Lead Plaintiffs recognize the risks in establishing the core claim elements of falsity,\n 15 materiality, scienter, and loss causation to survive a motion for summary judgment\n 16 and prevail at trial. Regarding \u201cfalsity,\u201d Defendants would likely continue to argue\n 17 that Lead Plaintiffs mischaracterize Defendants\u2019 statements to investors, taking them\n 18 out of context and excluding clarifying remarks. As to \u201cmateriality,\u201d Defendants\n 19 would continue to argue that the challenged statements concerning Cianna and\n 20 ClariVein were not material as a matter of law because they had a negligible impact\n 21 on Merit\u2019s overall 2019 financial results. As to \u201closs causation,\u201d Defendants would\n 22 continue to strenuously argue that the declines in Merit\u2019s stock price on July 26,\n 23 2019 and October 31, 2019, the trading days after the alleged corrective disclosure\n 24 dates, were caused by a variety of factors unrelated to the alleged fraud. Defendants\n 25 deny and would continue to vigorously defend against Lead Plaintiffs\u2019 allegations\n 26 and would continue to do so should this Action proceed to trial.\n 27 Further, Defendants would likely have argued that, despite the asserted\n 28 securities fraud, there were no SEC investigations, internal investigations, executive\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 12\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 19 of 32 Page\n ID #:1724\n\n\n\n 1 departures, whistleblowers, financial restatements, or accounting irregularities of\n 2 any kind bearing on the alleged improprieties. Moreover, despite the alleged\n 3 fundamental integration failures concerning Cianna and ClariVein, after the Class\n 4 Period, Merit\u2019s stock price immediately rebounded and had reached record highs by\n 5 the time the Settlement was reached. Further still, Defendants Lampropoulos and\n 6 Parra remain firmly in place as the Company\u2019s CEO and CFO. These and other facts\n 7 supporting the Company\u2019s positive long-term performance would have presented a\n 8 credible challenge to Plaintiffs\u2019 securities fraud claims, and supported Defendants\u2019\n 9 arguments that their statements were immaterial, taken out-of-context, lacked any\n 10 intent to defraud, and any underlying business issues were ephemeral.\n 11 Lead Plaintiffs believe that they would have advanced strong arguments in\n 12 response. However, there is no question that a jury could side with Defendants. See\n 13 In re JDS Uniphase Corp. Sec. Litig., 2007 WL 4788556 (N.D. Cal. Nov. 27, 2007)\n 14 (jury returned a verdict for defense after trial in securities fraud class action, finding\n 15 that defendants were not liable for securities fraud). Absent settlement now, the\n 16 Parties may face years litigating this Action to a final resolution, including further\n 17 discovery, dispositive motions, trial, and likely post-trial appeals. See Sudunagunta\n 18 v. NantKwest, Inc., 2019 WL 2183451, at *4 (C.D. Cal. May 13, 2019) (finding the\n 19 likelihood of \u201cfurther deposition and expert discovery, motion practice, trial, and\n 20 potentially appeals following trial\u201d to favor settlement); Nat\u2019l Rural Telecomms.\n 21 Coop., 221 F.R.D. at 527 (\u201ceven if [a jury] did reach unanimous verdicts, it is likely\n 22 that an appeal would have followed\u201d); In re Vivendi Universal, S.A., Sec. Litig., 2012\n 23 WL 362028, at *1 (S.D.N.Y. Feb. 6, 2012) (noting that, two years after jury verdict\n 24 in plaintiffs\u2019 favor and ten years after the case was filed, shareholders had still\n 25 received no recovery).\n 26 In light of these considerations, the Settlement provides a certain and\n 27 beneficial result and avoids considerable risks, expense, and delay, favoring\n 28 approval. See Class Plaintiffs v. City of Seattle, 955 F.2d 1268, 1291 (9th Cir. 1992)\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 13\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 20 of 32 Page\n ID #:1725\n\n\n\n 1 (\u201cthe court need not reach any ultimate conclusions on the contested issues of fact\n 2 and law which underlie the merits of the dispute, for it is the very uncertainty of\n 3 outcome in litigation and avoidance of wasteful and expensive litigation that induce\n 4 consensual settlements.\u201d).\n 5 The Proposed Method for Distributing Relief to the\n Settlement Class is Effective\n 6\n 7 The Court also considers \u201cthe effectiveness of [the] proposed method of\n 8 distributing relief to the class.\u201d Fed. R. Civ. P. 23(e)(2)(C)(ii). Here, as\n 9 demonstrated below in Section IV, the method for processing Settlement Class\n 10 Members\u2019 claims and distributing relief to eligible claimants include well-\n 11 established, effective procedures for processing claims submitted by potential\n 12 Settlement Class Members and efficiently distributing the Net Settlement Fund.\n 13 A.B. Data, Ltd. (\u201cA.B. Data\u201d), the Court-approved Claims Administrator, will\n 14 process claims under the guidance of Lead Counsel, allow claimants an opportunity\n 15 to cure any deficiencies in their claims or request the Court to review a denial of\n 16 their claims, and, lastly, mail Authorized Claimants their pro rata share of the Net\n 17 Settlement Fund (per the Plan of Allocation) after Court-approval. Claims\n 18 processing like the method proposed here is both standard and effective in securities\n 19 class action settlements. See Hefler, 2018 WL 6619983, at *7 (\u201cThe Court further\n 20 finds that the proposed claims process provides an effective method of implementing\n 21 that plan by ensuring that the claimant provides sufficient information to calculate\n 22 the recognized loss amount. Therefore, this factor weighs in favor of approval\u201d).\n 23 Lead Counsel\u2019s Fee and Expense Request is Fair and\n Reasonable\n 24\n Rule 23(e)(2)(C)(iii) addresses \u201cthe terms of any proposed award of attorney\u2019s\n 25\n fees, including timing of payment.\u201d As detailed in the accompanying Motion for\n 26\n Attorneys\u2019 Fees and Litigation Expenses, Lead Counsel seek an award of attorneys\u2019\n 27\n fees of 30% of the Settlement Fund and $104,686.68 in expenses, which include\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 14\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 21 of 32 Page\n ID #:1726\n\n\n\n 1 eDiscovery costs and costs of retaining experts. This falls within the \u201cnorm\u201d of\n 2 attorney\u2019s fees in the Ninth Circuit. In re Allergan, Inc. Proxy Violation Derivatives\n 3 Litig., 2018 WL 4959014, at *1 (C.D. Cal. Aug. 13, 2018) (Carter, J.) (in the Ninth\n 4 Circuit, a 30% fee award is \u201cthe norm \u2018absent extraordinary circumstances that\n 5 suggest reasons to lower or increase the percentage\u2019\u201d) (quoting In re Omnivision\n 6 Techs. Inc., 559 F. Supp. 2d 1036, 1047-48 (N.D. Cal. 2007)); see, e.g., In re Silver\n 7 Wheaton Corp. Sec. Litig., 2020 WL 4581642, at *4 (C.D. Cal. Aug. 6, 2020)\n 8 (awarding 30% of $41.5 million settlement); Turocy v. El Pollo Loco Holdings, Inc.,\n 9 No. 8:15-cv-01343-DOC-KES, slip op. at \u00b6 4 (C.D. Cal. Aug. 27, 2019) (Carter, J.)\n 10 (awarding 30% of $20 million settlement); Avila v. LifeLock Inc., 2020 WL\n 11 4362394, at *1 (D. Ariz. July 27, 2020) (30% fee award of $20 million settlement\n 12 was \u201cfair and reasonable\u201d).\n 13 Moreover, a lodestar crosscheck fully supports this award as the requested fee\n 14 equates to a multiplier of just 1.4, which is on the low end of the typical lodestar\n 15 multiples commonly awarded. See, e.g., Vizcaino v. Microsoft Corp., 290 F.3d 1043,\n 16 1052-54 (9th Cir. 2002) (concluding that multipliers most commonly fall range from\n 17 1.0 to 4.0); van Wingerden v. Cadiz, Inc., 2017 WL 5565263, at *13 (C.D. Cal. Feb.\n 18 8, 2017) (\u201cmultipliers in the 3\u20134 range are common in lodestar awards for lengthy\n 19 and complex class action litigation\u201d); China Integrated Energy, Inc., 2016 WL\n 20 11757878, at *12 (\u201cCourts often approve\u201d fee awards with \u201cpositive lodestar\n 21 multiplier[s] between three and four.\u201d); In re Regulus Therapeutics Inc. Sec. Litig.,\n 22 2020 WL 6381898, at *7 (S.D. Cal. Oct. 30, 2020) (\u201cthe majority of fee awards in\n 23 the district courts in the Ninth Circuit are 1.5 to 3 times higher than lodestar\u201d).\n 24 Further, as explained in the Notice, Lead Plaintiffs also request a total of\n 25 $8,892.01 for reimbursement for their time and expenses in representing the\n 26 Settlement Class, including overseeing the prosecution of the Action and preparing\n 27 for and attending a full-day, in-person mediation. See e.g., NantKwest, 2019 WL\n 28 2183451, at *6 (approving two reimbursement payments of $7,500, one for each\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 15\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 22 of 32 Page\n ID #:1727\n\n\n\n 1 lead plaintiff, for time spent litigating the action, including responding to discovery,\n 2 communicating with counsel about the action, and helping to evaluate settlement\n 3 proposals); STAAR Surgical Co., 2017 WL 4877417, at *6 (awarding $10,000 to\n 4 lead plaintiff for \u201clost time in his representation of the Class\u201d).\n 5 The Parties Have No Side Agreements Other Than the\n Supplemental Agreement Concerning Opt-Outs\n 6\n Rule 23(e)(2)(C)(iv) requires the disclosure of any side agreement. The\n 7\n Stipulation noted that the Parties entered into a confidential supplemental agreement\n 8\n which provides that if Settlement Class Members opt out of the Settlement such that\n 9\n the number of shares of Merit common stock represented by such opt outs equals or\n 10\n exceeds a certain amount, Defendants shall have the option to terminate the\n 11\n Settlement. Stipulation \u00b6 36. Such agreements are common in securities class action\n 12\n settlements, and do not weigh against final approval. See Hefler, 2018 WL 6619983,\n 13\n at *7 (\u201cThe existence of a termination option triggered by the number of class\n 14\n members who opt out of the Settlement . . . does not weigh against approval\u201d of\n 15\n settlement); In re Carrier IQ, Inc., Consumer Privacy Litig., 2016 WL 4474366, at\n 16\n *5 (N.D. Cal. Aug. 25, 2016) (\u201copt-out deals are not uncommon as they are designed\n 17\n to ensure than an objector cannot try to hijack a settlement in his or her own self-\n 18\n interest\u201d).\n 19\n All Settlement Class Members are Treated Equitably\n 20\n Rule 23 also requires consideration of whether \u201cthe proposal treats class\n 21\n members equitably relative to each other.\u201d Fed. R. Civ. P. 23(e)(2)(D). As described\n 22\n herein, the proposed Plan of Allocation is fair, reasonable, and adequate because it\n 23\n does not treat Lead Plaintiffs or any other Settlement Class Member\n 24\n preferentially. See In re Zynga Inc. Sec. Litig., 2015 WL 6471171, at *10 (N.D. Cal.\n 25\n Oct. 27, 2015) (finding the plan of allocation \u201cdistributes the funds without giving\n 26\n undue preferential treatment to any class members\u201d). Under the Plan of Allocation,\n 27\n Settlement Class Members who have submitted timely claims will receive payments\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 16\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 23 of 32 Page\n ID #:1728\n\n\n\n 1 on a pro rata basis based on the extent of their injury and the number of claims filed.\n 2 Lead Plaintiffs, just like all other Settlement Class Members, will be subject to the\n 3 same formulas for distribution of the Settlement. Thus, this factor weighs in favor\n 4 of approval. See PPG Indus., Inc., 2019 WL 3345714, at *6.\n 5 The Extent of Discovery Completed and the Stage of the\n Proceedings Favor Final Settlement Approval\n 6\n The stage of the proceedings and the amount of discovery completed are also\n 7\n factors courts consider in determining the fairness, reasonableness, and adequacy of\n 8\n a settlement. See NantKwest, 2019 WL 2183451, at *4 (finding \u201creview and analysis\n 9\n of over 140,000 pages of documents\u201d and \u201cextensive adversarial motion practice,\n 10\n including motions to dismiss\u201d supportive of final approval).