UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF OHIO
WESTERN DIVISION
The Eshe Fund, individually, and on behalf of Case No. 1:08-cv-421 All Those Similarly Situated,
(Judge Sandra S. Beckwith)
Plaintiffs, (Magistrate Judge Sharon L. Ovington) vs.
Fifth Third Bancorp,et al., Defendants.
NOTICE OF PROPOSED SETTLEMENT OF CLASS ACTION
If you purchased or otherwise acquired: (i) the common stock of Fifth Third Bancorp issued in connection with the Agreement and Plan of Merger between Fifth Third and First Charter Corporation (the “First Charter Merger”) pursuant to Fifth Third’s November 29, 2007 Registration/Proxy Statement/Prospectus (“First Charter Shares”); (ii) shares of Fifth Third Capital Trust VI, 7.25% Trust Preferred Securities pursuant or traceable to Fifth Third’s October 23, 2007 Final Prospectus Supplement (“Preferred B Shares”); and/or (iii) shares of Fifth Third Capital Trust VII, 8.875% Trust Preferred Securities pursuant or traceable to Fifth Third’s April 29, 2008 Final Prospectus Supplement (“Preferred C Shares”) filed with the Securities and Exchange Commission (“SEC”) and are not otherwise excluded from the Class (see Question 6 below), you could get a payment from a class action settlement.
A federal court authorized this Notice. This is not a solicitation from a lawyer.
Security and Time Period:(i) the common stock of Fifth Third Bancorp issued in connection with the First Charter Merger pursuant to Fifth Third’s November 29, 2007 Registration/Proxy Statement/Prospectus; (ii) shares of Fifth Third Capital Trust VI, 7.25% Trust Preferred Securities pursuant or traceable to Fifth Third’s October 23, 2007 Final Prospectus Supplement; and/or (iii) shares of Fifth Third Capital Trust VII, 8.875% Trust Preferred Securities pursuant or traceable to Fifth Third’s April 29, 2008 Final Prospectus Supplement filed with the Securities and Exchange Commission.
Settlement Fund:$16,000,000.00 in cash, plus interest earned on that amount commencing on December 28, 2012. Your recovery will depend on the timing of your purchases and any sales of shares of Fifth Third securities referenced above. Based on the information currently available to Plaintiffs and the analysis performed by their damage consultants, it is estimated that if Class Members submit claims for 100% of the shares eligible for distribution under the Plan of Allocation (described below), the estimated average distribution per share will be approximately $0.42 or 28% of estimated recoverable damages before deduction of Court-approved fees and expenses, including the cost of notifying members of the Class and settlement administration. Historically, actual claims rates are less than 100%, which result in higher distributions per share. A Class Member’s actual recovery will be a proportion of the Net Settlement Fund determined by that claimant’s Recognized Claim (as defined below) as compared to the total Recognized Claims of all Class Members who submit a valid Proof of Claim (“POC”).
Reasons for Settlement:Avoids the costs and risks associated with continued litigation, including the danger of no recovery.
If the Case Had Not Settled:Continuing with the case could have resulted in loss at trial or on appeal. The two sides vigorously disagree on both liability and the amount of money that could have been won if Plaintiffs prevailed at trial. The parties disagree about: (1) whether any of the securities filings at issue contained any material misrepresentations or omissions; (2) the amount of alleged damages, if any, that could be recovered at trial; (3) the other causes of the losses to Fifth Third Class Members; (4) the proper measure of alleged damages; (5) whether any of the statements alleged by the Plaintiffs were materially false and misleading; (6) the extent that the various facts alleged by the Plaintiffs influenced the value of Fifth Third securities included in the Class; and (7) whether any of the facts alleged in the lawsuit were material, false, misleading or otherwise actionable under the securities laws.
Attorneys’ Fees and Expenses:Court-appointed Lead Counsel will ask the Court for attorneys’ fees and expenses of 33.3% of the Settlement Fund. Lead Counsel have not received any payment for their work investigating the facts, prosecuting this Litigation and negotiating this settlement on behalf of Plaintiffs and the Class. Lead Counsel will also ask the Court to approve an award of up to $50,000.00 for Lead Plaintiff Edwin B. Shelton and up to $7,500.00 for Jeffrey J. Wacksman for their representation of the Class. If the above amounts are requested and approved by the Court, the average cost per share will be $0.14.
Deadlines:
Submit POC: October 8, 2013
Request Exclusion: September 20, 2013 File Objection: September 20, 2013 Court Hearing on Fairness of Settlement: October 21, 2013 More Information:www.fifththirdsecuritiessettlement.com or
Claims Administrator: Representatives of Plaintiffs’ counsel:
Fifth Third Bancorp ROBBINS GELLER RUDMAN & DOWD LLP
Securities Litigation Rick Nelson
Heffler Claims Group Shareholder Relations
P.O. Box 58879 655 West Broadway, Suite 1900
Philadelphia, PA 19102-8879 San Diego, CA 92101
(855) 585-1125 (800) 449-4900
BERGER & MONTAGUE, P.C. Sherrie R. Savett
Barbara A. Podell 1622 Locust Street Philadelphia, PA 19103 (215) 875-3000
YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT: SUBMIT A POC The only way to get a payment.
EXCLUDE YOURSELF Get no payment. This is the only option that allows you to participate in another lawsuit against the Defendants for the legal claims in this case. OBJECT You may write to the Court if you do not like this settlement, the request
for attorneys’ fees and expenses, the award to Plaintiffs or the Plan of Allocation.
GO TO A HEARING You may ask to speak in Court about the fairness of the settlement. DO NOTHING Get no payment. Give up rights.
• These rights and options —and the deadlines to exercise them— are explained in this Notice. • The Court in charge of this case must decide whether to approve the settlement. Payments will be made
if the Court approves the settlement and, if there are any appeals, after appeals are resolved. Please be patient.
BASIC INFORMATION 1. Why did I get this Notice package?
You or someone in your family may have purchased or otherwise acquired: (i) the common stock of Fifth Third Bancorp issued in connection with the First Charter Merger pursuant to Fifth Third’s November 29, 2007 Registration/Proxy Statement/Prospectus; (ii) shares of Fifth Third Capital Trust VI, 7.25% Trust Preferred Securities pursuant or traceable to Fifth Third’s October 23, 2007 Final Prospectus Supplement; and/or (iii) shares of Fifth Third Capital Trust VII, 8.875% Trust Preferred Securities pursuant or traceable to Fifth Third’s April 29, 2008 Final Prospectus Supplement filed with the Securities and Exchange Commission.
