Business Services Industry

Paskowitz & Associates Announces Class Action Lawsuit Brought on Behalf of Former Travelers Shareholders

Business Wire, August 18, 2004

NEW YORK -- Paskowitz & Associates has filed a class action lawsuit on August 17, 2004 in the United States District Court for the District of Minnesota on behalf of all Travelers Property Casualty Corp. ("Travelers") Class A and Class B shareholders whose shares of Travelers were automatically exchanged for shares of The St. Paul Travelers Companies, Inc. on or about April 1, 2004 (NYSE: STA - News; "St. Paul Travelers") pursuant to a merger between Travelers and The St. Paul Companies, Inc. ("St. Paul")(the "Class"). The lawsuit was filed against Travelers, St. Paul, St. Paul Travelers and its top executives, CEO Jay Fishman and CFO Jay Benet; St. Paul's former CFO Thomas Bradley; and Travelers' former CEO, Robert Lipp.

For further information you may call toll free, 800-705-9529, or contact Paskowitz & Associates by e-mail by writing to classattorney@aol.com.

The action arises out of the merger ("the Merger") between Travelers and St. Paul pursuant to which Travelers shareholders received shares of St. Paul Travelers stock at a predetermined exchange ratio. The merger was approved based on representations contained in a joint Proxy Statement and Registration Statement issued on February 13, 2004. The Complaint alleges that both Travelers and St. Paul negligently failed to disclose in that document that St. Paul utilized a markedly different method for calculating insurance reserves than that utilized by Travelers and that applying Travelers' methodology, as was required, would result in the necessity of having to increase reserves on St. Paul's insurance policies by over $1 billion - approximately 12 percent of the value of St. Paul as determined by the merger consideration. On June 17, 2004, news regarding this issue began to trickle out to shareholders, and St. Paul Travelers stock began to decline, falling from $41.10 on that date to $35.66 on July 23, 2004, the date the exact size of the needed reserve adjustment--$1.6 billion--was first announced. Thus, in a matter of weeks, St. Paul Travelers shares declined in market value by an astounding $3.66 billion.

Defendants St. Paul and St. Paul Travelers (its successor in interest due to the Merger) are alleged to have violated Sections 11 of the Securities Act of 1933, which provides for liability without fault for any material misrepresentations in or omissions from the Registration Statement that harmed shareholders. The Complaint asserts that defendants Fishman and Bradley likewise violated Section 11 by failing to conduct a reasonable investigation into the adequacy of the disclosures in the Registration Statement concerning St. Paul's reserves. All defendants are also charged with violations of Section 14 of the Securities Exchange Act of 1934, which prohibits the solicitation of proxies for a shareholder vote by means of a materially false or misleading proxy statement containing misrepresentations or omissions.

If your Travelers stock was exchanged for St. Paul Travelers shares pursuant to the Merger, you may qualify to serve as Lead Plaintiff on behalf of the class. You are not required to have sold your St. Paul Travelers stock in order to claim damages, or to serve in this role. All motions for appointment as Lead Plaintiff must be filed with the Court no later than October 15, 2004.

COPYRIGHT 2004 Business Wire
COPYRIGHT 2008 Gale, Cengage Learning
 

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