\n 11\n Lead Plaintiffs\u2019 decision to enter into the Settlement was based on their\n 12\n thorough understanding of the strengths and weaknesses of their claims and\n 13\n Defendants\u2019 defenses garnered through their zealous prosecution of the Action,\n 14\n which included, among other things: (i) conducting an extensive factual\n 15\n investigation, including identifying, contacting and interviewing over four dozen\n 16\n former employees of Merit, Cianna, and Vascular Insights with knowledge of the\n 17\n facts, which were conducted by senior attorneys of Lead Counsel together with\n 18\n highly experienced private investigators with decades of law enforcement and other\n 19\n relevant experience in the field; (ii) defeating Defendants\u2019 motion to transfer the\n 20\n Action to the U.S. District Court for the District of Utah; (iii) drafting the 98-page\n 21\n Complaint subject to the heightened pleading standards of the PSLRA;\n 22\n (iv) consulting with financial experts; (v) successfully opposing Defendants\u2019 motion\n 23\n to dismiss before Magistrate Judge Spaeth and this Court; (vi) conducting\n 24\n meaningful fact discovery, which included seeking and obtaining over a half-million\n 25\n pages of documents from Defendants and five non-parties; and (vii) preparing for\n 26\n and participating in a full-day mediation session and six weeks of continued\n 27\n settlement negotiations under the oversight of an experienced mediator. This factor\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 17\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 24 of 32 Page\n ID #:1729\n\n\n\n 1 clearly weighs in favor of final approval of the Settlement. STAAR Surgical Co.,\n 2 2017 WL 4877417, at *4 (final settlement approval supported where the \u201cparties\n 3 engaged in extensive adversarial motion practice\u201d and \u201cresearched, prepared, and\n 4 drafted comprehensive mediation briefs\u201d).\n 5 The Risk of Maintaining a Class Action Through Trial Supports\n Approval\n 6\n 7 Plaintiffs believe they had strong arguments in favor of class certification.\n 8 However, even if a class were certified, there would always be the chance that the\n 9 Action might not have been maintained as a class through trial, or the class period\n 10 would have been narrowed. See In re Am. Apparel, Inc. S'holder Litig., 2014 WL\n 11 10212865, at *11 (C.D. Cal. July 28, 2014) (\u201cEven had the court certified a class []\n 12 subsequent facts adduced through discovery might have led to decertification.\n 13 Avoiding such a risk \u2026 favors approval of the settlement.\u201d). The Settlement\n 14 removes this uncertainty and eliminates the risk that class certification would have\n 15 been denied, or the class would subsequently have been modified or decertified.\n 16 The Experience and Views of Counsel Favor Approval\n 17 \u201cIn reviewing a settlement for final approval, courts accord great weight to\n 18 the recommendation of counsel. . . . Counsel are most closely acquainted with the\n 19 facts of the underlying litigation and are therefore in an ideal position to assess the\n 20 fairness of the settlement offer.\u201d Maine State Ret. Sys. v. Countrywide Fin. Corp.,\n 21 2013 WL 6577020, at *15 (C.D. Cal. Dec. 5, 2013). Lead Counsel have significant\n 22 experience in securities and other complex class action litigation and have negotiated\n 23 numerous other substantial class action settlements throughout the country,\n 24 including in this District. Lead Counsel have been an integral part of many securities\n 25 class action settlements, and, in their estimation, the Settlement is an excellent result\n 26 because it provides the Settlement Class with genuine and substantial relief under\n 27 difficult legal circumstances. See Extreme Networks, 2019 WL 3290770, at *9\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 18\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 25 of 32 Page\n ID #:1730\n\n\n\n 1 (\u201cThat such experienced counsel advocate in favor of the settlement weighs in favor\n 2 of approval\u201d).\n 3 As discussed above, at the time that the Parties agreed to the Settlement, Lead\n 4 Counsel had obtained a thorough understanding of the strengths and weaknesses of\n 5 the claims and defenses in this case. See NantKwest, 2019 WL 2183451, at *5 (final\n 6 approval granted where \u201cCounsel have conducted detailed discovery in this action,\n 7 filed numerous motions for Plaintiffs and the class, and engaged in extensive\n 8 mediated negotiations before ultimately reaching and recommending this\n 9 Agreement\u201d). It is Lead Counsel\u2019s informed opinion that given the risks and\n 10 uncertainties inherent in this complex litigation, the Settlement is fair, reasonable\n 11 and adequate and in the best interest of the Settlement Class. \u201cBased on counsels\u2019\n 12 knowledge of the specific facts of this action, experience in settlements such as this,\n 13 and opinion that the settlement [] is fair, reasonable, and adequate,\u201d this factor, too,\n 14 weighs in favor of final settlement approval. Harris v. U.S. Physical Therapy, Inc.,\n 15 2012 WL 3277278, at *7 (D. Nev. July 18, 2012).\n 16 The Reaction of the Settlement Class Favors Approval\n 17 \u201cIt is established that the absence of a large number of objections to a proposed\n 18 class action settlement raises a strong presumption that the terms of a proposed class\n 19 settlement action are favorable to the class members.\u201d Nat\u2019l Rural Telecomms.\n 20 Coop., 221 F.R.D. at 529; see also Churchill Village L.L.C. v. Gen. Elec., 361 F.3d\n 21 566, 577 (9th Cir. 2004) (affirming settlement with 45 objections out of\n 22 approximately 90,000 notices sent).\n 23 Here, the deadline for submission of objections to the Settlement, or exclusion\n 24 requests, is March 23, 2022. To date, after an extensive notice program (see A.B.\n 25 Data Decl. \u00b6\u00b6 2-12), the parties have received no objections or exclusion requests,\n 26 which strongly weighs in favor of final approval. See A.B. Data Decl. \u00b6 13; Joint\n 27\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 19\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 26 of 32 Page\n ID #:1731\n\n\n\n 1 Decl. \u00b6 63.2 \u201cMany potential class members are sophisticated institutional investors;\n 2 the lack of objections from such institutions indicates that the settlement is fair and\n 3 reasonable.\u201d Extreme Networks, 2019 WL 3290770, at *9.\n 4 Moreover, the approval of Lead Plaintiffs\u2014sophisticated institutional\n 5 investors with over $3 billion of assets under management and significant financial\n 6 stakes in this Action, and which were closely involved throughout the litigation and\n 7 the settlement negotiations\u2014also supports final approval. See Countrywide Fin.\n 8 Corp., 2013 WL 6577020, at *16 (granting final approval and stating that \u201cCourts\n 9 afford special weight to the opinions of class representatives\u201d); Joint Decl., Ex. A at\n 10 \u00b6\u00b6 7-9; Ex. B at \u00b6\u00b6 4-7.\n 11 In sum, as discussed in detail above, each of the Rule 23(e)(2) and Hanlon\n 12 factors support a finding that the Settlement is fair, reasonable, and adequate. Final\n 13 approval is, therefore, appropriate.\n 14 III. NOTICE TO THE SETTLEMENT CLASS SATISFIED THE\n REQUIREMENTS OF RULE 23, DUE PROCESS, AND THE PSLRA\n 15 The notice sent to potential Settlement Class Members concerning the\n 16 certification of the Settlement Class and their right to request exclusion must be \u201cthe\n 17 best notice that is practicable under the circumstances, including individual notice\n 18 to all members who can be identified through reasonable effort.\u201d Fed. R. Civ. P.\n 19 23(c)(2)(B); see also Rentech, 2019 WL 5173771, at *8. To comport with due\n 20 process, \u201cnotice must be the best practicable, \u2018reasonably calculated, under all the\n 21 circumstances, to apprise interested parties of the pendency of the action and afford\n 22 them an opportunity to present their objections.\u2019\u201d Silber v. Mabon, 18 F.3d 1449,\n 23 1454 (9th Cir. 1994) (quoting Mullane v. Central Hanover Bank & Trust Co., 339\n 24 U.S. 306, 314 (1950)). In addition, notice of the proposed Settlement, must be sent\n 25 \u201cin a reasonable manner to all class members who would be bound by the [proposed\n 26 settlement].\u201d Fed. R. Civ. P. 23(e)(1)(B). \u201cSettlement notices are supposed to\n 27\n 2\n Should any objections be received after the date of this submission, they will be\n 28 addressed by Lead Plaintiffs in their reply brief due April 6, 2022.\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 20\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 27 of 32 Page\n ID #:1732\n\n\n\n 1 present information about a proposed settlement neutrally, simply, and\n 2 understandably[.]\u201d Rodriguez v. West. Pub. Corp., 563 F.3d 948, 962 (9th Cir.\n 3 2009).\n 4 The PSLRA also imposes notice requirements. See 15 U.S.C. \u00a7 78u-4(a)(7).\n 5 Under the PSLRA, any proposed final settlement agreement \u201cshall include each of\n 6 the following statements, along with a cover page summarizing the information\n 7 contained in such statements:\u201d a statement of the plaintiffs\u2019 recovery, a statement of\n 8 potential outcomes of the case, a statement on attorneys\u2019 fees or costs sought,\n 9 identification of the lawyers\u2019 representatives for questions from class members, a\n 10 statement of reasons for the settlement, and other information as required by the\n 11 court. Id.\n 12 Here, Lead Plaintiffs selected A.B. Data, an experienced and diligent claims\n 13 administrator, to administer the notice and claims program. In connection with the\n 14 proposed Settlement, A.B. Data received a list of the record shareholders of Merit\n 15 common stock during the Class Period from Merit, and mailed copies of the Notice\n 16 and Claim Form (the \u201cNotice Packet\u201d) to the 100 shareholders on that list. Joint\n 17 Decl., Ex. C (Declaration of Eric J. Miller of A.B. Data), at \u00b6 3. A.B. Data also\n 18 mailed the Notice Packet to a list of 4,149 nominees contained in its proprietary\n 19 nominee database; mailed 9,026 copies of the Notice Packet to potential Settlement\n 20 Class Members whose names and addresses were received from individuals or\n 21 nominees; and mailed 12,555 Notice Packets to nominees who requested Notice\n 22 Packets to forward to their customers. Id. at \u00b6\u00b6 4-7. As of March 8, 2022, A.B. Data\n 23 had mailed a total of 25,830 Notice Packets to potential Settlement Class Members\n 24 and nominees. Id. at \u00b6 8. A.B. Data also published the Summary Notice in Investor\u2019s\n 25 Business Daily and over PR Newswire on February 7, 2022 (id. at \u00b6 9); maintained\n 26 a website, at www.MeritMedicalSecuritiesLitigation.com, which went \u201clive\u201d on\n 27 January 21, 2022 (id. at \u00b6\u00b6 10-11); and maintained call center services (id. at \u00b6 12).\n 28 Copies of the Stipulation, Notice, Claim Form, and Preliminary Approval Order\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 21\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 28 of 32 Page\n ID #:1733\n\n\n\n 1 were also made available on Lead Counsel\u2019s websites, www.saxenawhite.com and\n 2 www.blbglaw.com.\n 3 The Notice was carefully drafted to contain all necessary information. All the\n 4 information is provided in plain language and in a format that is easily accessible.\n 5 The Notice clearly advises recipients of their rights and obligations in connection\n 6 with the Settlement, including the right to object to any portion of the Settlement or\n 7 submit a completed Proof of Claim to be eligible to share in the Settlement. Contact\n 8 information for Lead Counsel and the Claims Administrator is provided, as well as\n 9 a toll-free number and website for the recipient if there are any questions.\n 10 Specifically, the Notice informed Settlement Class Members of, among other\n 11 things: (1) an explanation of the nature of the Action and the claims asserted; (2) the\n 12 definition of the Settlement Class; (3) the amount of the Settlement; (4) the reasons\n 13 why the Parties are proposing the Settlement; (5) the estimated average recovery per\n 14 affected share of Merit common stock; (6) the maximum amount of attorneys\u2019 fees\n 15 and expenses that will be sought; (7) the identity and contact information for the\n 16 representatives of Lead Counsel who are reasonably available to answer questions\n 17 from Settlement Class Members; (8) Settlement Class Members\u2019 right to opt-out of\n 18 the Settlement Class or to object to the Settlement, the Plan of Allocation or the\n 19 requested attorneys\u2019 fees or expenses; (9) the binding effect of a judgment on\n 20 Settlement Class Members; and (10) the dates and deadlines for certain Settlement-\n 21 related events. The Notice also contains the Plan of Allocation and provides\n 22 Settlement Class Members with information on how to submit a Claim Form in order\n 23 to be eligible to receive a distribution from the Net Settlement Fund.\n 24 Notice programs such as this have been approved in a multitude of class action\n 25 settlements. See e.g. Rentech, 2019 WL 5173771, at *8 (approving mailed notice,\n 26 published summary notice, and availability of online notice); Hefler, 2018 WL\n 27 6619983, at *5 (approving similar notice program); Destefano v. Zynga, Inc., 2016\n 28 WL 537946, at *7 (N.D. Cal. Feb. 11, 2016) (finding individual notice mailed to\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 22\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 29 of 32 Page\n ID #:1734\n\n\n\n 1 class members combined with summary publication constituted \u201cthe best form of\n 2 notice available under the circumstances\u201d). Moreover, this Court has already found\n 3 that the proposed notice program is adequate and sufficient. See Preliminary\n 4 Approval Order (ECF No. 106) at \u00b6\u00b6 7-8. Lead Counsel and A.B. Data carried out\n 5 the notice program as proposed. Therefore, Lead Plaintiffs respectfully submit that\n 6 the Notice fairly apprises Settlement Class Members of their rights with respect to\n 7 the Settlement and is the best notice practicable under the circumstances.