The Court directed that you be sent this Notice because you have a right to know about a proposed settlement of a class action lawsuit, and about all of your options, before the Court decides whether to approve the settlement. If the Court approves it and after any objections or appeals (if there are any) are resolved, the Claims Administrator appointed by the Court will make the payments that the settlement allows.
This package explains the lawsuit, the settlement, your legal rights, what benefits are available, who is eligible for them, and how to get them.
The Court in charge of the case is the United States District Court for the Southern District of Ohio, and the case is known as The Eshe Fund vs. Fifth Third Bancorp, et al., No. 1:08-cv-421 (SSB). The Plaintiffs leading the Litigation are Lead Plaintiff Edwin B. Shelton and proposed class representative Jeffrey J. Wacksman (“Plaintiffs”), and the companies and the individuals they sued are called Defendants.
2. What is this lawsuit about?
The case involves allegations that Defendants1 violated the federal securities laws in connection with alleged material misrepresentations and omissions in Fifth Third’s November 7, 2007 Registration/Proxy Statement in connection with the First Charter Merger which closed on June 6, 2008, the October 25, 2007
1 Fifth Third Bancorp, Fifth Third Capital Trust VI, Fifth Third Capital Trust VII, Kevin T. Kabat, Christopher U. Marshall, Daniel
T. Poston, Darryl F. Allen, John F. Barrett, Jr., Ulysses L. Bridgeman, Jr., James P. Hackett, Gary R. Heminger, Allen M. Hill, Robert L. Koch II, Mitchel D. Livingston, Ph.D., Hendrik U. Meijer, James E. Rogers, George A. Schaefer, Jr., John J. Schiff, Jr., Dudley S. Taft, Thomas W. Traylor, UBS Securities LLC, Citigroup Global Markets, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated (n/k/a Morgan Stanley & Co. LLC), Wachovia Capital Markets, LLC, Banc of America Securities LLC (n/k/a Merrill Lynch, Pierce Fenner & Smith Incorporated as successor by merger to Banc of America Securities LLC), Credit Suisse Securities (USA) LLC and Barclays Capital Inc.
Prospectus, and the April 29, 2008 Prospectus. It is alleged that these securities filings contained material misstatements and omissions regarding Fifth Third’s conservative lending and underwriting policies, the quality of its loan portfolio, the sufficiency of the Company’s loan loss reserves, the sufficiency of the Company’s tier 1 capital and capital adequacy, and the need to raise additional capital.
Defendants deny all of the Plaintiffs’ allegations and further deny that they did anything wrong. Defendants also deny that the Plaintiffs or the Class suffered damages or that the price of shares of Fifth Third was artificially inflated by reasons of alleged misrepresentations, non-disclosures or otherwise.
3. Why is this a class action?
In a class action, one or more people called class representatives (in this case, Edwin B. Shelton and Jeffrey J. Wacksman) sue on behalf of people who have similar claims. All of these people and/or entities are called a class or class members. One judge – in this case, United States District Court Judge Sandra S. Beckwith – resolves the issues for all Class Members, except for those who exclude themselves from the Class.
4. Why is there a settlement?
The Court did not decide in favor of the Plaintiffs or Defendants. Instead, the lawyers for both sides of the lawsuit have negotiated a settlement that they believe is in the best interests of their respective clients. The settlement allows both sides to avoid the risks and cost of lengthy and uncertain litigation and the uncertainty of a trial and appeals, and permits Class Members to be compensated without further delay. Plaintiffs and their attorneys think the settlement is in the best interests of all Class Members.
WHO GETS MONEY FROM THE SETTLEMENT
To see if you will get money from this settlement, you first have to determine if you are a Class Member. 5. How do I know if I am part of the settlement?
The Class includesall Persons who purchased and/or otherwise acquired: (i) the common stock of Fifth Third Bancorp issued in connection with the First Charter Merger pursuant to Fifth Third’s November 29, 2007 Registration/Proxy Statement/Prospectus; (ii) shares of Fifth Third Capital Trust VI, 7.25% Trust Preferred Securities pursuant or traceable to Fifth Third’s October 23, 2007 Final Prospectus Supplement; and/or (iii) shares of Fifth Third Capital Trust VII, 8.875% Trust Preferred Securities pursuant or traceable to Fifth Third’s April 29, 2008 Final Prospectus Supplement filed with the Securities and Exchange Commission, other than the Persons excluded from the Class as described below.
6. Are there exceptions to being included in the Class?
Yes. Excluded from the Class are Defendants; the officers and directors of the corporate Defendants; members of their immediate families; and their legal representatives, heirs, successors or assigns; and any entity in which any Defendant has or had a majority interest.
7. I’m still not sure if I am included.
If you still are not sure whether you are included, you can ask for free help. You can call (855) 585-1125 or visit www.fifththirdsecuritiessettlement.com for more information.
THE SETTLEMENT BENEFITS – WHAT YOU GET 8. What does the settlement provide?
Defendants have agreed to pay or cause to be paid $16,000,000.00 in cash, which has accrued interest commencing on January 3, 2013 (the “Settlement Fund”). The Settlement Fund, less costs, fees and expenses
(the “Net Settlement Fund”), will be divided among all eligible Class Members who send in valid POCs (“Authorized Claimants”). Costs, fees and expenses include Court-approved attorneys’ fees and expenses, the costs of notifying Class Members, including the costs of printing and mailing this Notice and the costs of publishing newspaper and news wire notices, the costs of claims administration, an award to Plaintiffs, and applicable taxes.
9. How much will my payment be?
Your share of the Net Settlement Fund will depend on the number of valid POCs that Class Members send in and the amount of First Charter Shares, Preferred B Shares, and/or Preferred C Shares you purchased and when you bought and sold them.
In the unlikely event there are sufficient funds in the Net Settlement Fund, each Authorized Claimant will receive an amount equal to the Authorized Claimant’s Recognized Claim, as defined below. If, however, the amount in the Net Settlement Fund is not sufficient to permit payment of the total Recognized Claim of each Authorized Claimant, then each Authorized Claimant shall be paid the percentage of the Net Settlement Fund that each Authorized Claimant’s Recognized Claim bears to the total of the Recognized Claims of all Authorized Claimants. Payment in this manner shall be deemed conclusive against all Authorized Claimants.
