Sirota & Sirota and Lovell & Stewart Announce Class Action Against Ariba, Inc., Directors, Investment Banks

Business Wire, March 23, 2001

Business/Legal Editors

NEW YORK--(BUSINESS WIRE)--March 23, 2001

Sirota & Sirota and Lovell & Stewart Announce Securities Fraud

Class Action Against Ariba, Inc., Directors, Investment Banks

The law firms of Sirota & Sirota, LLP ((212) 425-9055 or www.sirotalaw.com) and Lovell & Stewart, LLP ((212) 608-1900 or www.lovellstewart.com) filed a class action lawsuit on March 23, 2001 on behalf of all persons and entities who purchased, converted, exchanged or otherwise acquired the common stock of Ariba, Inc. (Nasdaq:ARBA) between June 23, 1999 and December 5, 2000, inclusive. The lawsuit asserts claims under Sections 11, 12 and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated by the SEC thereunder and seeks to recover damages. Any member of the class may move the Court to be named lead plaintiff. If you wish to serve as lead plaintiff, you must move the Court no later than May 21, 2001.

The action, Claude Amsellem v. Ariba, Inc., et al., is pending in the U.S. District Court for the Southern District of New York (500 Pearl Street, New York, New York), Docket No. 01-CV-2476 (JSM) and has been assigned to the Hon. John S. Martin, Jr., U.S. District Judge. The complaint alleges that Ariba, Inc., Robert C. Kagle, John B. Mumford, and Paul Hegarty, three of Ariba's directors, and Keith J. Krach, Ariba's Chairman, Chief Executive Officer and President violated the federal securities laws by issuing and selling Ariba common stock pursuant to the June 23, 1999 IPO without disclosing to investors that at least two of the lead underwriters in the offering had solicited and received excessive and undisclosed commissions from certain investors.

In exchange for the excessive commissions, the complaint alleges, lead underwriters Morgan Stanley Dean Witter & Co. and Merrill Lynch, Pierce, Fenner & Smith, Inc. allocated Ariba shares to customers at the IPO price of $23 per share. To receive the allocations (i.e., the ability to purchase shares) at $23, the lead underwriters' brokerage customers had to agree to purchase additional shares in the aftermarket at progressively higher prices. The requirement that customers make additional purchases at progressively higher prices as the price of Ariba stock rocketed upward (a practice known on Wall Street as "laddering") was intended to (and did) drive Ariba's share price up to artificially high levels. This artificial price inflation, the complaint alleges, enabled both the underwriters and their customers to reap enormous profits by buying stock at the $23 IPO price and then selling it later for a profit at inflated aftermarket prices, which rose as high as $90.63 during its first day of trading.

Rather than allowing its customers to keep their profits from the IPO, the complaint alleges, the lead underwriters required their customers to "kick back" some of their profits in the form of secret commissions. These secret commission payments were sometimes calculated after the fact based on how much profit each investor had made from his or her IPO stock allocation.

The complaint further alleges that defendants violated the Securities Act of 1933 because the Prospectus distributed to investors and the Registration Statement filed with the SEC in order to gain regulatory approval for the Ariba offering contained material misstatements regarding the commissions that the underwriters would derive from the IPO transaction and failed to disclose the additional commissions and "laddering" scheme discussed above.

Christopher Lovell, the senior partner at Lovell & Stewart, has been appointed lead counsel or co-lead counsel in numerous significant class actions, including actions involving reportedly the largest class action recoveries in history under three separate federal statutes (the Sherman Antitrust Act, the Commodity Exchange Act, and the Investment Company Act of 1940). These record-breaking recoveries for class plaintiffs included the $1.027 billion recovery in In re: NASDAQ Market-Makers Antitrust Litigation and a $145.35 million recovery in 1999 in In re: Sumitomo Copper Litigation, a class action against various parties who conspired to manipulate the worldwide copper and copper futures markets for their own profit.

Howard Sirota and the Sirota & Sirota firm have taken leadership roles in numerous high-profile and legally significant cases, including serving as Chairman of the Executive Committee of plaintiffs' attorneys in the landmark In re: Crazy Eddie Securities Litigation case ($93 million recovery for class, with additional payments from defendants expected in the future) and serving as a member of the Executive Committee in In re: Structural Dynamics Research Corporation ($37.5 million recovery).

Investors who purchased Ariba common stock during the period June 23, 1999-December 5, 2000 may contact Sirota & Sirota or Lovell & Stewart at the telephone numbers, addresses or E-mail addresses below for more information regarding the class action lawsuit. Investors can also visit Sirota & Sirota's website at www.sirotalaw.com or Lovell & Stewart's website at www.lovellstewart.com to view a copy of the complaint.