\n 8 IV. THE PLAN OF ALLOCATION IS FAIR, REASONABLE, AND\n ADEQUATE\n 9\n 10 A plan of allocation should be approved where it is \u201cfair, reasonable, and\n 11 adequate.\u201d City of Seattle, 955 F.2d at 1284-85. \u201cA plan of allocation that\n 12 reimburses class members based on the extent of their injuries is generally\n 13 reasonable. It is also reasonable to allocate more of the settlement to class members\n 14 with stronger claims on the merits.\u201d Biolase, 2015 WL 12720318, at *5; Vinh\n 15 Nguyen v. Radient Pharms. Corp., 2014 WL 1802293, at *7 (C.D. Cal. May 6, 2014)\n 16 (Carter, J.) (\u201cIt is reasonable to allocate the settlement funds to class members based\n 17 on the extent of their injuries or the strength of their claims on the merits.\u201d).\n 18 Here, the Plan of Allocation is found in Appendix A to the Notice (\u201cAppendix\n 19 A,\u201d attached to the A.B. Data Decl.), which was preliminarily approved by the Court.\n 20 Lead Plaintiffs\u2019 damages expert calculated the estimated alleged amount of artificial\n 21 inflation in the per share closing price of Merit common stock which allegedly was\n 22 proximately caused by Defendants\u2019 alleged misrepresentations and material\n 23 omissions. Appendix A, \u00b6\u00b6 3-4. In calculating the estimated alleged artificial\n 24 inflation allegedly caused by Defendants\u2019 alleged misrepresentations and omissions,\n 25 Lead Plaintiffs\u2019 damages expert considered price changes in Merit common stock\n 26 on July 26, 2019 and October 31, 2019, following the alleged corrective disclosures,\n 27 adjusting for price changes on each day that were attributable to market or industry\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 23\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 30 of 32 Page\n ID #:1735\n\n\n\n 1 forces or that would likely have been attributed to non-fraud-related confounding\n 2 information released on the same days. Id.\n 3 The Plan of Allocation calculates a \u201cRecognized Loss Amount\u201d for each\n 4 purchase of Merit common stock during the Class Period that is listed in the Claim\n 5 Form and for which adequate supporting documentation is provided. Recognized\n 6 Loss Amounts are based primarily on the difference in the amount of alleged\n 7 artificial inflation in the prices of Merit common stock at the time of purchase or\n 8 acquisition and at the time of sale or the difference between the actual purchase price\n 9 and sale price. Appendix A, \u00b6\u00b6 5-6. To have a Recognized Loss Amount, claimants\n 10 who purchased Merit shares from February 26, 2019 through July 25, 2019,\n 11 inclusive, must have held their shares until at least the close of trading on July 25,\n 12 2019, and claimants who purchased Merit stock from July 26, 2019 through October\n 13 30, 2019, inclusive, must have held their shares until at least the close of trading on\n 14 October 30, 2019. Id. The sum of a claimant\u2019s Recognized Loss Amounts for all\n 15 his, her, or its Class Period purchases is the Claimant\u2019s \u201cRecognized Claim,\u201d and the\n 16 Net Settlement Fund will be allocated to eligible claimants on a pro rata basis based\n 17 on the relative size of their Recognized Claims. Appendix A, \u00b6\u00b6 6-8, 10, 18.\n 18 The Plan of Allocation is consistent with the damages and loss causation\n 19 calculations performed by Lead Plaintiffs\u2019 expert. The Plan of Allocation provides\n 20 a reasonable, rational basis for Settlement Class Members to recover their pro rata\n 21 damages based upon the dates on which they purchased or sold Merit common stock.\n 22 The proposed Plan of Allocation also prohibits class members from receiving a\n 23 windfall by limiting recovery only to those who suffered actual losses on Merit\n 24 shares attributable to the alleged fraud. See Rentech, 2019 WL 5173771, at *8\n 25 (\u201cEach Class Member\u2019s allocation will therefore be proportionate to actual injury.\n 26 The Court finds that the Plan of Allocation is \u2018fair, reasonable, and adequate\u2019\u201d). To\n 27 date, after mailing 25,830 Notices, no Settlement Class Member has objected to the\n 28 Plan of Allocation.\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 24\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 31 of 32 Page\n ID #:1736\n\n\n\n 1 V. THE COURT SHOULD CERTIFY THE SETTLEMENT CLASS\n 2 The Court\u2019s Preliminary Approval Order conditionally certified the\n 3 Settlement Class under Rules 23(a) and (b)(3) for purposes of the Settlement. See\n 4 Preliminary Approval Order (ECF No. 106) at 1. Nothing has occurred since then\n 5 to cast doubt on the propriety of class certification, and no objections to certification\n 6 have been received. For all the reasons stated in the Preliminary Approval Order\n 7 and Lead Plaintiffs\u2019 unopposed motion for preliminary approval of the Settlement\n 8 (ECF No. 105), Lead Plaintiffs respectfully request that the Court grant final\n 9 certification to the Settlement Class under Rules 23(a) and (b)(3).\n 10 VI. CONCLUSION\n 11 For all the foregoing reasons, Lead Plaintiffs respectfully request that the\n 12 Court approve the proposed Settlement and Plan of Allocation as fair, reasonable,\n 13 and adequate.\n 14\n Dated: March 9, 2022 Respectfully submitted,\n 15\n SAXENA WHITE P.A.\n 16\n 17 /s/ David R. Kaplan\n 18 David R. Kaplan (SBN 230144)\n dkaplan@saxenawhite.com\n 19 Hani Y. Farah (SBN 307622)\n 20 hfarah@saxenawhite.com\n 12750 High Bluff Drive, Suite 475\n 21 San Diego, CA 92130\n 22 Telephone: (858) 997-0860\n Facsimile: (858) 369-0096\n 23\n 24 -and-\n\n 25 Steven B. Singer (appearing pro hac vice)\n 26 ssinger@saxenawhite.com\n 10 Bank Street, 8th Floor\n 27 White Plains, NY 10606\n 28 Tel: (914) 437-8551\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 25\n\fCase 8:19-cv-02326-DOC-ADS Document 108 Filed 03/09/22 Page 32 of 32 Page\n ID #:1737\n\n\n Fax: (888) 631-3611\n 1\n 2 Attorneys for Lead Plaintiffs the Atlanta\n Funds and Co-Lead Counsel for the Proposed\n 3\n Settlement Class\n 4\n 5 BERNSTEIN LITOWITZ BERGER\n & GROSSMANN LLP\n 6\n 7 /s/ Jonathan D. Uslaner\n Jonathan D. Uslaner (Bar No. 256898)\n 8 jonathanu@blbglaw.com\n 9 Lauren M. Cruz (Bar No. 299964)\n lauren.cruz@blbglaw.com\n 10 2121 Avenue of the Stars, Suite 2575\n 11 Los Angeles, CA 90067\n Telephone: (310) 819-3470\n 12\n 13 -and-\n\n 14 John J. Rizio-Hamilton\n 15 (appearing pro hac vice)\n johnr@blbglaw.com\n 16 1251 Avenue of the Americas\n 17 New York, New York 10020\n Telephone: (212) 554-1400\n 18 Facsimile: (212) 554-1444\n 19\n Attorneys for Lead Plaintiff Baton Rouge and\n 20 Co-Lead Counsel for the Proposed Settlement\n 21 Class\n\n 22\n 23\n 24\n 25\n 26\n 27\n 28\n LEAD PLAINTIFFS\u2019 MEM. OF P\u2019S AND A\u2019S IN SUPPORT OF\n MOTION FOR FINAL SETTLEMENT APPROVAL\n CASE NO. 8:19-cv-2326-DOC-ADS \u2014Page 26\n\f","ocr_status":1,"date_upload":"2026-07-09T11:16:42.088489-07:00","document_number":"108","attachment_number":null,"pacer_doc_id":"031037395350","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Memorandum in Support of Motion","acms_document_guid":""}],"date_created":"2022-03-09T19:31:19.347732-08:00","date_modified":"2026-03-13T23:06:10.188253-07:00","date_filed":"2022-03-09","time_filed":null,"entry_number":108,"recap_sequence_number":"2022-03-09.002","pacer_sequence_number":345,"description":"MEMORANDUM in Support of NOTICE OF MOTION AND MOTION for Settlement Approval of Proposed Class Action Settlement and Plan of Allocation 107 filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. (Uslaner, Jonathan) (Entered: 03/09/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/189576534/","id":189576534,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/195145810/","id":195145810,"tags":[],"absolute_url":"/docket/16540392/109/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-03-09T19:31:19.269097-08:00","date_modified":"2026-08-02T19:35:09.564942-07:00","sha1":"d13070659d70dff39bbe78a9c12a220f728d07f4","page_count":4,"file_size":28806,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.109.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.109.0.pdf","ia_upload_failure_count":1,"thumbnail":null,"thumbnail_status":0,"plain_text":" Case 8:19-cv-02326-DOC-ADS Document 109 Filed 03/09/22 Page 1 of 4 Page ID\n #:1738\n\n\n\n 1 SAXENA WHITE P.A. BERNSTEIN LITOWITZ BERGER\n 2 David R. Kaplan (SBN 230144) & GROSSMANN LLP\n dkaplan@saxenawhite.com Jonathan D. Uslaner (SBN 256898)\n 3 Hani Y. Farah (SBN 307622) jonathanu@blbglaw.com\n 4 hfarah@saxenawhite.com Lauren M. Cruz (SBN 299964)\n 12750 High Bluff Drive, Suite 475 lauren.cruz@blbglaw.com\n 5 San Diego, CA 92130 2121 Avenue of the Stars, Suite 2575\n 6 Telephone: (858) 997-0860 Los Angeles, CA 90067\n Facsimile: (858) 369-0096 Telephone: (310) 819-3472\n 7\n 8 Attorneys for Lead Plaintiffs the Atlanta Attorneys for Lead Plaintiff Baton\n Funds and Co-Lead Counsel for the Rouge and Co-Lead Counsel for the\n 9 Proposed Settlement Class Proposed Settlement Class\n10\n [Additional counsel appear on signature\n11 page]\n12\n UNITED STATES DISTRICT COURT\n13 CENTRAL DISTRICT OF CALIFORNIA\n14 SOUTHERN DIVISION\n\n15 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n16 INC. SECURITIES LITIGATION\n NOTICE OF MOTION AND\n17 MOTION FOR ATTORNEYS\u2019\n FEES AND LITIGATION\n18 EXPENSES\n19 Judge: Hon. David O. Carter\n Courtroom: 9D\n20\n Date: April 13, 2022\n21 Time: 8:30 a.m.\n22\n23\n24\n25\n26\n27\n28 NOTICE OF MOTION AND\n MOTION FOR ATTORNEYS\u2019 FEES\n AND LITIGATION EXPENSES\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 109 Filed 03/09/22 Page 2 of 4 Page ID\n #:1739\n\n\n\n 1 TO: THE COURT, ALL PARTIES, AND THEIR ATTORNEYS OF RECORD:\n 2 PLEASE TAKE NOTICE that Lead Counsel Saxena White P.A. and\n 3 Bernstein Litowitz Berger & Grossmann LLP (\u201cLead Counsel\u201d) hereby move the\n 4 Court pursuant to Rule 23(e) of the Federal Rules of Civil Procedure for an Order:\n 5 awarding (1) attorneys\u2019 fees in the amount equal to 30% of the Settlement Fund;\n 6 (2) Lead Counsel\u2019s litigation expenses incurred in prosecuting this Action in the\n 7 amount of $104,686.68; and (3) $8,892.01 to Lead Plaintiffs as reimbursement for\n 8 the value of the time their employees dedicated to representing the Settlement Class\n 9 in this Action. Pursuant to Local Rule 7-3, and as set forth in the Stipulation of\n10 Settlement, Lead Counsel has met and conferred with counsel for Defendants, and\n11 Defendants do not oppose this motion.\n12 Pursuant to the Court\u2019s Order entered on January 3, 2022 (ECF No. 106), this\n13 Motion is set for hearing on April 13, at 8:30 a.m., before the Honorable David O.\n14 Carter of the United States District Court for the Central District of California,\n15 Courtroom 9D of the Ronald Regan Federal Building and United States Courthouse,\n16 411 West Fourth Street, Santa Ana, CA 92701.\n17 This Motion is based upon the accompanying Memorandum of Points and\n18 Authorities in Support of Lead Counsel\u2019s Motion for Attorneys\u2019 Fees and Litigation\n19 Expenses, submitted herewith; Joint Declaration of David R. Kaplan and Jonathan\n20 D. Uslaner in Support of Lead Plaintiffs\u2019 Motion For Final Approval of Proposed\n21 Class Action Settlement and Plan of Allocation, and Lead Counsel\u2019s Motion for\n22 Attorneys\u2019 Fees and Litigation Expenses and the exhibits thereto, submitted\n23 herewith; Stipulation and exhibits attached therewith; all pleadings and papers filed\n24 herein; arguments of counsel; and any other matters properly before the Court.\n25\n26\n27\n28 NOTICE OF MOTION AND\n MOTION FOR ATTORNEYS\u2019 FEES\n -1- AND LITIGATION EXPENSES\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 109 Filed 03/09/22 Page 3 of 4 Page ID\n #:1740\n\n\n\n 1\n Dated: March 9, 2022 Respectfully submitted,\n 2\n 3 SAXENA WHITE P.A.