PLAN OF ALLOCATION
Plaintiffs’ counsel have determined that a “Recognized Claim” will be calculated as follows:
An Authorized Claimant’s recognized loss (“Recognized Loss”) is determined by the date(s) the Authorized Claimant purchased or sold any First Charter Shares, Preferred B shares and/or Preferred C shares during the Class Period, as set forth below.
(A) Shares of Fifth Third Common Stock Received in Exchange for Shares of First Charter Corp.: For shares of Fifth Third’s common stock that were received on or about June 6, 2008 in exchange for shares of First Charter Corp., the Recognized Loss is as follows:
(i) For any such shares sold on or before June 17, 2008, the Recognized Loss is zero;
(ii) For any such shares sold between June 18, 2008 and August 12, 2008, inclusive, and at a price of less than $12.73 per common share, the Recognized Loss is the smaller of: (a) $3.06 per share or (b) the difference between the $12.73 closing price on June 17, 2008 and the sales price received, provided that if the sales price received was above $12.73 per share, then the Recognized Loss for such transactions is zero; and
(iii) For any such shares retained after the close of business on August 12, 2008, the Recognized Loss is zero.
(B) Shares of Series B Preferred Stock Purchased between the IPO and June 17, 2008:For any Fifth Third Preferred B shares that were purchased either in the IPO or in the aftermarket at any time between the IPO for such Preferred B shares on or about October 29, 2007 and June 17, 2008, inclusive, the Recognized Loss is as follows:
(i) For any such Preferred B shares sold during the same time period between the IPO for the Preferred B shares and June 17, 2008, regardless of whether at a profit or a loss, the Recognized Loss is zero; (ii) For any such Preferred B shares sold at a loss between June 18, 2008 and June 20, 2008, inclusive, the Recognized Loss is the smaller of either:
(a) $1.22 per Preferred B share, or
(b) the difference between the purchase price paid (up to a maximum of $18.00 per Preferred B share) and the sales price received; and
(iii) For any such Preferred B shares retained after the close of business on June 20, 2008, the Recognized Loss is the smaller of:
(a) $0.94 per Preferred B share (representing the difference between the closing prices on June 17, 2008 and June 20, 2008),
(b) the difference between the purchase price paid (up to a maximum of $18.00 per Preferred B share) and the sales price received, or
(c) zero if such shares were: (1) sold at a profit above the actual purchase price, (2) sold above $18.00 per Preferred B share, even if such sale resulted in a market loss, or (3) retained unsold after the close of business on July 22, 2009.
(C) Shares of Series B Preferred Stock Purchased on or after June 18, 2008: For any Fifth Third Preferred B shares that were purchased at any time on or after June 18, 2008, the Recognized Loss is zero.
(D) Shares of Series C Preferred Stock Purchased between the IPO and June 17, 2008:For any Fifth Third Preferred C shares that were purchased either in the IPO or in the aftermarket at any time between the IPO for such Preferred C shares on or about May 1, 2008 and June 17, 2008, inclusive, the Recognized Loss is as follows:
(i) For any such Preferred C shares sold during the same time period between the IPO for the Preferred C shares and June 17, 2008, regardless of whether at a profit or a loss, the Recognized Loss is zero; (ii) For any such Preferred C shares sold at a loss between June 18, 2008 and August 12, 2008, inclusive, the Recognized Loss is the smaller of either:
(a) $1.31 per Preferred C share, or
(b) the difference between the purchase price paid (up to a maximum of $22.68 per Preferred C share) and the sales price received; and
(iii) For any such Preferred C shares retained after the close of business on August 12, 2008, the Recognized Loss is the smaller of:
(a) $1.31 per Preferred C share,
(b) the difference between the purchase price paid (up to a maximum of $22.68 per Preferred C share) and the sales price received, or
(c) zero if such shares were: (1) sold at a profit above the actual purchase price, (2) sold above $22.68 per Preferred C share, even if such sale resulted in a market loss, or (3) retained unsold after the close of business on September 2, 2009.
(E) Shares of Series C Preferred Stock Purchased on or after June 18, 2008: For any Fifth Third Preferred C shares that were purchased at any time on or after June 18, 2008, the Recognized Loss is zero. Terms Applying to Computing Recognized Losses for Fifth Third Acquisition Shares, Series B Preferred Shares or Series C Preferred Shares:
(A) First-in, first-out (“FIFO”) matching:
(i) For purposes of determining which shares of Fifth Third’s common stock sold on or after June 6, 2008 represent the sale of First Charter Shares, rather than the sale of other Fifth Third common shares purchased, purchases and sales of Fifth Third’s common shares are matched, on a “first-in, first-out” (“FIFO”) basis against an Authorized Claimant’s holdings, if any, as of the close of business on June 5, 2008 of Fifth Third common shares acquired on the open market or other than in the First Charter acquisition. Only after exhausting any such holdings of, or subsequent purchases of, non-First Charter Shares on a FIFO basis, will the sale of Fifth Third common shares be matched against First Charter Shares. This matching under FIFO will be applied separately for each brokerage account that held any shares of both Fifth Third common stock and
First Charter Corp. prior to the latter’s acquisition by Fifth Third. Shares of Fifth Third common stock held in separate accounts that also: (1) did not hold shares of First Charter Corp. prior to its acquisition or (2) did not receive delivery of any First Charter Shares prior to August 12, 2008, will be excluded from the FIFO matching of sales of First Charter Shares.
(ii) For purposes of determining which shares of Preferred B Shares and Preferred C Shares were sold during or after the time period set forth in the description of “Recognized Claim” above, the matching under FIFO will be applied separately for the Preferred B Shares and Preferred C shares irrespective of the different accounts in which the Preferred B Shares and Preferred C shares were purchased and sold unless the title or ownership of the accounts differed.
(B)The date of purchase or sale is the “contract” or “trade” date as distinguished from the “settlement date.” (C)The restrictions on computing Recognized Losses set out in the 2 bullet points below apply to all claims. As a practical matter, however, they apply primarily to certain transactions engaged in by sophisticated traders or certain corporate or institutional Claimants:
• “Short” sales shall not be recognized for any amount of loss on the cover or purchase transaction, and no Recognized Loss will be computed for any such covering purchase transaction. This includes any short sale transactions by those Class Members who shorted shares of Fifth Third common stock in anticipation of receiving First Charter Shares, including any arbitrage transactions or shorting against the box transactions.
• No Recognized Loss will be computed for any transactions in First Charter Shares, Preferred B Shares and/or Preferred C Shares engaged in by any of the respective underwriters for any such securities or by any market makers or specialists in such securities.
