TO: ALL PERSONS OR ENTITIES WHO PURCHASED OR OTHERWISE ACQUIRED THE SECURITIES (“HORSEHEAD SECURITIES”) OF HORSEHEAD HOLDING CORPORATION (“HORSEHEAD”) BETWEEN FEBRUARY 25, 2014 AND FEBRUARY 2, 2016, INCLUSIVE (THE “CLASS PERIOD”). HORSEHEAD SECURITIES INCLUDE COMMON STOCK, CUSIP #440694305; 3.8% CONVERTIBLE SENIOR NOTES, CUSIP #440694AB3 (“AB3”); 10.50% SENIOR SECURED NOTES, CUSIP #s 440694AC1 (“AC1”), 440694AE7 (“AE7”) and 440694AF4 (“AF4); AND 9% SENIOR UNSECURED NOTES, CUSIP #440694AG2 (“AG2”).
PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. YOUR RIGHTS MAY BE AFFECTED BY PROCEEDINGS IN THIS ACTION. PLEASE NOTE THAT IF YOU ARE A SETTLEMENT CLASS MEMBER, YOU MAY BE ENTITLED TO SHARE IN THE PROCEEDS OF THE SETTLEMENT DESCRIBED IN THIS NOTICE. TO CLAIM YOUR SHARE OF THE SETTLEMENT PROCEEDS, YOU MUST SUBMIT A VALID PROOF OF CLAIM AND RELEASE FORM (“PROOF OF CLAIM”) POSTMARKED (IF MAILED) OR RECEIVED (IF SUBMITTED ONLINE) ON OR BEFORE MAY 28, 2021.
This Notice of Pendency and Proposed Settlement of Class Action (“Notice”) has been sent to you pursuant to Rule 23 of the Federal Rules of Civil Procedure and an Order of the United States District Court for the District of Delaware (the “Court”). The purpose of this Notice is to inform you of: (i) the pendency of this class action (the “Litigation”) among Lead Plaintiffs Dyson Capital Management Ltd. and Raymond Cook (collectively “Lead Plaintiffs”), Additional Plaintiff Ross O. Swimmer (collectively with Lead Plaintiffs, “Class Plaintiffs”), and Defendants James M. Hensler and Robert D. Scherich (collectively, “Defendants”); (ii) the proposed $14.75 million settlement reached therein (the “Settlement”); and (iii) the hearing to be held by the Court to consider the fairness, reasonableness, and adequacy of the Settlement, the proposed Plan of Allocation, and Lead Counsel’s application for attorneys’ fees and expenses (which may include Class Plaintiffs’ request for an amount in connection with their representation of the Settlement Class). This Notice describes what steps you may take in relation to these matters.1
This Notice is not intended to be, and should not be construed as, an expression of any opinion by the Court about the truth of the allegations in the Litigation or the merits of the claims or defenses asserted by or against Defendants. This Notice is solely to advise you of the proposed Settlement of the Litigation and of your rights in connection therewith.
1All capitalized terms used in this Notice that are not otherwise defined herein shall have the meanings provided in the Stipulation and Agreement of Settlement dated January 5, 2021 (the “Stipulation”), which is available on the website www.horseheadlitigation.com.
YOUR LEGAL RIGHTS AND OPTIONS IN THE SETTLEMENT:
SUBMIT A PROOF OF CLAIM
The only way to be eligible to receive a payment from the Settlement. Proof of Claim must be postmarked (if mailed) or received (if submitted online) on or before May 28, 2021.
Get no payment. This is the only option that potentially allows you to ever be part of any other lawsuit against Defendants or any other Released Persons related to the legal claims being resolved by this Settlement. Exclusions must be postmarked on or before May 14, 2021.
Write to the Court about why you do not like the Settlement, the Plan of Allocation and/or the request for attorneys’ fees and expenses to Lead Counsel or Class Plaintiffs. You will still be a Member of the Settlement Class. Objections must be received by the Court and counsel for the Settling Parties on or before May 28, 2021.
GO TO THE HEARING ON JUNE 4, 2021
Ask to speak in Court about the fairness of the Settlement. Requests to speak must be received by the Court and counsel for the Settling Parties on or before May 28, 2021.
Receive no payment. You will, however, still be a Member of the Settlement Class, which means that you give up your right to ever be part of any other lawsuit against Defendants or any other Released Persons about the legal claims being resolved by this Settlement and you will be bound by any judgments or orders entered by the Court in the Litigation.