\n 4\n /s/ David R. Kaplan\n 5 David R. Kaplan (SBN 230144)\n dkaplan@saxenawhite.com\n 6\n Hani Y. Farah (SBN 307622)\n 7 hfarah@saxenawhite.com\n 8 12750 High Bluff Drive, Suite 475\n San Diego, CA 92130\n 9 Telephone: (858) 997-0860\n10 Facsimile: (858) 369-0096\n\n11 -and-\n12\n Steven B. Singer (appearing pro hac vice)\n13 ssinger@saxenawhite.com\n14 10 Bank Street, 8th Floor\n White Plains, NY 10606\n15 Tel: (914) 437-8551\n16 Fax: (888) 631-3611\n\n17 Attorneys for Lead Plaintiffs the Atlanta\n18 Funds and Co-Lead Counsel for the Proposed\n Settlement Class\n19\n20 BERNSTEIN LITOWITZ BERGER\n & GROSSMANN LLP\n21\n22 /s/ Jonathan D. Uslaner\n Jonathan D. Uslaner (Bar No. 256898)\n23 jonathanu@blbglaw.com\n24 Lauren M. Cruz (Bar No. 299964)\n lauren.cruz@blbglaw.com\n25 2121 Avenue of the Stars, Suite 2575\n26 Los Angeles, CA 90067\n Telephone: (310) 819-3470\n27\n28 NOTICE OF MOTION AND\n MOTION FOR ATTORNEYS\u2019 FEES\n -2- AND LITIGATION EXPENSES\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f Case 8:19-cv-02326-DOC-ADS Document 109 Filed 03/09/22 Page 4 of 4 Page ID\n #:1741\n\n\n\n 1 -and-\n 2\n John J. Rizio-Hamilton\n 3 (appearing pro hac vice)\n johnr@blbglaw.com\n 4\n 1251 Avenue of the Americas\n 5 New York, New York 10020\n Telephone: (212) 554-1400\n 6\n Facsimile: (212) 554-1444\n 7\n 8 Attorneys for Lead Plaintiff Baton Rouge and\n Co-Lead Counsel for the Proposed Settlement\n 9 Class\n10\n11\n12\n13\n14\n15\n16\n17\n18\n19\n20\n21\n22\n23\n24\n25\n26\n27\n28 NOTICE OF MOTION AND\n MOTION FOR ATTORNEYS\u2019 FEES\n -3- AND LITIGATION EXPENSES\n CASE NO. 8:19-cv-2236-DOC-ADS\n\f","ocr_status":2,"date_upload":"2026-07-09T11:16:15.407947-07:00","document_number":"109","attachment_number":null,"pacer_doc_id":"031037395358","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Attorney Fees","acms_document_guid":""}],"date_created":"2022-03-09T19:31:19.263968-08:00","date_modified":"2026-03-13T23:06:10.234292-07:00","date_filed":"2022-03-09","time_filed":null,"entry_number":109,"recap_sequence_number":"2022-03-09.003","pacer_sequence_number":348,"description":"NOTICE OF MOTION AND MOTION for Attorney Fees and Litigation Expenses filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. Motion set for hearing on 4/13/2022 at 08:30 AM before Judge David O. Carter. (Uslaner, Jonathan) (Entered: 03/09/2022)","tags":[]},{"resource_uri":"https://www.courtlistener.com/api/rest/v4/docket-entries/189576531/","id":189576531,"docket":"https://www.courtlistener.com/api/rest/v4/dockets/16540392/","recap_documents":[{"resource_uri":"https://www.courtlistener.com/api/rest/v4/recap-documents/195145807/","id":195145807,"tags":[],"absolute_url":"/docket/16540392/110/in-re-merit-medical-systems-inc-securities-litigation/","date_created":"2022-03-09T19:31:19.135539-08:00","date_modified":"2026-08-05T09:19:09.751112-07:00","sha1":"48fb4411d582f7031987e18a13e1e1c05f5394a1","page_count":27,"file_size":150143,"filepath_local":"recap/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.110.0.pdf","filepath_ia":"https://archive.org/download/gov.uscourts.cacd.766233/gov.uscourts.cacd.766233.110.0.pdf","ia_upload_failure_count":null,"thumbnail":null,"thumbnail_status":0,"plain_text":"Case 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 1 of 27 Page ID\n #:1742\n\n\n 1 SAXENA WHITE P.A. BERNSTEIN LITOWITZ BERGER\n 2 David R. Kaplan (SBN 230144) & GROSSMANN LLP\n dkaplan@saxenawhite.com Jonathan D. Uslaner (SBN 256898)\n 3 Hani Y. Farah (SBN 307622) jonathanu@blbglaw.com\n 4 hfarah@saxenawhite.com Lauren M. Cruz (SBN 299964)\n 12750 High Bluff Drive, Suite 475 lauren.cruz@blbglaw.com\n 5 San Diego, CA 92130 2121 Avenue of the Stars, Suite 2575\n 6 Telephone: (858) 997-0860 Los Angeles, CA 90067\n Facsimile: (858) 369-0096 Telephone: (310) 819-3472\n 7\n 8 Attorneys for Lead Plaintiffs the Atlanta Attorneys for Lead Plaintiff Baton\n Funds and Co-Lead Counsel for the Rouge and Co-Lead Counsel for the\n 9 Proposed Settlement Class Proposed Settlement Class\n 10\n [Additional counsel appear on signature\n 11 page]\n 12 UNITED STATES DISTRICT COURT\n CENTRAL DISTRICT OF CALIFORNIA\n 13 SOUTHERN DIVISION\n 14 IN RE MERIT MEDICAL SYSTEMS, Case No. 8:19-cv-2326-DOC-ADS\n 15 INC. SECURITIES LITIGATION\n LEAD COUNSEL\u2019S\n 16 MEMORANDUM OF POINTS AND\n AUTHORITIES IN SUPPORT OF\n 17 MOTION FOR ATTORNEYS\u2019\n FEES AND LITIGATION\n 18 EXPENSES\n 19 Judge: Hon. David O. Carter\n 20 Courtroom: 9D\n Date: April 13, 2022\n 21 Time: 8:30 a.m.\n 22\n 23\n 24\n 25\n 26\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 2 of 27 Page ID\n #:1743\n\n\n TABLE OF CONTENTS\n 1\n 2 I. INTRODUCTION ............................................................................................. 1\n 3 II. THE REQUESTED FEE IS REASONABLE ................................................... 3\n 4 A. A Reasonable Percentage of the Fund Is the Appropriate Method\n for Awarding Attorneys\u2019 Fees in Common Fund Cases .......................... 3\n 5\n B. The Relevant Factors Support Approval of the 30% Fee Request ........... 5\n 6\n 1. The Results Achieved ................................................................. 6\n 7\n 2. The Litigation was Risky and Complex ..................................... 7\n 8\n 3. The Skill Required and the Quality of Lead\n 9 Counsel\u2019s Work Performed Support the Fee\n Request........................................................................................ 9\n 10\n 4. The Contingent Nature of the Representation and\n 11 Financial Burden Carried by Class Counsel\n Support the Requested Fee ....................................................... 11\n 12\n 5. The Requested Fee Is Consistent With Awards\n 13 Made in Comparable Cases ...................................................... 13\n 14 6. The Reaction of the Settlement Class ....................................... 15\n 15 7. A Lodestar Cross-Check Confirms the Requested\n Fee Is Reasonable ..................................................................... 16\n 16\n III. LEAD COUNSEL\u2019S LITIGATION EXPENSES ARE REASONABLE ...... 17\n 17\n IV. THE PSLRA AWARD REQUESTS ARE REASONABLE .......................... 18\n 18\n V. CONCLUSION ................................................................................................ 20\n 19\n 20\n 21\n 22\n 23\n 24\n 25\n 26\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page ii\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 3 of 27 Page ID\n #:1744\n\n\n TABLE OF AUTHORITIES\n 1 Page(s)\n 2\n CASES\n 3\n Avila v. LifeLock Inc.,\n 4 2020 WL 4362394 (D. Ariz. July 27, 2020) ........................................................ 14\n 5\n Blum v. Stenson,\n 6 465 U.S. 886 (1984) ......................................................................................... 4, 13\n 7 Boeing Co. v. Van Gemert,\n 8 444 U.S. 472 (1980) ............................................................................................... 3\n 9 Brown v. China Integrated Energy Inc.,\n 10 2016 WL 11757878 (C.D. Cal. July 22, 2016) ............................................. passim\n\n 11 Burnthorne-Martinez v. Sephora USA, Inc.,\n 2018 WL 5310833 (N.D. Cal. May 16, 2018) ....................................................... 5\n 12\n 13 Cheng Jiangchen v. Rentech, Inc.,\n 2019 WL 5173771 (C.D. Cal. Oct. 10, 2019) ............................................... passim\n 14\n Cunha v. Hansen Nat. Corp.,\n 15 2015 WL 12697627 (C.D. Cal. Jan. 29, 2015) ...................................................... 5\n 16\n Ford v. CEC Ent. Inc.,\n 17 2015 WL 11439033 (S.D. Cal. Dec. 14, 2015)...................................................... 5\n 18 Hanlon v. Chrysler Corp.,\n 19 150 F.3d 1011 (9th Cir. 1998) ................................................................................ 4\n 20 Hefler v. Wells Fargo & Co.,\n 21 2018 WL 6619983 (N.D. Cal. Dec. 18, 2018) ................................................. 7, 17\n\n 22 In re Allergan, Inc. Proxy Violation Derivatives Litig.,\n 2018 WL 4959014 (C.D. Cal. Aug. 13, 2018) ............................................. 2, 5, 13\n 23\n 24 In re Apollo Grp. Inc. Sec. Litig.,\n 2012 WL 1378677 (D. Ariz. Apr. 20, 2012)........................................................ 14\n 25\n In re Banc of Cal. Sec. Litig.,\n 26\n 2020 WL 1283486 (C.D. Cal. Mar. 16, 2020) ..................................................... 13\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page iii\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 4 of 27 Page ID\n #:1745\n\n\n In re BHP Billiton Ltd. Sec. Litig.,\n 1\n 2019 WL 1577313 (S.D.N.Y. Apr. 10, 2019) ...................................................... 14\n 2\n In re Bluetooth Headset Prods. Liab. Litig.,\n 3 654 F.3d 935 (9th Cir. 2011) .................................................................................. 4\n 4\n In re CytRx Corp. Sec. Litig.,\n 5 2018 WL 8950655 (C.D. Cal. Sept. 17, 2018)..................................................... 14\n 6 In re Heritage Bond Litig.,\n 7 2005 WL 1594403 (C.D. Cal. June 10, 2005) ..................................................... 14\n 8 In re Hi-Crush Partners L.P. Sec. Litig.,\n 9 2014 WL 7323417 (S.D.N.Y. Dec. 19, 2014) ....................................................... 9\n\n 10 In re Immune Response Sec. Litig.,\n 497 F. Supp. 2d 1166 (S.D. Cal. 2007) .......................................................... 19, 20\n 11\n 12 In re IsoRay, Inc. Sec. Litig.,\n 2017 WL 11461073 (E.D. Wash. Mar. 7, 2017).................................................. 17\n 13\n In re JDS Uniphase Corp. Sec. Litig.,\n 14 2007 WL 4788556 (N.D. Cal. Nov. 27, 2007)..................................................... 12\n 15\n In re K12 Inc. Sec. Litig.,\n 16 2019 WL 3766420 (N.D. Cal. July 10, 2019) ...................................................... 14\n 17 In re Omnivision Techs. Inc.,\n 18 559 F. Supp. 2d 1036 (N.D. Cal. 2008) ............................................................... 13\n 19 In re Oracle Corp. Sec. Litig.,\n 20 2009 WL 1709050 (N.D. Cal. June 19, 2009) ..................................................... 12\n\n 21 In re Perrigo Co. PLC Sec. Litig.,\n 2022 WL 500913 (S.D.N.Y. Feb. 18, 2022) ........................................................ 14\n 22\n 23 In re Rayonier Inc. Sec. Litig.,\n 2017 WL 4542852 (M.D. Fla. Oct. 5, 2017)........................................................ 14\n 24\n In re Regulus Therapeutics Inc. Sec. Litig.,\n 25\n 2020 WL 6381898 (S.D. Cal. Oct. 30, 2020) ................................................ 17, 19\n 26\n In re Signet Jewelers Ltd. Sec. Litig.,\n 27 2020 WL 4196468 (S.D.N.Y. July 21, 2020) ...................................................... 15\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page iv\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 5 of 27 Page ID\n #:1746\n\n\n In re Silver Wheaton Corp. Sec. Litig.,\n 1\n 2020 WL 4581642 (C.D. Cal. Aug. 6, 2020) ....................................................... 13\n 2\n In Re Snap Inc. Sec. Litig.,\n 3 2021 WL 667590 (C.D. Cal. Feb. 18, 2021) .......................................................... 6\n 4\n In re Veeco Instruments Inc. Sec. Litig.,\n 5 2007 WL 4115808 (S.D.N.Y. Nov. 7, 2007) ................................................. 12, 15\n 6 In re Volkswagen \u201cClean Diesel\u201d Mktg., Sales Practices, & Prods.\n 7 Liab. Litig.,\n 2017 WL 1047834 (N.D. Cal. Mar. 17, 2017) ..................................................... 17\n 8\n 9 In re Wash. Pub. Power Supply Sys. Sec. Litig.,\n 19 F.3d 1291 (9th Cir. 1994) .................................................................................. 4\n 10\n Katz v. China Century Dragon Media, Inc.,\n 11 2013 WL 11237202 (C.D. Cal. Oct. 10, 2013) .................................................... 13\n 12\n Moreno v. Pretium Packaging, L.L.C.,\n 13 2021 WL 3673845 (C.D. Cal. Aug. 6, 2021) ....................................................... 13\n 14 Murphy v. Precision Castparts Corp.,\n 15 2021 WL 2080016 (D. Or. May 24, 2021) .......................................................... 12\n 16 Parkinson v. Hyundai Motor Am.,\n 17 796 F. Supp. 2d 1160 (C.D. Cal. 2010)................................................................ 17\n\n 18 Patel v. Axesstel, Inc.,\n 2015 WL 6458073 (S.D. Cal. Oct. 23, 2015) ........................................................ 5\n 19\n 20 Peace Officers\u2019 Annuity & Benefit Fund of Georgia v. DaVita Inc.,\n 2021 WL 2981970 (D. Colo. July 15, 2021) ....................................................... 14\n 21\n Pennsylvania v. Delaware Valley Citizens\u2019 Council for Clean Air,\n 22\n 478 U.S. 546 (1986) ............................................................................................. 16\n 23\n Plymouth County Ret. Sys. v. GTT Communications, Inc.,\n 24 2021 WL 1659848 (E.D. Va. Apr. 23, 2021)....................................................... 14\n 25\n Pokorny v. Quixtar, Inc.,\n 26 2013 WL 3790896 (N.D. Cal. July 18, 2013) ........................................................ 5\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page v\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 6 of 27 Page ID\n #:1747\n\n\n Schulein v. Petroleum Dev. Corp.,\n 1\n 2015 WL 12762256 (C.D. Cal. Mar. 16, 2015) ..................................................... 5\n 2\n Staton v. Boeing Co.,\n 3 327 F.3d 938 (9th Cir. 2003) ................................................................................ 16\n 4\n Thomas v. MagnaChip Semiconductor Corp.,\n 5 2018 WL 2234598 (N.D. Cal. May 15, 2018) ..................................................... 18\n 6 Todd v. STAAR Surgical Co.,\n 7 2017 WL 4877417 (C.D. Cal. Oct. 24, 2017) ................................................ 