In the interest of economy, no payment will be made to any Authorized Claimant whose Payable Claim would be less than $25 based on the initial allocation of the Net Settlement Fund to the Authorized Claimants. If you inherited or received a gift of First Charter Shares, Preferred B Shares, and/or Preferred C Shares, that inheritance or gift is not considered a purchase of First Charter Shares, Preferred B Shares, and/or Preferred C Shares unless your ancestor or donor was the actual recipient of the First Charter Shares or the actual purchaser of Preferred B Shares or Preferred C Shares. You, as a recipient of a gift or inheritance, and the original purchaser may not both file a claim with regard to the same First Charter Shares, Preferred B Shares, and/or Preferred C Shares. If both you and the donor (or you and your ancestor’s estate) make such a claim, only the claim filed by the recipient (or heir) will be honored.
The Court has reserved jurisdiction to allow, disallow or adjust the Recognized Claim of any Class Member on equitable grounds.
Payment pursuant to the Plan of Allocation set forth above shall be conclusive against all Authorized Claimants. No Person shall have any claim against Plaintiffs, Plaintiffs’ Counsel, any claims administrator or other Person designated by Lead Counsel or Defendants and/or the Related Parties and/or the Released Persons and/or their counsel based on distributions made substantially in accordance with the Stipulation and the settlement contained therein, the Plan of Allocation, or further orders of the Court. All Class Members who fail to complete and file a valid and timely POC shall be barred from participating in distributions from the Net Settlement Fund (unless otherwise ordered by the Court), but otherwise shall be bound by all of the terms of the Stipulation, including the terms of any judgment entered and the releases given.
HOW YOU GET A PAYMENT – SUBMITTING A POC 10. How will I get a payment?
To qualify for a payment, you must send in a POC. A POC is enclosed with this Notice. Read the instructions carefully, complete the POC, include supporting documents to the extent that they are required, sign it, and mail it to:
Fifth Third Bancorp Securities Litigation c/o Heffler Claims Group
P.O. Box 58879
Philadelphia, PA 19102-8879
It must be postmarked no later than October 8, 2013. 11. When would I get my payment?
The Court will hold a hearing on October 21, 2013, to decide whether to approve the settlement. If Judge Beckwith approves the settlement, there may be appeals. It is always uncertain whether these appeals can be resolved favorably, and resolving them can take time, perhaps more than a year. It also takes time for all the POCs to be processed. Please be patient.
12. What am I giving up to get a payment or stay in the Class?
Unless you exclude yourself (“opt out”) from the Settlement in the manner provided by this Notice, you are staying in the Class. That means that, upon the Effective Date (defined below), you (and your predecessors, successors, agents, representatives, attorneys and affiliates, and the heirs, executors, administrators, successors and assigns of each of them) will be held to have released and forever discharged Defendants and the other Released Persons (as defined below) from all Released Claims (as defined below) and will be barred from suing, continuing to sue or being part of any other lawsuit against the Released Persons relating to the Released Claims.
It also means that if you are a member of the Class, all of the Court’s orders will apply to you and legally bind you, which include terms providing for such release of and bar against further suits by Class Members relating to Released Claims against the Released Persons.
“Released Claims” means all claims, rights and causes of action (including “Unknown Claims”), for damages, injunctive relief or any other remedy (including any claims for costs, attorneys’ fees or expenses), including class, derivative, individual or other claims whether state, federal or foreign, common law, statutory or regulatory (including, without limitation, claims under the federal securities laws), including the law of any jurisdiction outside of the United States, whether legal or equitable or any other type against the Released Persons based upon, arising out of or related to the offering, purchase, and/or the sale of the Preferred B Shares, the Preferred C Shares and/or the First Charter Shares or the First Charter Merger and: (i) the allegations contained in the Litigation; (ii) the facts or occurrences alleged in the Litigation; (iii) all claims which were or could have been asserted in the Litigation; (iv) any conduct, acts or omissions, transactions, negotiations or decisions of or by the Released Persons relating directly or indirectly to the claims, facts and occurrences alleged in the Litigation; and (v) any conduct, acts, omissions, transactions, negotiations or decisions of or by Plaintiffs, Plaintiff’s Counsel, Defendants and/or Defendants’ Counsel in connection with the negotiation of this Settlement. Claims being pursued in the action styledJohn Dudenhoeffer, et al. v. Fifth Third Bancorp., et al., Case No. 1:08-CV-538 (S.D. Ohio), are specifically excluded from the definition of “Released Claims” and are not part of this Settlement.
“Released Persons” means each and all of the Defendants and the Related Parties.
“Unknown Claims” means any and all Released Claims which the Plaintiffs or Class Members do not know or suspect to exist in his, her or its favor at the time of the execution of the Stipulation.
The “Effective Date” will occur upon the Court approving the Settlement, the Court Order provided for under the terms of the Settlement becoming final and not subject to any appeal, and when all other conditions of the Settlement have been met.
EXCLUDING YOURSELF FROM THE SETTLEMENT
If you do not want a payment from this settlement, but you want to keep the right to sue or continue to sue the Defendants on your own about the same issues in this case, then you must take steps to get out of the Class. This is called excluding yourself or is sometimes referred to as opting out of the Class.
13. How do I get out of the Class?
To exclude yourself from the Class, you must send a letter by mail stating that you want to be excluded from The Eshe Fund vs. Fifth Third Bancorp, et al., No. 1:08-cv-421 (SSB). You must include your name, address, telephone number and your signature. To assist in the Claims Administration process, it is requested that you also submit (a) proof of the Person’s purchases of the different securities identified in the definition of the Class, including the dates, the amount of Fifth Third securities purchased, and price paid for each such purchase; and/or (b) proof of the Person’s sales of the different securities identified in the definition of the Class, including the dates, the amount of Fifth Third securities sold, and price received for each such sale. You must mail your exclusion request postmarked no later than September 20, 2013 to:
Fifth Third Bancorp Securities Litigation Heffler Claims Group
P.O. Box 58879
Philadelphia, PA 19102-8879
You cannot exclude yourself on the phone or by e-mail. If you ask to be excluded, you are not eligible to get any settlement payment, and you cannot object to the settlement. You will not be legally bound by anything that happens in this lawsuit.
14. If I do not exclude myself, can I sue Defendants for the same thing later?
No. Unless you exclude yourself, you give up any right to sue Defendants for the claims that this settlement resolves. Remember, the exclusion deadline is September 20, 2013.