18, 19\n 8 Torrisi v. Tucson Elec. Power Co.,\n 9 8 F.3d 1370 (9th Cir. 1993) .................................................................................... 4\n\n 10 van Wingerden v. Cadiz, Inc.,\n 2017 WL 5565263 (C.D. Cal. Feb. 8, 2017) ........................................................ 16\n 11\n 12 Varljen v. H.J. Meyers & Co.,\n 2000 WL 1683656 n.2 (S.D.N.Y. Nov. 8, 2000) ................................................. 19\n 13\n Vincent v. Hughes Air West, Inc.,\n 14 557 F.2d 759 (9th Cir. 1977) .................................................................................. 4\n 15\n Vinh Nguyen v. Radient Pharm. Corp.,\n 16 2014 WL 1802293 (C.D. Cal. May 6, 2014) ......................................................... 5\n 17 Vizcaino v. Microsoft Corp.,\n 18 290 F.3d 1043 (9th Cir. 2002) .................................................................. 4, 5, 6, 16\n 19 STATUTES\n 20 15 U.S.C. \u00a778u-4(a)(4) .............................................................................................. 3\n 21\n RULES\n 22\n Fed. R. Civ. P. 23(e) .................................................................................................. 1\n 23\n 24\n 25\n 26\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page vi\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 7 of 27 Page ID\n #:1748\n\n\n\n 1 Pursuant to Rule 23(e) of the Federal Rules of Civil Procedure, Lead Counsel\n 2 Saxena White P.A. and Bernstein Litowitz Berger & Grossmann LLP (\u201cLead\n 3 Counsel\u201d) respectfully request that the Court grant their motion for (i) an award of\n 4 attorneys\u2019 fees in the amount of 30% of the Settlement Fund; (ii) payment of\n 5 $104,686.68 in litigation expenses that Lead Counsel reasonably and necessarily\n 6 incurred in prosecuting and resolving the Action; and (iii) payment of awards\n 7 totaling $8,892.01 to Lead Plaintiffs to reimburse them for the value of the time their\n 8 employees devoted the Action, as authorized by the PSLRA.1\n 9 I. INTRODUCTION\n 10 Through its effective advocacy and tireless efforts over the past two years,\n 11 Lead Counsel achieved a Settlement of $18.25 million in cash for the benefit of the\n 12 Settlement Class. Lead Counsel undertook this litigation on a fully contingent\n 13 basis\u2014without any guarantee of compensation or reimbursement of expenses. Lead\n 14 Counsel devoted thousands of hours of attorney and staff time to achieve this\n 15 Settlement, all the while recognizing the risk that the Class may recover nothing and\n 16 Lead Counsel may never receive any compensation.\n 17 The prosecution and settlement of this litigation required extensive efforts on\n 18 the part of counsel over the past two years. Among other things, Lead Counsel\n 19 (a) conducted a thorough investigation, which included interviewing over five dozen\n 20 potential witnesses, reviewing and analyzing Merit\u2019s public SEC filings, conference\n 21 call transcripts, and media reports, and conducting legal research on key issues in\n 22 the case; (b) drafted a 98-page consolidated complaint replete with detailed witness\n 23 1\n Lead Plaintiffs respectfully refer the Court to the accompanying Joint Declaration\n 24 of David R. Kaplan and Jonathan D. Uslaner in Support of Lead Plaintiffs\u2019 Motion\n for Final Approval of Class Action Settlement and Plan of Allocation, and Lead\n 25 Counsel\u2019s Motion for Attorneys\u2019 Fees and Litigation Expenses (\u201cJoint Declaration\u201d\n or \u201cJoint Decl.\u201d) for a detailed description of the case and the Settlement. Unless\n 26 otherwise noted, capitalized terms have the meanings set forth in the Stipulation and\n Agreement of Settlement, dated December 21, 2021 (ECF No. 105-1, the\n 27 \u201cStipulation\u201d), all emphasis has been added, and all internal citations and quotation\n marks have been omitted.\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 1\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 8 of 27 Page ID\n #:1749\n\n\n\n 1 accounts necessary to satisfy the stringent pleading standards governing securities\n 2 actions; (c) defeated Defendants\u2019 motion to transfer the case to the District of Utah;\n 3 (d) thoroughly researched, briefed and defeated Defendants\u2019 motion to dismiss\n 4 twice\u2014both before Magistrate Judge Autumn D. Spaeth, and again before this\n 5 Court; (e) conducted extensive discovery, including obtaining over a half-million of\n 6 pages of documents from Defendants and five non-parties; and (f) successfully\n 7 negotiated a favorable Settlement for the benefit of the Settlement Class far in excess\n 8 of the typical recovery rate in comparable securities class actions, under the\n 9 supervision of an independent mediator.\n 10 The Settlement achieved through the efforts of Lead Counsel is a particularly\n 11 favorable result when considered in light of the significant risks confronted in the\n 12 litigation, including challenges related to proving Defendants\u2019 liability and\n 13 establishing loss causation and damages. First, this case was prosecuted under the\n 14 PSLRA and, therefore, was extremely risky and difficult from the outset, as the\n 15 PSLRA makes it difficult for investors to bring and successfully conclude securities\n 16 class actions. Moreover, this was a case in which there was no parallel government\n 17 or SEC action and no restatement of the Company\u2019s financial statements that would\n 18 have assisted Lead Counsel in establishing the elements of Lead Plaintiffs\u2019 claims.\n 19 On the contrary, Lead Counsel faced substantial risks in establishing all of the\n 20 elements of Lead Plaintiffs\u2019 claims, including the falsity and materiality of\n 21 Defendants\u2019 alleged misstatements, loss causation, and damages. In the face of these\n 22 considerable risks, Lead Counsel vigorously pursued this Action on a contingent\n 23 basis with no guarantee of any recovery at all.\n 24 Lead Counsel\u2019s fee request of 30% is consistent with the \u201cnorm\u201d for\n 25 percentage fee awards in common fund cases. See In re Allergan, Inc. Proxy\n 26 Violation Derivatives Litig., 2018 WL 4959014, at *1 (C.D. Cal. Aug. 13, 2018)\n 27 (Carter, J.) (noting that a 30% award is \u201cthe norm\u201d in the Ninth Circuit and granted\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 2\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 9 of 27 Page ID\n #:1750\n\n\n\n 1 \u201cin most common fund cases\u201d). Courts in the Central District, including this Court,\n 2 often award percentage fees of 30% or higher in comparable securities class actions.\n 3 The reasonableness of Lead Counsel\u2019s fee request is also supported by a lodestar\n 4 cross-check, which yields a modest multiplier of 1.4. Lead Counsel also seek\n 5 $104,686.68 for their litigation expenses, and respectfully move for $8,892.01\n 6 pursuant to 15 U.S.C. \u00a778u-4(a)(4) for time and expenses incurred by Lead Plaintiffs\n 7 in their representation of the Settlement Class.\n 8 Additionally, Lead Plaintiffs\u2014sophisticated fiduciaries that collectively\n 9 manage over $3 billion in assets and who were closely involved in the prosecution\n 10 and settlement of the Action\u2014have reviewed and fully endorse this motion. And,\n 11 while the deadline for Settlement Class Members to object to the requested\n 12 attorneys\u2019 fees has not yet passed, thus far no objections to the fee or expense\n 13 requests have been lodged.\n 14 For these reasons, and as set forth in more detail below, Lead Counsel\n 15 respectfully request that the Court approve this motion.\n 16 II. THE REQUESTED FEE IS REASONABLE\n 17 A. A Reasonable Percentage of the Fund Is the Appropriate Method\n for Awarding Attorneys\u2019 Fees in Common Fund Cases\n 18\n For their efforts in creating a common fund for the benefit of the Settlement\n 19\n Class, Lead Counsel seek a reasonable percentage of the fund recovered as\n 20\n attorneys\u2019 fees. The percentage method of awarding fees has become the prevailing\n 21\n method for awarding fees in common fund cases in this Circuit and throughout the\n 22\n nation.\n 23\n The Supreme Court has long recognized that \u201ca litigant or a lawyer who\n 24\n recovers a common fund for the benefit of persons other than himself or his client is\n 25\n entitled to a reasonable attorney\u2019s fee from the fund as a whole.\u201d Boeing Co. v. Van\n 26\n Gemert, 444 U.S. 472, 478-79 (1980). Similarly, the Ninth Circuit has held that \u201ca\n 27\n private plaintiff, or his attorney, whose efforts create, discover, increase or preserve\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 3\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 10 of 27 Page\n ID #:1751\n\n\n\n 1 a fund to which others also have a claim is entitled to recover from the fund the costs\n 2 of his litigation, including attorneys\u2019 fees.\u201d Vincent v. Hughes Air West, Inc., 557\n 3 F.2d 759, 769 (9th Cir. 1977). The purpose of the common fund doctrine is to\n 4 adequately compensate class counsel for services rendered and to ensure that all\n 5 class members contribute equally towards the costs associated with the litigation. In\n 6 re Wash. Pub. Power Supply Sys. Sec. Litig., 19 F.3d 1291, 1300 (9th Cir. 1994)\n 7 (\u201cthose who benefit from the creation of the fund should share the wealth with the\n 8 lawyers whose skill and effort helped create it\u201d).\n 9 In Blum v. Stenson, 465 U.S. 886 (1984), the Supreme Court recognized that\n 10 under the common fund doctrine a reasonable fee may be based \u201con a percentage of\n 11 the fund bestowed on the class.\u201d Id. at 900 n.16. While courts have discretion to\n 12 employ either a percentage-of-recovery or lodestar method in determining an\n 13 attorneys\u2019 fee award, see In re Bluetooth Headset Prods. Liab. Litig., 654 F.3d 935,\n 14 942-43 (9th Cir. 2011), the Ninth Circuit has expressly and consistently approved\n 15 the use of the percentage method in common fund cases. See Vizcaino v. Microsoft\n 16 Corp., 290 F.3d 1043, 1050 (9th Cir. 2002) (\u201cthe primary basis of the fee award\n 17 remains the percentage method\u201d); Hanlon v. Chrysler Corp., 150 F.3d 1011, 1029\n 18 (9th Cir. 1998); Torrisi v. Tucson Elec. Power Co., 8 F.3d 1370, 1376-77 (9th Cir.\n 19 1993). Indeed, the percentage method \u201cis typically used where attorney\u2019s fees will\n 20 be paid out of a common fund.\u201d Cheng Jiangchen v. Rentech, Inc., 2019 WL\n 21 5173771, at *5 (C.D. Cal. Oct. 10, 2019).\n 22 The percentage-of-recovery method is particularly appropriate in common\n 23 fund cases where, as here, \u201cthe benefit to the class is easily quantified.\u201d Bluetooth,\n 24 654 F.3d at 942. Further, as this Court has explained, \u201c[t]here are significant benefits\n 25 to the percentage approach, including consistency with contingency fee calculations\n 26 in the private market, aligning the lawyers\u2019 interests with achieving the highest\n 27 award for the class members, and reducing the burden on the courts that a complex\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 4\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 11 of 27 Page\n ID #:1752\n\n\n\n 1 lodestar calculation requires.\u201d Vinh Nguyen v. Radient Pharm. Corp., 2014 WL\n 2 1802293, at *9 (C.D. Cal. May 6, 2014) (Carter, J.).\n 3 Lead Counsel requests an award of attorneys\u2019 fees consistent with the Ninth\n 4 Circuit \u201cnorm\u201d of 30%, including in securities litigation. See Allergan, 2018 WL\n 5 4959014, at *1 (noting that a 30% award is \u201cthe norm\u201d in the Ninth Circuit); Schulein\n 6 v. Petroleum Dev. Corp., 2015 WL 12762256, at *1 (C.D. Cal. Mar. 16, 2015)\n 7 (same); Burnthorne-Martinez v. Sephora USA, Inc., 2018 WL 5310833, at *2 (N.D.\n 8 Cal. May 16, 2018) (same); Ford v. CEC Ent. Inc., 2015 WL 11439033, at *5 (S.D.\n 9 Cal. Dec. 14, 2015) (same); Pokorny v. Quixtar, Inc., 2013 WL 3790896, at *1 (N.D.\n 10 Cal. July 18, 2013) (same); see also Cunha v. Hansen Nat. Corp., 2015 WL\n 11 12697627, at *6 (C.D. Cal. Jan. 29, 2015) (\u201c[A]bsent extraordinary circumstances\n 12 that suggest reasons to lower or increase the percentage, the rate should be set at\n 13 30%.\u201d).\n 14 As discussed below, the relevant factors and pertinent case law strongly\n 15 support Lead Counsel\u2019s requested fee.\n 16 B. The Relevant Factors Support Approval of the 30% Fee Request\n 17 In awarding an attorneys\u2019 fee from a common fund, the Court must determine\n 18 whether the requested fee would be reasonable. The Ninth Circuit has stated that a\n 19 25% fee is the benchmark attorneys\u2019 fee for class actions, which may be adjusted up\n 20 or down depending on the circumstances of each case. Vizcaino, 290 F.3d at 1048.\n 21 Several Courts in this District, including this Court, have found that \u201cin most\n 22 common fund cases, the [fee] award exceeds that benchmark, with a 30% award the\n 23 norm absent extraordinary circumstances that suggest reasons to lower or increase\n 24 the percentage.\u201d Allergan, 2018 WL 4959014, at *1; see also Rentech, 2019 WL\n 25 5173771, at *10-11 (awarding 33 1/3 % of the Settlement Fund); Patel v. Axesstel,\n 26 Inc., 2015 WL 6458073, at *8 (S.D. Cal. Oct. 23, 2015) (awarding 30% fees in a\n 27 securities fraud class action based on \u201cthe complexity of securities litigation, the\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 5\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 12 of 27 Page\n ID #:1753\n\n\n\n 1 lodestar crosscheck, and the lack of any objection from the class members\u201d).\n 2 Consistent with these authorities, Lead Counsel request the \u201cnorm\u201d fee percentage\n 3 of 30%. The fee request is squarely within the range of percentages courts in this\n 4 Circuit award in similar securities fraud class action settlements, and highly\n 5 reasonable given the favorable result achieved for the Settlement Class.\n 6 Moreover, the attorneys\u2019 fee request is fair and reasonable in light of the\n 7 relevant factors, including: (i) the results achieved; (ii) the risk of litigation; (iii) the\n 8 skill required and the quality of work; (iv) the contingent nature of the fee and the\n 9 financial burden carried; and (v) awards made in similar actions. Vizcaino, 290 F.3d\n 10 at 1048-50. The Ninth Circuit has explained that these factors should not be used as\n 11 a rigid checklist or weighed individually, but, rather, should be evaluated in light of\n 12 the totality of the circumstances. Id. As set forth below, all of the Vizcaino factors\n 13 militate in favor of approving the requested fee.\n 14 1. The Results Achieved\n 15 As discussed, the result achieved\u2014the creation of a settlement fund in the\n 16 amount of $18,250,000\u2014is an excellent result for the Settlement Class that was\n 17 achieved despite many complexities and risks, while avoiding the substantial\n 18 expense, delay, risk, and uncertainty of continued discovery, motion practice, class\n 19 certification, summary judgment, trial, and appeal.\n 20 Furthermore, Lead Plaintiffs\u2019 realistic assessment based on the evidence and\n 21 extensive consultation with financial experts is that the maximum realistic damages\n 22 range from $33.4 million to $153.0 million. Thus, the Settlement represents a\n 23 favorable recovery of 12% to 55% of the Settlement Class\u2019s maximum realistic trial\n 24 damages\u2014a range that far exceeds the typical recovery rate in securities class\n 25 actions. See, e.g., In Re Snap Inc. Sec. Litig., 2021 WL 667590, at *1 (C.D. Cal.\n 26 Feb. 18, 2021) (noting that a settlement representing approximately 7.8% of\n 27 damages was \u201csimilar to the percent recovered in other court-approved securities\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 6\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 13 of 27 Page\n ID #:1754\n\n\n\n 1 settlements\u201d); Rentech, 2019 WL 5173771, at *9 (\u201cmedian recovery in securities\n 2 class actions in 2018 was approximately 2.6% of estimated damages\u201d); see also\n 3 Cornerstone Research, Securities Class Action Settlements\u20142020 Review and\n 4 Analysis (Cornerstone Research 2021) at p. 6, Figure 5 (empirical study finding\n 5 4.9% median recovery rate in securities class action settlements between 2011-\n 6 2019). Settlement Class Members will thus enjoy the significant benefit of the\n 7 Settlement now, without the risk of no recovery. Considering the substantial $18.25\n 8 million all-cash recovery, complexities and uncertainties of this case (discussed\n 9 further below), and the present and time value of money, the Settlement presents an\n 10 exceptional result and warrants approval of Lead Counsel\u2019s fee request.\n 11 2. The Litigation was Risky and Complex\n 12 \u201cThe risk that further litigation might result in Plaintiffs not recovering at all,\n 13 particularly a case involving complicated legal issues, is a significant factor in the\n 14 award of fees.\u201d Rentech, 2019 WL 5173771, at *9. While courts have always\n 15 recognized that securities class actions carry significant risks, post-PSLRA rulings\n 16 make it clear that the risk of no recovery has increased significantly. As one court\n 17 in this District aptly explained:\n 18\n By their very nature, securities class actions \u2026 involve complex legal\n 19 and factual issues. \u2026 To succeed in this litigation, Plaintiffs would have\n been required to prove falsity, scienter, reliance and loss causation on\n 20\n the part of Defendants, which would be by no means guaranteed. \u2026\n 21 Moreover, both sides\u2019 arguments on loss causation and establishing\n 22 damages at trial would have relied heavily on expert testimony, with no\n guarantee of whose testimony the factfinder would credit.\n 23\n 24 Brown v. China Integrated Energy Inc., 2016 WL 11757878, at *7 (C.D. Cal. July\n 25 22, 2016); see also, e.g., Hefler v. Wells Fargo & Co., 2018 WL 6619983, at *13\n 26 (N.D. Cal. Dec. 18, 2018) (\u201c\u2018[I]n general, securities actions are highly complex and\n 27 . . . securities class litigation is notably difficult and notoriously uncertain\u2019\u201d). This\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 7\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 14 of 27 Page\n ID #:1755\n\n\n\n 1 Action was no exception.\n 2 There is no question that this Action presented numerous contested issues and\n 3 formidable defenses to liability and damages. Throughout the litigation and in\n 4 settlement discussions, Defendants have adamantly denied liability and asserted\n 5 various defenses on materiality, falsity, scienter, and loss causation. Defendants\n 6 would also certainly contest any damage calculations presented by Lead Plaintiffs.\n 7 Any one of the foregoing issues, if they were decided in Defendants\u2019 favor, could\n 8 have ended Lead Plaintiffs\u2019 case, or at the very least, severely curtailed any prospects\n 9 for a recovery.\n 10 Lead Plaintiffs also recognize that evidence produced in discovery may be\n 11 susceptible to different interpretations. Principally, Lead Plaintiffs and Lead\n 12 Counsel understood that the upcoming class certification motion practice, as well as\n 13 summary judgment motion practice and trial (assuming the case was certified) would\n 14 lead to a difficult and highly uncertain determinations for the Court or jury on issues\n 15 of materiality, falsity, and scienter, and a difficult and contested \u201cbattle of the\n 16 experts\u201d on issues of loss causation and damages. The Court or the jury might not\n 17 agree with Lead Plaintiffs that the evidence demonstrated that Defendants made any\n 18 materially false and misleading statements (for example, that Defendant\n 19 Lampropoulos\u2019s statement that Merit \u201cmaintained\u201d Cianna\u2019s sales force was\n 20 rendered false or misleading by the departure of four salespersons). Moreover, even\n 21 if the Court or jury were to agree with Lead Plaintiffs that the alleged misstatements\n 22 were actionably false or misleading, the Court or jury could have found that such\n 23 statements did not cause the class\u2019s losses. And, even if successful at trial, Plaintiffs\n 24 would still face the risk of an unfavorable ruling in a dispositive post-trial motion or\n 25 a reversal on appeal.\n 26 Nor did Lead Plaintiffs benefit from other advantages securities class action\n 27 plaintiffs frequently have. In particular, Lead Counsel developed the case without\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 8\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 15 of 27 Page\n ID #:1756\n\n\n\n 1 the benefit of a governmental investigation. See, e.g., In re Hi-Crush Partners L.P.\n 2 Sec. Litig., 2014 WL 7323417, at *16 (S.D.N.Y. Dec. 19, 2014) (\u201cLead Counsel did\n 3 not have the benefit of a \u2018road map\u2019 established by a government investigation off\n 4 which they could \u2018piggy back\u2019, but instead independently developed factual\n 5 allegations and legal theories sufficient to survive the PSLRA\u2019s heightened pleading\n 6 standards\u201d). Additionally, there were no financial restatements, accounting\n 7 irregularities, internal investigations, executive departures, short-seller or other\n 8 investigative reports, or SEC charges that would illuminate a theory of the case and\n 9 set out key evidence. Nor was there an SEC whistleblower who could be counted\n 10 on to cooperate with Lead Plaintiffs and explain to the jury why Defendants\u2019 conduct\n 11 was fraudulent. And, as a further obstacle to Lead Plaintiffs\u2019 successful prosecution\n 12 of the Action, not only did the Cianna and ClariVein acquisitions collectively\n 13 perform fairly close to the Company\u2019s revenue guidance during the Class Period,\n 14 Defendants would likely have argued that their favorable post-Class Period sales\n 15 performance further undermined Lead Plaintiffs\u2019 allegations of pervasive integration\n 16 failures and entrenched regulatory and insurance roadblocks.\n 17 Substantial risks and uncertainties in this type of litigation and in this case in\n 18 particular made it far from certain that any recovery, let alone a $18.25 million\n 19 recovery, would ultimately be obtained. This factor strongly supports the requested\n 20 award.\n 21 3. The Skill Required and the Quality of Lead Counsel\u2019s\n Work Performed Support the Fee Request\n 22\n In determining a reasonable fee, courts often consider the quality of the work\n 23\n performed by counsel and the skill required in the action. \u201cThe prosecution and\n 24\n management of a complex national class action requires unique legal skills and\n 25\n abilities. This is particularly true in securities cases because the Private Securities\n 26\n Litigation Reform Act makes it much more difficult for securities plaintiffs to get\n 27\n past a motion to dismiss.\u201d Rentech, 2019 WL 5173771, at *10.\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 9\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 16 of 27 Page\n ID #:1757\n\n\n\n 1 Here, Lead Counsel are nationally known in the fields of securities class\n 2 actions and complex litigation. See Joint Decl. Ex. D (Saxena White firm resume at\n 3 Ex. 4) and Ex. E (BLB&G Firm Resume at Ex. 3). Moreover, the record shows that\n 4 this litigation is highly complex, involving thorny, and often unresolved, legal issues\n 5 and difficult assembly of proof. Among the many issues on which the parties do not\n 6 agree are: (i) whether Defendants made any false or misleading statements;\n 7 (ii) whether any of the challenged statements were material to investors; (iii) whether\n 8 Defendants acted with scienter; (iv) the method for determining whether the price of\n 9 Merit common stock was artificially inflated during the Class Period; (v) the amount\n 10 (if any) of such inflation; and (vi) the amount of damages (if any) that could be\n 11 recovered at trial.\n 12 From the outset of this case, Lead Counsel sought to obtain the maximum\n 13 recovery for the class. Lead Counsel devoted substantial amounts of attorney and\n 14 staff time, as well as their own money and other considerable resources in the\n 15 vigorous prosecution of this matter. See Joint Decl. at \u00b6\u00b6 77-79, 81.\n 16 As a result of Lead Counsel\u2019s work, the Settlement Class was able to plead\n 17 detailed allegations based on an extensive pre-suit investigation;2 successfully\n 18 oppose Defendants\u2019 motion to transfer to the District of Utah despite the fact that the\n 19 Company, the Individual Defendants, and rest of Merit\u2019s executive management\n 20 team are located there; successfully defeat Defendants\u2019 motion to dismiss, despite\n 21 the PSLRA\u2019s heightened pleading (prevailing twice, once before this Court and once\n 22\n 2\n 23 The fruits of Lead Counsel\u2019s extraordinarily thorough pre-suit investigation were\n cited favorably by the Court in multiple decisions in the Action, including the\n 24 Court\u2019s Order denying Defendants\u2019 motion to transfer and Order substantially\n 25 denying Defendants\u2019 motion to dismiss. See ECF No. 49 at 4-6 (citing the\n convenience of non-party witnesses located in California and Lampropoulos\u2019s\n 26 Newport Beach house in denying transfer); ECF No. 72 at 6, 9, 18-19, 25-26 (citing\n 27 testimony from former Cianna and Vascular Insights employees in substantially\n denying Defendants\u2019 motion to dismiss).\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 10\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 17 of 27 Page\n ID #:1758\n\n\n\n 1 before Magistrate Judge Spaeth); work with experts and consultants to present strong\n 2 counterarguments to Defendants\u2019 positions on loss causation and damages; engage\n 3 in meaningful fact discovery including obtaining a half-million pages of documents\n 4 from Defendants and five subpoenaed non-parties; engage in a lengthy mediation\n 5 process that involved a full-day, in-person mediation and approximately six weeks\n 6 of continued negotiations supervised by an experienced mediator; and negotiate an\n 7 all-cash settlement in a case where Defendants aggressively disputed every element\n 8 of Lead Plaintiffs\u2019 claims and the potential for recovering nothing was stark. Lead\n 9 Counsel\u2019s extensive efforts and skill led to the Settlement and strongly support the\n 10 requested fee percentage.