15. If I exclude myself, can I get money from this settlement?
No. If you exclude yourself, do not send in a POC to ask for any money. Once you exclude yourself, you will receive no cash payment even if you also submit a POC.
THE LAWYERS REPRESENTING YOU 16. Do I have a lawyer in this case?
The Court appointed the law firms of Robbins Geller Rudman & Dowd LLP, and Berger & Montague, P.C. to represent you and other Class Members. These lawyers are called Lead Counsel. The Court also appointed Cummins & Brown LLC as Liaison Counsel. These lawyers will apply to the Court for payment from the Settlement Fund; you will not otherwise be charged for their work. If you want to be represented by your own lawyer, you may hire one at your own expense.
17. How will the lawyers be paid?
At the fairness hearing, Lead Counsel will request the Court to award attorneys’ fees and expenses of 33.3% of the Settlement Fund. In addition, Lead Plaintiff Edwin B. Shelton may request up to $50,000.00, and Jeffrey J. Wacksman may request up to $7,500.00 for their efforts in representing the Class. If awarded, the cost would be $0.14 per share. This compensation will be paid from the Settlement Fund. Class Members are not personally liable for any such fees or expenses. To date, Lead Counsel have not received any payment for their services in conducting this Litigation on behalf of the Plaintiffs and the Class, nor have counsel been paid for their expenses. The fee requested will compensate Lead Counsel for their work in achieving the Settlement Fund and is well within the range of fees awarded to class counsel under similar circumstances in other cases of this type. The Court may award less than this amount.
OBJECTING TO THE SETTLEMENT AND OTHER MATTERS BEFORE THE COURT You can tell the Court that you do not agree with the settlement or some part of it.
18. How do I tell the Court that I do not like the settlement or other related matters?
If you are a Class Member (and you have not excluded yourself), you can object to the settlement, the request for attorneys’ fees and expenses, the award to Plaintiffs or the Plan of Allocation if you do not like any part of it. You can give reasons why you think the Court should not approve the settlement, the request for attorneys’ fees and expenses, the award to Plaintiffs or the Plan of Allocation. The Court will consider your views. To object, you must send a signed letter saying that you object to the proposed settlement inThe Eshe Fund vs. Fifth Third Bancorp, et al.,No. 1:08-cv-421 (SSB). Be sure to include your name, address, telephone number, your signature, proof of the amount of your purchases of the different securities identified in the definition of the Class, including the dates, the amount of Fifth Third securities purchased, and price paid for each such purchase and/or your sales of the different securities identified in the definition of the Class, including the dates, the amount of Fifth Third securities sold, and price received for each such sale, and the reasons you object to the settlement, the requested attorneys’ fees and expenses, the award to Plaintiffs or the Plan of Allocation. Any such objection must be mailed or delivered such that it is received by each of the following no later than September 20, 2013:
Court: Clerk of the Court United States District Court
Southern District of Ohio Potter Stewart U.S. Courthouse 100 East Fifth Street, Room 103
Cincinnati, OH 45202 Lead Counsel for Plaintiffs:
ROBBINS GELLER RUDMAN & DOWD LLP JACK REISE
120 East Palmetto Park Road, Suite 500 Boca Raton, FL 33432
BERGER & MONTAGUE, P.C SHERRIE R. SAVETT BARBARA A. PODELL
1622 Locust Street Philadelphia, PA 19103
Counsel for Defendants:
KEATING MUETHING & KLEKAMP PLL JAMES E. BURKE
One East Fourth Street, Suite 1400 Cincinnati, OH 45202
VORYS, SATER, SEYMOUR AND PEASE LLP GLENN VIRGIL WHITAKER
301 East Fourth Street, Suite 3500 Great American Tower
Cincinnati, OH 45202 SHEARMAN & STERLING LLP
ADAM S. HAKKI 599 Lexington Avenue
New York, NY 10022
19. What is the difference between objecting and excluding myself from the settlement?
Objecting is telling the Court that you do not like something about the proposed settlement. You can object
only if you stay in the Class. Excluding yourself is telling the Court that you do not want to be part of the Class. If you exclude yourself, you have no basis to object because the case no longer applies to you.
THE COURT’S FAIRNESS HEARING
The Court will hold a hearing to decide whether to approve the proposed settlement and other related matters. You may attend, but you do not have to.
20. When and where will the Court decide whether to approve the settlement?
The Court will hold a hearing on October 21, 2013, at the United States District Court for the Southern District of Ohio, Potter Stewart U.S. Courthouse, Room 822, 100 East Fifth Street, Cincinnati, Ohio 45202. At this hearing, the Court will consider whether the settlement is fair, reasonable and adequate. If there are objections, the Court will consider them. The Court will listen to people who have asked to speak at the hearing. The Court will also decide whether to approve the payment of fees and expenses to Lead Counsel, including the award to Plaintiffs and the Plan of Allocation. We do not know how long the hearing will take or whether the Court will make its decision on the day of the hearing or sometime later.
21. Do I have to come to the hearing?
No. Lead Counsel will answer any questions Judge Beckwith may have. But, you are welcome to come at your own expense. If you send an objection, you do not have to come to Court to talk about it. As long as you mailed your written objection on time, the Court will consider it. You may also pay your own lawyer to attend, but you are not required to do so.
22. May I speak at the hearing?
You may ask the Court for permission to speak at the hearing. To do so, you must send a letter saying that it is your intention to appear inThe Eshe Fund vs. Fifth Third Bancorp, et al.,No. 1:08-cv-421 (SSB). Be sure to include your name, address, telephone number, your signature, proof of the amount of your purchases of the different securities identified in the definition of the Class, including the dates, the amount of Fifth Third securities purchased, and price paid for each such purchase and/or your sales of the different securities identified in the definition of the Class, including the dates, the amount of Fifth Third securities sold, and price received for each such sale. Your notice of intention to appear must be received no later than September 20, 2013 by the Clerk of the Court, Lead Counsel, and Defendants’ counsel, at the addresses listed in Question 18. You cannot speak at the hearing if you exclude yourself from the Class.
IF YOU DO NOTHING 23. What happens if I do nothing at all?
If you do nothing, you will get no money from this settlement. But, unless you exclude yourself, you will not be able to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against the Defendants about the same issues in this case.
GETTING MORE INFORMATION 24. Are there more details about the settlement?
This Notice summarizes the proposed settlement. More details are in the Stipulation of Settlement dated April 12, 2013 (“Stipulation”), which has been filed with the Court. You can get a copy of the Stipulation from the Clerk’s office at the United States District Court, Southern District of Ohio, Potter Stewart U.S. Courthouse, Room 103, 100 East Fifth Street, Cincinnati, Ohio 45202, during regular business hours, or at www.fifththirdsecuritiessettlement.com.
25. How do I get more information?
You can call (855) 585-1125 or write to a representative of Lead Counsel, or visit the Claims Administrator’s website at www.fifththirdsecuritiessettlement.com.Please do not call the Court or the Clerk of the Court for additional information about the settlement.
26. Special notice to nominees
If you are a nominee, broker or omnibus account holder who purchased or otherwise acquired First Charter Shares, Preferred B Shares; and/or Preferred C Shares for the benefit of another person, then, within ten (10) days after you receive this Notice, you must either: (1) send a copy of this Notice by first-class mail to all such Persons; or (2) provide a list of the names and addresses of such Persons to the Claims Administrator:
Fifth Third Bancorp Securities Litigation c/o Heffler Claims Group
P.O. Box 58879
Philadelphia, PA 19102-8879
If you choose to mail the Notice yourself, you may obtain from the Claims Administrator (without cost to you) as many additional copies of these documents as you will need to complete the mailing.
Regardless of whether you choose to complete the mailing yourself or elect to have the mailing performed for you, you may obtain reimbursement for or advancement of reasonable administrative costs actually incurred or expected to be incurred in connection with forwarding the Notice and which would not have been incurred but for the obligation to forward the Notice, upon submission of appropriate documentation to the Claims Administrator.
DATED: June 19, 2013 BY ORDER OF THE COURT
UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF OHIO WESTERN DIVISION
UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF OHIO
WESTERN DIVISION
The Eshe Fund, individually, and on behalf of Case No. 1:08-cv-421 All Those Similarly Situated,
(Judge Sandra S. Beckwith)
Plaintiffs, (Magistrate Judge Sharon L. Ovington) vs.
Fifth Third Bancorp,et al., Defendants.
PROOF OF CLAIM AND RELEASE
I. GENERAL INSTRUCTIONS1. To recover as a member of the Class based on your claims in the action styledThe Eshe Fund vs. Fifth Third Bancorp, et al., No. 1:08-cv-421 (SSB) (the “Litigation”), you must complete and, on page 19 hereof, sign this Proof of Claim and Release. If you fail to file a properly addressed (as set forth in paragraph 3 below) Proof of Claim and Release, your claim may be rejected and you may be precluded from any recovery from the Net Settlement Fund created in connection with the proposed settlement of the Litigation.
2. Submission of this Proof of Claim and Release, however, does not assure that you will share in the proceeds of the settlement of the Litigation.
3. YOU MUST MAIL YOUR COMPLETED AND SIGNED PROOF OF CLAIM AND RELEASE POSTMARKED ON OR BEFORE OCTOBER 8, 2013 ADDRESSED AS FOLLOWS:
Fifth Third Bancorp Securities Litigation Heffler Claims Group
P.O. Box 58879
Philadelphia, PA 19102-8879
If you are NOT a member of the Class (as defined below and in the Notice of Proposed Settlement of Class Action (“Notice”)) DO NOT submit a Proof of Claim and Release form.
4. If you are a member of the Class and you did not timely request exclusion in connection with the proposed settlement, you are bound by the terms of any judgment entered in the Litigation, including the releases provided therein, WHETHER OR NOT YOU SUBMIT A PROOF OF CLAIM AND RELEASE. II. DEFINITIONS
1. “Class” means all persons or entities who purchased or otherwise acquired: (i) the common stock of Fifth Third Bancorp issued in connection with the First Charter Merger pursuant to Fifth Third’s November 29, 2007 Registration/Proxy Statement/Prospectus (“First Charter Shares”); (ii) shares of Fifth Third Capital Trust VI, 7.25% Trust Preferred Securities pursuant or traceable to Fifth Third’s October 23, 2007 Final Prospectus Supplement (“Preferred B Shares”); and/or (iii) shares of Fifth Third Capital Trust VII, 8.875% Trust Preferred Securities pursuant or traceable to Fifth Third’s April 29, 2008 Final Prospectus Supplement (“Preferred C Shares”) filed with the Securities and Exchange Commission (“SEC”) and who were damaged thereby. Excluded from the Class are Defendants; the officers and directors of the corporate Defendants; members of their immediate families and their legal representatives, heirs, successors or assigns; and any entity in which any Defendant has or had a majority interest.
2. “Defendants” means Fifth Third Bancorp, Fifth Third Capital Trust VI, Fifth Third Capital Trust VII, Kevin T. Kabat, Christopher U. Marshall, Daniel T. Poston, Darryl F. Allen, John F. Barrett, Jr., Ulysses L. Bridgeman, Jr., James P. Hackett, Gary R. Heminger, Allen M. Hill, Robert L. Koch II, Mitchel D. Livingston, Ph.D., Hendrik U. Meijer, James B. Rogers, George A. Schaefer, Jr., John J. Schiff, Jr., Dudley S. Taft, Thomas W. Traylor, UBS Securities LLC, Citigroup Global Markets, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated (n/k/a Morgan Stanley & Co. LLC), Wachovia Capital Markets, LLC, Banc of America Securities LLC (n/k/a Merrill Lynch, Pierce Fenner & Smith Incorporated as successor by merger to Banc of America Securities LLC), Credit Suisse Securities (USA) LLC and Barclays Capital Inc.
3. “Related Parties” means each Defendant and their respective past or present directors, officers, employees, partners, members, principals, agents, insurers, co-insurers, reinsurers, controlling shareholders, attorneys, accountants or auditors, banks or investment banks, underwriters, associates, personal or legal representatives, predecessors, successors, parents, subsidiaries, divisions, joint ventures, assigns, spouses, estates, related or affiliated entities, any entity in which a Defendant has a controlling interest, any members of each Defendant’s immediate families, any trust of which any Defendant is the settlor or which is for the benefit of any Defendant and/or member(s) of his family, and the heirs, successors and assigns of the foregoing.
4. “Stipulation” or “Stipulation of Settlement” is the Stipulation of Settlement dated as of April 12, 2013, entered into by the parties to the Litigation for the purpose of settling the Litigation.