\n 11 The quality of opposing counsel is also considered in evaluating the quality\n 12 of the work done by Lead Counsel. Rentech, 2019 WL 5173771, at *10 (\u201crequested\n 13 fee\u201d supported because \u201cLead Counsel faced a vigorous defense\u201d from \u201ca respected\n 14 national law firm\u201d). Lead Counsel was opposed by skilled counsel from King &\n 15 Spalding LLC, an international law firm with twenty-two offices worldwide and a\n 16 well-deserved reputation for vigorous advocacy in the defense of complex civil cases\n 17 such as this. In the face of this opposition, Lead Counsel was able to develop their\n 18 case and secure a significant recovery for the Settlement Class, supporting Lead\n 19 Counsel\u2019s fee request.\n 20 4. The Contingent Nature of the Representation and Financial\n Burden Carried by Class Counsel Support the Requested\n 21 Fee\n 22 \u201cThe importance of assuring adequate representation for plaintiffs who could\n 23 not otherwise afford competent attorneys justifies providing those attorneys who do\n 24 accept matters on a contingent-fee basis a larger fee than if they were billing by the\n 25 hour or on a flat fee.\u201d Rentech, 2019 WL 5173771, at *10; see also China Integrated\n 26 Energy, 2016 WL 11757878, at *11 (\u201cThe contingent nature of the representation\n 27 bears on the overall fairness and reasonableness of a fee request. \u2026 The risk that\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 11\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 18 of 27 Page\n ID #:1759\n\n\n\n 1 counsel will not recover, as well as the financial burden accompanying\n 2 the contingent nature of the representation, may justify a higher\n 3 percentage fee award.\u201d).\n 4 Here, Lead Counsel undertook this Action on an entirely contingent basis and\n 5 prosecuted the claims with no guarantee of compensation or recovery of any\n 6 litigation expenses. See, e.g., In re Veeco Instruments Inc. Sec. Litig., 2007 WL\n 7 4115808, at *6 (S.D.N.Y. Nov. 7, 2007) (\u201cThere are numerous class actions in which\n 8 counsel expended thousands of hours and yet received no remuneration whatsoever\n 9 despite their diligence and expertise\u201d). Although Lead Plaintiffs had been successful\n 10 at the motion to dismiss stage, the risks would only continue to threaten the viability\n 11 of the Action through class certification, summary judgment, trial and the inevitable\n 12 appeals. See, e.g., In re Oracle Corp. Sec. Litig., 2009 WL 1709050 (N.D. Cal. June\n 13 19, 2009), aff\u2019d sub nom. In re Oracle Corp. Sec. Litig., 627 F.3d 376 (9th Cir. 2010)\n 14 (granting summary judgment to defendants after eight years of litigation); Murphy\n 15 v. Precision Castparts Corp., 2021 WL 2080016, at *5 (D. Or. May 24, 2021)\n 16 (granting summary judgment to defendants after more than five years of litigation in\n 17 light of new Ninth Circuit precedent, finding that plaintiffs failed to establish falsity\n 18 and loss causation); In re JDS Uniphase Corp. Sec. Litig., 2007 WL 4788556 (N.D.\n 19 Cal. Nov. 27, 2007) (jury returned a defense verdict after trial in securities fraud\n 20 class action, finding that defendants were not liable for securities fraud).\n 21 Unlike counsel for the Defendants, who were paid and reimbursed for their\n 22 expenses on a current basis, Lead Counsel have received no compensation for their\n 23 efforts during the course of the Action. Lead Counsel have invested 6,553.5 hours\n 24 of work equating to a total lodestar of $3,807,351.25, and advanced expenses of over\n 25 $100,000, knowing that if their efforts were not successful, no fees or expenses\n 26 would be paid. Substantial additional work in implementing the Settlement, claims\n 27 administration and distribution of Settlement funds will also be required.\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 12\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 19 of 27 Page\n ID #:1760\n\n\n\n 1 At the time it brought this action, Lead Counsel understood that it was\n 2 embarking on a complex, expensive, and lengthy litigation process. In undertaking\n 3 this heavy responsibility, Lead Counsel were obligated to ensure that sufficient\n 4 attorney time and other human resources were dedicated to this prosecution, and that\n 5 funds were available to pay for the considerable expenses. Courts within the Ninth\n 6 Circuit have consistently recognized that the risk of receiving no recovery is a major\n 7 factor in considering an attorneys\u2019 fees award. See Rentech, 2019 WL 5173771, at\n 8 *10 (finding thousands of \u201chours of work with no compensation\u201d and \u201cfacing the\n 9 real possibility of no recovery\u201d supporting the requested fees).3\n 10 5. The Requested Fee Is Consistent With\n Awards Made in Comparable Cases\n 11\n The requested fee in comparison to the Settlement also supports the approval\n 12\n of Lead Counsel\u2019s fee request. \u201cThe Ninth Circuit uses a 25% benchmark in\n 13\n common fund class actions, and in most common fund cases, the award exceeds that\n 14\n benchmark, with a 30% award the norm absent extraordinary circumstances that\n 15\n suggest reasons to lower or increase the percentage.\u201d Allergan, 2018 WL 4959014,\n 16\n at *1.4 A 30% fee award is consistent with fees awarded in comparable securities\n 17\n class action settlements with similar contingency fee risks. See In re Silver Wheaton\n 18\n Corp. Sec. Litig., 2020 WL 4581642, at *4 (C.D. Cal. Aug. 6, 2020) (awarding 30%\n 19\n of $41.5 million settlement); In re Banc of Cal. Sec. Litig., 2020 WL 1283486, at *1\n 20\n 3\n Moreover, if this were a non-representative litigation, the customary fee\n 21 arrangement would be contingent, on a percentage basis, and in the range of 30% to\n 40% of the recovery. See Blum, 465 U.S. at 903 (\u201cIn tort suits, an attorney might\n 22 receive one third of whatever amount the Plaintiff recovers. In those cases,\n therefore, the fee is directly proportional to the recovery.\u201d); Katz v. China Century\n 23 Dragon Media, Inc., 2013 WL 11237202, at *8 (C.D. Cal. Oct. 10, 2013)\n (\u201c[C]ontingency fee arrangements generally range from 30% to 40% of final\n 24 recovery.\u201d).\n 4\n 25 Indeed, \u201cin most common fund cases, the award exceeds that [25%] benchmark.\u201d\n In re Omnivision Techs. Inc., 559 F. Supp. 2d 1036, 1047 (N.D. Cal. 2008); see also\n 26 Moreno v. Pretium Packaging, L.L.C., 2021 WL 3673845, at *2 (C.D. Cal. Aug. 6,\n 2021) (\u201cEmpirical studies show that, regardless whether the percentage method or\n 27 the lodestar method is used, fee awards in class actions average around one-third of\n the recovery\u201d).\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 13\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 20 of 27 Page\n ID #:1761\n\n\n\n 1 (C.D. Cal. Mar. 16, 2020) (awarding 33% of $19.75 million settlement); Avila v.\n 2 LifeLock Inc., 2020 WL 4362394, at *1 (D. Ariz. July 27, 2020) (30% fee award of\n 3 $20 million settlement was \u201cfair and reasonable\u201d).\n 4 Fee awards of 30%, or more, have been awarded in numerous securities\n 5 settlements in district courts throughout the Ninth Circuit. See, e.g., Rentech, 2019\n 6 WL 5173771 at *9-11 (awarding fees in the amount of one-third of the settlement\n 7 fund); In re CytRx Corp. Sec. Litig., 2018 WL 8950655, at *1 (C.D. Cal. Sept. 17,\n 8 2018) (awarding fees in the amount of 30% of the settlement fund); In re K12 Inc.\n 9 Sec. Litig., 2019 WL 3766420, at *1 (N.D. Cal. July 10, 2019) (awarding 33% of the\n 10 settlement fund); In re Apollo Grp. Inc. Sec. Litig., 2012 WL 1378677, at *7 (D.\n 11 Ariz. Apr. 20, 2012) (awarding a fee of 33.33% of the settlement); In re Heritage\n 12 Bond Litig., 2005 WL 1594403, at *19 (C.D. Cal. June 10, 2005) (awarding a fee of\n 13 33 1/3% of the settlement, and collecting cases awarding similar fees). Accordingly,\n 14 Lead Counsel\u2019s fee request is in line with other comparable cases and should be\n 15 approved.\n 16 Moreover, a review of fee decisions in other federal jurisdictions in securities\n 17 class actions with comparable settlements also shows that an award of 30% is\n 18 reasonable. See, e.g., In re Perrigo Co. PLC Sec. Litig., 2022 WL 500913, at *1\n 19 (S.D.N.Y. Feb. 18, 2022) (awarding a one-third fee on $31.9 million settlement);\n 20 Peace Officers\u2019 Annuity & Benefit Fund of Georgia v. DaVita Inc., 2021 WL\n 21 2981970, at *4 (D. Colo. July 15, 2021) (30% of the $135 million common fund\n 22 \u201creflects a reasonable attorney fee award\u201d); Plymouth County Ret. Sys. v. GTT\n 23 Communications, Inc., 2021 WL 1659848, at *5 (E.D. Va. Apr. 23, 2021) (awarding\n 24 one-third fee on $25 million settlement); In re BHP Billiton Ltd. Sec. Litig., 2019\n 25 WL 1577313, at *1 (S.D.N.Y. Apr. 10, 2019) (awarding 30% of $50 million\n 26 settlement amount); In re Rayonier Inc. Sec. Litig., 2017 WL 4542852, at *3 (M.D.\n 27 Fla. Oct. 5, 2017) (awarding attorneys\u2019 fees in the amount of 30% of $73 million\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 14\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 21 of 27 Page\n ID #:1762\n\n\n\n 1 settlement).\n 2 Accordingly, Lead Counsel requests a fee of 30%\u2014i.e., the \u201cnorm\u201d in\n 3 common fund class action settlements. The fee request is squarely within the range\n 4 of percentage fees that courts in this Circuit and nationwide award in similar\n 5 complex class action settlements, and is highly reasonable given the favorable result\n 6 achieved for the Settlement Class. See Turocy v. El Pollo Loco Holdings, Inc., No.\n 7 8:15-cv-01343-DOC-KES, slip op. at \u00b6 4 (C.D. Cal. Aug. 27, 2019) (awarding 30%\n 8 of $20 million settlement and requested costs) (Carter, J.).\n 9 6. The Reaction of the Settlement Class\n 10 Courts in the Ninth Circuit also consider the reaction of the class when\n 11 deciding whether to award the requested fee. See Rentech, 2019 WL 5173771, at\n 12 *10 (\u201cno objections . . . supports granting the requested fees\u201d); China Integrated\n 13 Energy, 2016 WL 11757878, at *12 (\u201creaction of the class is relevant in determining\n 14 the overall fairness and reasonableness of an award of attorneys\u2019 fees.\u201d).\n 15 The Notice advised Settlement Class Members that Lead Counsel would be\n 16 requesting an award of attorneys\u2019 fees not to exceed 30% of the Settlement Fund and\n 17 payment of Litigation Expenses in an amount not to exceed $250,000. As of this\n 18 filing, no objection has been received.\n 19 Furthermore, Lead Plaintiffs are sophisticated fiduciaries that collectively\n 20 manage over $3 billion in assets and who were closely involved in the prosecution\n 21 and settlement of the Action. Lead Plaintiffs support the fee request, which further\n 22 strongly supports approval. See In re Signet Jewelers Ltd. Sec. Litig., 2020 WL\n 23 4196468, at *17 (S.D.N.Y. July 21, 2020) (\u201cBecause the requested fee is based on\n 24 an agreement that Lead Counsel entered into with the sophisticated institutional\n 25 Lead Plaintiff at the outset of the litigation, the fee is presumptively reasonable\u201d);\n 26 Veeco, 2007 WL 4115808, at *8 (\u201cSince passage of the PSLRA, courts [] have found\n 27 that in a PSLRA case, a fee request which has been approved and endorsed by a\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 15\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 22 of 27 Page\n ID #:1763\n\n\n\n 1 properly-appointed lead plaintiff is \u2018presumptively reasonable,\u2019 especially where the\n 2 lead plaintiff is a sophisticated institutional investor.\u201d).\n 3 7. A Lodestar Cross-Check Confirms the\n Requested Fee Is Reasonable\n 4\n As discussed above, the percentage-of-recovery approach is widely favored\n 5\n within the Ninth Circuit. See supra at Section II.A. The reasonableness of a\n 6\n percentage fee may be confirmed, or \u201ccross-checked,\u201d using the lodestar-multiplier\n 7\n method. See Vizcaino, 290 F.3d at 1050 n.5. In conducting a lodestar cross-check,\n 8\n the court engages in a two-step analysis. First, the court multiplies the number of\n 9\n hours each attorney spent on the case by the reasonable hourly rate to obtain the\n 10\n lodestar. Pennsylvania v. Delaware Valley Citizens\u2019 Council for Clean Air, 478 U.S.\n 11\n 546, 564 (1986). Second, the court adjusts that lodestar figure (by applying a\n 12\n multiplier) to reflect such factors as the risk and contingent nature of the litigation,\n 13\n the result obtained and the quality of the attorneys\u2019 work. Staton v. Boeing Co., 327\n 14\n F.3d 938, 967-68 (9th Cir. 2003). Here, utilizing the lodestar cross-check method\n 15\n amply confirms the reasonableness of Lead Counsel\u2019s requested fees.