III. CLAIMANT IDENTIFICATION
If you purchased First Charter Shares, Preferred B Shares, and/or Preferred C Shares and held the certificate(s) in your name, you are the beneficial purchaser as well as the record purchaser. However, if you acquired First Charter Shares or otherwise purchased Preferred B or Preferred C Shares and the certificate(s) were registered in the name of a third party, such as a nominee or brokerage firm, you are the beneficial purchaser and the third party is the record purchaser.
Use Part I of this form entitled “Claimant Identification” to identify each purchaser of record (“nominee”), if different from the beneficial purchaser of First Charter Shares, Preferred B Shares and/or Preferred C Shares which forms the basis of this claim. THIS CLAIM MUST BE FILED BY THE ACTUAL BENEFICIAL PURCHASER OR PURCHASERS, OR THE LEGAL REPRESENTATIVE OF SUCH PURCHASER OR PURCHASERS, OF FIRST CHARTER SHARES, PREFERRED B SHARES, AND/OR PREFERRED C SHARES UPON WHICH THIS CLAIM IS BASED.
All joint purchasers must sign this claim. Executors, administrators, guardians, conservators and trustees must complete and sign this claim on behalf of persons represented by them and their authority must accompany this claim and their titles or capacities must be stated. The Social Security (or taxpayer identification) number and telephone number of the beneficial owner may be used in verifying the claim. Failure to provide the foregoing information could delay verification of your claim or result in rejection of the claim.
IV. CLAIM FORM
Use Part II of this form entitled “Schedule of Transactions in Fifth Third Securities” to supply all required details of your transaction(s) in First Charter Shares, Preferred B Shares, and/or Preferred C Shares. If you need more space or additional schedules, attach separate sheets giving all of the required information in substantially the same form. Sign and print or type your name on each additional sheet.
On the schedules, provide all of the requested information with respect toall of your purchases of First Charter Shares, Preferred B Shares, and/or Preferred C Shares which took place during the time periods indicated in the schedules andallof your sales of First Charter Shares, Preferred B Shares, and/or Preferred C Shares which took place during the time periods indicated in the schedules, whether such transactions resulted in a profit or a loss. Failure to report all such transactions may result in the rejection of your claim.
List each transaction separately and in chronological order, by trade date, beginning with the earliest. You must accurately provide the month, day and year of each transaction you list.
Copies of broker confirmations or other documentation of your transactions in purchases of First Charter Shares, Preferred B Shares, and/or Preferred C Shares should be attached to your claim. Failure to provide this documentation could delay verification of your claim or result in rejection of your claim.
UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF OHIO The Eshe Fund vs. Fifth Third Bancorp, et al.
No. 1:08-cv-421 (SSB) PROOF OF CLAIM AND RELEASE
Must Be Postmarked No Later Than: October 8, 2013
Please Type or Print PART I: CLAIMANT IDENTIFICATION
_______________________________________________________________________________________
Beneficial Owner’s Name (First, Middle, Last)
_______________________________________________________________________________________
Joint Beneficial Owner’s Name (First, Middle, Last)
_______________________________________________________________________________________
Street Address
_________________________________________ _________________________________________
City State or Province
_________________________________________ _________________________________________
Zip Code or Postal Code Country
_________________________________________
__________________________________________ ___________ Individual
Social Security Number or ___________Corporation/Other Taxpayer Identification Number
__________ ___________________________________________
Area Code Telephone Number (work)
__________ ___________________________________________
Area Code Telephone Number (home)
If you are a bank or other institution filing on behalf of a third-party, and an account number is needed to identify the claimant for your records, indicate account number here:_______________________________ _______________________________________________________________________________________
Record Owner’s Name (if different from beneficial owner listed above)
Check one: ___Individual/Sole Proprietor___Joint Owners___Pension Plan
PART II: SCHEDULE OF TRANSACTIONS IN FIFTH THIRD SECURITIES FIRST CHARTER SHARES
A. Number of shares of Fifth Third common stock held prior to the beginning of trading on June 6, 2008:
_____________
B. Number of shares of Fifth Third stock acquired from the First Charter Acquisition:_____________
C. Sales (June 6, 2008 – August 12, 2008, inclusive) of Fifth Third common stock:
Trade Date Number of Sale price Total Sales Price
Mo. Day Year Shares Sold per share (excluding taxes, commissions,
and fees)
1.________________ 1.________________ 1.________________ 1.________________
2.________________ 2.________________ 2.________________ 2.________________
3.________________ 3.________________ 3.________________ 3.________________
D. Number of shares of Fifth Third common stock held at the close of trading on August 12, 2008:
___________
PREFERRED B SHARES
E. Purchases (October 29, 2007 – June 17, 2008, inclusive) of Preferred B Shares:
Trade Date Number of Purchase price Total Purchase
Mo. Day Year Shares per share Price (excluding
Purchased taxes, commissions,
and fees)
1.________________ 1.________________ 1.________________ 1.________________
2.________________ 2.________________ 2.________________ 2.________________
3.________________ 3.________________ 3.________________ 3.________________
F. Sales (October 29, 2007 – July 22, 2009, inclusive) of Preferred B Shares:
Trade Date Number of Sale price Total Sales Price
Mo. Day Year Shares Sold per share (excluding taxes, commissions,
and fees)
1.________________ 1.________________ 1.________________ 1.________________
2.________________ 2.________________ 2.________________ 2.________________
3.________________ 3.________________ 3.________________ 3.________________
PREFERRED C SHARES
H. Purchases (May 1, 2008 – June 17, 2008, inclusive) of Preferred C Shares:
Trade Date Number of Purchase price Total Purchase
Mo. Day Year Shares per share Price (excluding
Purchased taxes, commissions,
and fees)
1.________________ 1.________________ 1.________________ 1.________________
2.________________ 2.________________ 2.________________ 2.________________
3.________________ 3.________________ 3.________________ 3.________________
I. Sales (May 1, 2008 – September 2, 2009, inclusive) of Preferred C Shares:
Trade Date Number of Sale price Total Sales Price
Mo. Day Year Shares Sold per share (excluding taxes, commissions,
and fees)
1.________________ 1.________________ 1.________________ 1.________________
2.________________ 2.________________ 2.________________ 2.________________
3.________________ 3.________________ 3.________________ 3.________________
J. Number of Preferred C Shares held at the close of trading on September 2, 2009:_____________
If you require additional space, attach extra schedules in the same format as above. Sign and print your name on each additional page.
YOU MUST READ THE RELEASE. YOUR SIGNATURE ON PAGE 19 WILL CONSTITUTE YOUR ACKNOWLEDGMENT OF THE RELEASE.
V. SUBMISSION TO JURISDICTION OF COURT AND ACKNOWLEDGMENTS
I (We) submit this Proof of Claim and Release under the terms of the Stipulation of Settlement described in the Notice. I (We) also submit to the jurisdiction of the United States District Court for the Southern District of Ohio, with respect to my (our) claim as a Class Member and for purposes of enforcing the release set forth herein. I (We) further acknowledge that I (we) am bound by and subject to the terms of any judgment that may be entered in the Litigation. I (We) agree to furnish additional information to the Claims Administrator to support this claim if requested to do so. I (We) have not submitted any other claim covering the same purchases or sales of First Charter Shares, Preferred B Shares and/or Preferred C Shares and know of no other person having done so on my (our) behalf.
VI. RELEASE
1. I (We) hereby acknowledge full and complete satisfaction of, and do hereby fully, finally and forever settle, release and discharge all Released Claims against each and all of the “Released Persons,” defined as each and all of Defendants and each and all of their Related Parties.
2. “Released Claims” means all claims, rights and causes of action (including “Unknown Claims”), for damages, injunctive relief or any other remedy (including any claims for costs, attorneys’ fees or expenses), including class, derivative, individual or other claims whether state, federal or foreign, common law, statutory or regulatory (including, without limitation, claims under the federal securities laws), including the law of any jurisdiction outside of the United States, whether legal or equitable or any other type against the Released Persons based upon, arising out of or related to the offering, purchase, and/or the sale of the Preferred B Shares, the Preferred C Shares and/or the First Charter Shares or the First Charter Merger and: (i) the allegations contained in the Litigation; (ii) the facts or occurrences alleged in the Litigation; (iii) all claims which were or could have been asserted in the Litigation; (iv) any conduct, acts or omissions, transactions, negotiations or decisions of or by the Released Persons relating directly or indirectly to the claims, facts and occurrences alleged in the Litigation; and (v) any conduct, acts, omissions, transactions, negotiations or decisions of or by Plaintiffs, Plaintiff’s Counsel, Defendants and/or Defendants’ Counsel in connection with the negotiation of this Settlement. Claims being pursued in the action styledJohn Dudenhoeffer, et al. v. Fifth Third Bancorp., et al., Case No. 1:08-CV-538 (S.D. Ohio), are specifically excluded from the definition of “Released Claims” and are not part of this Settlement.
3. “Released Persons” means each and all of the Defendants and the Related Parties.
4. “Unknown Claims” means any Released Claims which the Plaintiffs or any Class Member does not know or suspect to exist in his, her or its favor at the time of the release of the Released Persons which, if known by him, her or it, might have affected his, her or its settlement with and release of the Released Persons, or might have affected his, her or its decision not to object to this settlement. With respect to any and all Released Claims, the Settling Parties stipulate and agree that, upon the Effective Date, the Plaintiffs shall expressly and each of the Class Members shall be deemed to have, and by operation of the Judgment shall have, expressly waived the provisions, rights, and benefits of California Civil Code §1542, which provides:
A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.
Plaintiffs shall expressly and each of the Class Members shall be deemed to have, and by operation of the Judgment shall have, expressly waived any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States, or principle of common law, which is similar, comparable, and/or equivalent to California Civil Code §1542. Plaintiffs or any Class Member may hereafter discover facts in addition to or different from those which he, she or it now knows or believes to be true with respect to the subject matter of the Released Claims, but Plaintiffs shall expressly, and each Class Member, upon the Effective Date, shall be deemed to have, and by operation of the Judgment shall have, fully, finally, and forever settled and released any and all Released Claims, known or unknown, suspected or unsuspected, contingent or non-contingent, whether or not concealed or hidden, which now exist, or heretofore have existed upon any theory of law or equity now existing or coming into existence in the future, including, but not limited to, conduct which
is negligent, intentional, with or without malice, or a breach of any duty, law or rule, without regard to the subsequent discovery or existence of such different or additional facts. Plaintiffs acknowledge, and the Class Members shall be deemed by operation of the Judgment to have acknowledged, that the foregoing waiver was separately bargained for and a key element of the settlement of which this release is a part.
5. This release shall be of no force or effect unless and until the Court approves the Stipulation and the Stipulation becomes effective on the Effective Date (as defined in the Stipulation).
6. I (We) hereby warrant and represent that I (we) have not assigned or transferred or purported to assign or transfer, voluntarily or involuntarily, any matter released pursuant to this release or any other part or portion thereof. 7. I (We) hereby warrant and represent that I (we) have included information about all of my (our) transactions in Fifth Third common stock, First Charter Shares, Preferred B Shares, and/or Preferred C Shares as requested in the schedules above.
8. Substitute Form W-9. The claimant is NOT subject to backup withholding under the provisions of Section 3406(a)(1)(C) of the Internal Revenue Code because (a) the claimant is exempt from backup withholding or (b) the claimant has not been notified by the IRS that he/she/it is subject to backup withholding as a result of a failure to report all interest or dividends or (c) the IRS has notified the claimant that he/she/it is no longer subject to backup withholding.If the IRS has notified the claimant that he, she or it is subject to backup withholding, please strike out the language in the preceding sentence indicating that the claim is not subject to backup withholding in the certification above.
I declare under penalty of perjury under the laws of the United States of America that the foregoing information supplied by the undersigned is true and correct.
Executed this ______ day of ______________, 2013 in ____________________________________
(City/State/Country)
__________________________________________________
(Sign your name here)
__________________________________________________
(Type or print your name here)
__________________________________________________
(Signature of Joint Claimant, if any)
__________________________________________________
(Type or print your name here)(Capacity of person(s) signing, e.g.,Beneficial Purchaser, Executor or Administrator)
ACCURATE CLAIMS PROCESSING TAKES A SIGNIFICANT AMOUNT OF TIME. THANK YOU FOR YOUR PATIENCE.
Reminder Checklist:
1. Please sign the above release and declaration.
2. Remember to attach supporting documentation, if available. 3. Do not send original stock certificates.
4. Keep a copy of your claim form for your records.
5. If you desire an acknowledgment of receipt of your claim form, please send it Certified Mail, Return Receipt Requested.
Fifth Third Bancorp Securities Litigation Heffler Claims Group
P.O. Box 58879
Philadelphia, PA 19102-8879
IMPORTANT LEGAL INFORMATION
PRESORTED FIRST-CLASS MAIL U.S. POSTAGE PAID PEARL PRESSMAN LIBERTY