\n 16\n Lead Counsel have collectively spent 6,553.5 hours in connection with the\n 17\n Action, resulting in a total lodestar of $3,807,351.25.5 The 30% fee requested\n 18\n represents a fee of $5,475,000 (plus interest). Thus, the fee request represents a\n 19\n multiplier of 1.4 of Lead Counsel\u2019s lodestar, which is on the low end of the typical\n 20\n lodestar multipliers commonly awarded. See Vizcaino, 290 F.3d at 1052-54\n 21\n (concluding that multipliers most commonly fall range from 1.0 to 4.0 and affirming\n 22\n fee representing a 3.65 multiplier); van Wingerden v. Cadiz, Inc., 2017 WL 5565263,\n 23\n at *13 (C.D. Cal. Feb. 8, 2017) (\u201c[m]ultipliers in the 3\u20134 range are common in\n 24\n 5\n 25 See the lodestar and expense declarations of David R. Kaplan and Jonathan D.\n Uslaner attached to the Joint Decl. as Exhibits D and E. These declarations provide\n 26 the names of the attorneys and paraprofessionals who worked on the Action, the\n hourly rates for each attorney and paraprofessional, lodestar value of the time\n 27 expended by such attorneys and paraprofessionals, the unreimbursed disbursements\n of these firms and the background and experience of the firms.\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 16\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 23 of 27 Page\n ID #:1764\n\n\n\n 1 lodestar awards for lengthy and complex class action litigation\u201d); China Integrated\n 2 Energy, 2016 WL 11757878, at *12 (\u201cCourts often approve percentage-fee awards\n 3 that result in a positive lodestar multiplier between three and four.\u201d); In re Regulus\n 4 Therapeutics Inc. Sec. Litig., 2020 WL 6381898, at *7 (S.D. Cal. Oct. 30, 2020)\n 5 (\u201cthe majority of fee awards in the district courts in the Ninth Circuit are 1.5 to 3\n 6 times higher than lodestar\u201d); In re IsoRay, Inc. Sec. Litig., 2017 WL 11461073, at\n 7 *1 (E.D. Wash. Mar. 7, 2017) (30% fee award in securities class action was\n 8 reasonable where lodestar multiplier was 1.48 or 1.77).6\n 9 In sum, Lead Counsel\u2019s requested fee award is reasonable, justified, and in\n 10 line with what courts in this Circuit award in class actions such as this one, whether\n 11 calculated as a percentage of the fund or as a multiple of counsel\u2019s lodestar. As\n 12 discussed above, each of the factors considered by courts in the Ninth Circuit also\n 13 strongly supports the reasonableness of the requested fee.7\n 14 III. LEAD COUNSEL\u2019S LITIGATION EXPENSES ARE REASONABLE\n 15 \u201cAttorneys may recover their reasonable expenses that would typically be\n 16 billed to paying clients in non-contingency matters.\u201d Rentech, 2019 WL 5173771,\n 17 at *11. The Notice apprised Settlement Class Members that Lead Counsel would\n 18\n 6\n 19 \u201cCourts may find hourly rates reasonable based on evidence of other courts\n approving similar rates or other attorneys engaged in similar litigation charging\n 20 similar rates.\u201d Parkinson v. Hyundai Motor Am., 796 F. Supp. 2d 1160, 1172 (C.D.\n Cal. 2010). Here, Plaintiff\u2019s Counsel\u2019s rates are consistent with other attorneys\n 21 engaged in similar litigation and of comparable ability and reputation. See, e.g.,\n Hefler, 2018 WL 6619983, at *14 (in securities class action settled in 2018, finding\n 22 rates ranging \u201cfrom $650 to $1,250 for partners or senior counsel, from $400 to $650\n for associates, and from $245 to $350 for paralegals\u201d to be reasonable); In re\n 23 Volkswagen \u201cClean Diesel\u201d Mktg., Sales Practices, & Prods. Liab. Litig., 2017 WL\n 1047834, at *5 (N.D. Cal. Mar. 17, 2017) (approving fee award following lodestar\n 24 cross-check where \u201cbilling rates rang[ed] from $275 to $1600 for partners, $150 to\n $790 for associates, and $80 to $490 for paralegals\u201d).\n 25 Moreover, the lodestar does not include time for additional services to be provided\n by Lead Counsel to the Settlement Class, including attending the final settlement\n 26 hearing, responding to Settlement Class Members inquiries, supervising the Claims\n Administrator in the review and processing of claims, preparing and filing a motion\n 27 for distribution of the Settlement funds, and overseeing the distribution of checks to\n Settlement Class Members.\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 17\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 24 of 27 Page\n ID #:1765\n\n\n\n 1 seek expenses in an amount not to exceed $250,000. Lead Counsel have incurred\n 2 expenses in an aggregate amount of $104,686.68 in prosecuting this Action.\n 3 These expenses are set forth in the declarations from counsel submitted to the\n 4 Court and are of the type generally approved by courts for reimbursement. Joint\n 5 Decl. Exs. D and E. Counsel\u2019s declarations itemize the various categories of\n 6 expenses incurred and state that these expenses were reasonable and necessary to\n 7 prosecuting the claims and achieving the Settlement. See China Integrated Energy,\n 8 2016 WL 11757878, at *13. Lead Counsel\u2019s expenses include the costs of\n 9 conducting Lead Plaintiffs\u2019 investigation, computerized research, document\n 10 database management for discovery, hiring experts, and mail and delivery charges,\n 11 among other things, all of which are properly chargeable to the Settlement fund. The\n 12 categories of expenses are consistent with costs normally billed to clients by\n 13 attorneys, warranting approval. See Thomas v. MagnaChip Semiconductor Corp.,\n 14 2018 WL 2234598, at *4 (N.D. Cal. May 15, 2018) (\u201c[C]ourts throughout the Ninth\n 15 Circuit regularly award litigation costs and expenses\u2014including photocopying,\n 16 printing, postage, court costs, research on online databases, experts and consultants,\n 17 and reasonable travel expenses\u2014in securities class actions, as attorneys routinely\n 18 bill private clients for such expenses in non-contingent litigation.\u201d); Todd v. STAAR\n 19 Surgical Co., 2017 WL 4877417, at *5 (C.D. Cal. Oct. 24, 2017) (approving\n 20 reimbursement of expenses for \u201cexperts and consultants,\u201d \u201cmediation fees,\u201d and\n 21 \u201cnecessary travel, filing fees, investigator fees, and document storage and\n 22 maintenance fees\u201d); China Integrated Energy, 2016 WL 11757878, at *13\n 23 (\u201cfrequently reimbursed costs include travel, mediation fees, photocopying, private\n 24 investigator ..., and delivery and mail charges\u201d).\n 25 IV. THE PSLRA AWARD REQUESTS ARE REASONABLE\n 26 The PSLRA authorizes the Court to allow reimbursement to a representative\n 27 plaintiff for its \u201creasonable costs and expenses (including lost wages) directly\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 18\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 25 of 27 Page\n ID #:1766\n\n\n\n 1 relating to the representation of the class to any representative party serving on\n 2 behalf of a class.\u201d See Regulus Therapeutics Inc., 2020 WL 6381898, at *8. As\n 3 detailed in the Joint Declaration, Sims Declaration, and Mack Declaration, Lead\n 4 Plaintiffs expended time and effort in representing the best interests of the Settlement\n 5 Class in this Action, including the review of all pleadings and filings in this action,\n 6 regular communications with Lead Counsel concerning the developments therein,\n 7 and supervision of and participation in the settlement process.\n 8 Lead Plaintiffs the Atlanta Funds and Baton Rouge seek $5,500 and\n 9 $3,392.01, respectively, for the time and effort they devoted to participation in and\n 10 supervision of the Action. Courts have noted that it is important to reimburse time\n 11 and expenses of class representatives because doing so \u201cencourages participation of\n 12 plaintiffs in the active supervision of their counsel.\u201d Varljen v. H.J. Meyers & Co.,\n 13 2000 WL 1683656, at *5 n.2 (S.D.N.Y. Nov. 8, 2000). A long line of cases holds\n 14 that expenses and time spent by lead plaintiffs in managing the case are properly\n 15 reimbursable and consistent with the PSLRA\u2019s objective to encourage institutional\n 16 investors to actively lead securities class actions. See, e.g., STAAR Surgical Co.,\n 17 2017 WL 4877417, at *6 ($10,000 award for the \u201csignificant time and effort Lead\n 18 Plaintiff expended to support this litigation,\u201d \u201cincluding reviewing and commenting\n 19 on the complaints and significant briefs, and communicating with counsel to oversee\n 20 the litigation\u201d); In re Immune Response Sec. Litig., 497 F. Supp. 2d 1166, 1173-74\n 21 (S.D. Cal. 2007) ($40,000 reimbursement to lead plaintiff). Here, Lead Plaintiffs\n 22 are seeking reimbursement for the reasonable value of the time their employees\n 23 devoted to the Action, including by communicating with Lead Counsel, reviewing\n 24 pleadings, and participating in the mediation process and settlement negotiations, as\n 25 well as, for Baton Rouge, the work of its outside general counsel. See Exs. A and B\n 26 to Joint Decl. (Sims Declaration at \u00b6\u00b6 13-14, Mack Declaration at \u00b6\u00b6 11-12).\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 19\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 26 of 27 Page\n ID #:1767\n\n\n\n 1 Moreover, the requested award is particularly appropriate here given that the\n 2 Notice advised Settlement Class members that Lead Counsel would apply for up to\n 3 $250,000 in Litigation Expenses, which amount might include a request for\n 4 reimbursement of Lead Plaintiffs\u2019 reasonable costs and expenses, and no Settlement\n 5 Class Member has objected to this request as of the date of this filing. The total\n 6 amount requested, $113,578.69, including $104,686.68 for Lead Counsel\u2019s litigation\n 7 expenses and $8,892.01 sought by Lead Plaintiffs is substantially below the\n 8 $250,000 maximum amount listed in the Notice.\n 9 V. CONCLUSION\n 10 For all the foregoing reasons, Lead Counsel respectfully request that the Court\n 11 award attorneys\u2019 fees of 30% of the Settlement Fund, litigation expenses in the\n 12 amount of $104,686.68 and PSLRA awards to Lead Plaintiffs in the total amount of\n 13 $8,892.01. A proposed order will be submitted with Lead Counsel\u2019s reply papers,\n 14 after the March 23, 2022 objection and exclusion deadline has passed.\n 15\n Dated: March 9, 2022 Respectfully submitted,\n 16\n SAXENA WHITE P.A.\n 17\n 18 /s/ David R. Kaplan\n 19 David R. Kaplan (SBN 230144)\n dkaplan@saxenawhite.com\n 20 Hani Y. Farah (SBN 307622)\n 21 hfarah@saxenawhite.com\n 12750 High Bluff Drive, Suite 475\n 22 San Diego, CA 92130\n 23 Telephone: (858) 997-0860\n Facsimile: (858) 369-0096\n 24\n 25 -and-\n\n 26 Steven B. Singer (appearing pro hac vice)\n 27 ssinger@saxenawhite.com\n 10 Bank Street, 8th Floor\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 20\n\fCase 8:19-cv-02326-DOC-ADS Document 110 Filed 03/09/22 Page 27 of 27 Page\n ID #:1768\n\n\n White Plains, NY 10606\n 1\n Tel: (914) 437-8551\n 2 Fax: (888) 631-3611\n 3\n Attorneys for Lead Plaintiffs the Atlanta\n 4 Funds and Co-Lead Counsel for the Proposed\n 5 Settlement Class\n\n 6 BERNSTEIN LITOWITZ BERGER\n 7 & GROSSMANN LLP\n\n 8 /s/ Jonathan D. Uslaner\n 9 Jonathan D. Uslaner (Bar No. 256898)\n jonathanu@blbglaw.com\n 10 Lauren M. Cruz (Bar No. 299964)\n 11 lauren.cruz@blbglaw.com\n 2121 Avenue of the Stars, Suite 2575\n 12 Los Angeles, CA 90067\n 13 Telephone: (310) 819-3470\n\n 14 -and-\n 15\n John J. Rizio-Hamilton\n 16 (appearing pro hac vice)\n 17 johnr@blbglaw.com\n 1251 Avenue of the Americas\n 18 New York, New York 10020\n 19 Telephone: (212) 554-1400\n Facsimile: (212) 554-1444\n 20\n 21 Attorneys for Lead Plaintiff Baton Rouge and\n Co-Lead Counsel for the Proposed Settlement\n 22 Class\n 23\n 24\n 25\n 26\n 27\n 28\n MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT\n OF MOTION FOR ATTORNEYS\u2019 FEES AND LITIGATION EXPENSES\n Case No. 8:19-cv-2326-DOC-ADS \u2014Page 21\n\f","ocr_status":1,"date_upload":"2026-07-09T11:16:01.041139-07:00","document_number":"110","attachment_number":null,"pacer_doc_id":"031037395371","is_available":true,"is_free_on_pacer":null,"is_sealed":null,"document_type":1,"description":"Memorandum in Support of Motion","acms_document_guid":""}],"date_created":"2022-03-09T19:31:19.128896-08:00","date_modified":"2026-03-13T23:06:10.274781-07:00","date_filed":"2022-03-09","time_filed":null,"entry_number":110,"recap_sequence_number":"2022-03-09.004","pacer_sequence_number":350,"description":"MEMORANDUM in Support of NOTICE OF MOTION AND MOTION for Attorney Fees and Litigation Expenses 109 filed by Plaintiffs City of Atlanta Firefighters Pension Fund, City of Atlanta Police Officers Pension Fund, Employees Retirement System of the City of Baton Rouge and Parish of East Baton Rouge. (Uslaner, Jonathan) (Entered: 03/09/2022)","tags":[]}],"entries_total":"https://www.courtlistener.com/api/rest/v4/docket-entries/?count=on&docket=16540392&page_size=40"}