Free Order - District Court of California - California

Case 3:07-cv-01500-MEJ 4:07-cv-01500-CW

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1 LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP 2 JOHN K. GRANT (169813) SHAWN A. WILLIAMS (213113) 3 MONIQUE C. WINKLER (213031) AELISH M. BAIG (201279) 4 100 Pine Street, Suite 2600 San Francisco, CA 94111 5 Telephone: 415/288-4545 415/288-4534 (fax) 6 [email protected] [email protected] 7 [email protected] [email protected] 8 Attorneys for Plaintiff 9 [Additional counsel appear on signature page.] 10 UNITED STATES DISTRICT COURT 11 NORTHERN DISTRICT OF CALIFORNIA 12 13 RALPH D. WILDER, Derivatively on Behalf of SONIC SOLUTIONS, 14 Plaintiff, 15 vs. 16 ROBERT J. DORIS, et al., 17 Defendants, 18 ­ and ­ 19 SONIC SOLUTIONS, a California 20 corporation, 21 22 23 24 25 26 27 28 Nominal Defendant. ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) No. C-07-1500-MEJ STIPULATION AND [PROPOSED] PRETRIAL ORDER NO. 1 CONSOLIDATING CASES FOR ALL PURPOSES, APPOINTING LEAD PLAINTIFF AND LEAD COUNSEL, AND SETTING SCHEDULE

Case 3:07-cv-01500-MEJ 4:07-cv-01500-CW

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WHEREAS, the above-captioned action is a shareholder derivative action on behalf of Sonic

2 Solutions ("Sonic") against its entire Board of Directors and certain officers; 3 WHEREAS, on February 1, 2007, Sonic announced that it had commenced a voluntary

4 review of its historical and current stock option grant practices and related accounting. Based on the 5 review, the audit committee and Sonic management have preliminarily concluded that, under 6 applicable accounting guidance, Sonic lacks sufficient documentation for certain historical option 7 grants and that the measurement dates associated with these option grants will need to be adjusted. 8 However, Sonic has not yet completed its review and is not yet able to determine the amount of such 9 charges or the resulting tax and accounting impact of these actions. Sonic intends to file its restated 10 financial results and related periodic reports as quickly as possible; 11 WHEREAS, the action involves questions of law and fact concerning defendants' alleged

12 violations of the federal securities and state corporation laws, including breach of fiduciary duty, 13 abuse of control, constructive fraud, corporate waste, gross mismanagement, and unjust enrichment 14 in connection with its historical stock option practices and related accounting; 15 WHEREAS, the parties agree that any other actions filed in, or transferred to, this Court

16 which arise out of or relate to the same facts as alleged in the above-captioned action should be 17 consolidated for all purposes under Fed. R. Civ. P. 42(a); 18 WHEREAS, defendants Robert J. Doris, David C. Habiger, Mary C. Sauer, A. Clay

19 Leighton, Mark Ely, Robert M. Greber, Peter J. Marguglio and R. Warren Langley and nominal 20 defendant Sonic (collectively, "defendants"), take no position as to the appointment of Ralph D. 21 Wilder as Lead Plaintiff and Lerach Coughlin Stoia Geller Rudman & Robbins LLP as Lead 22 Counsel; and 23 WHEREAS, plaintiff and defendants, after meeting and conferring, agree that judicial

24 economy will be served by the entry of a schedule for the filing of defendants' answer or other 25 response to the complaint. 26 THEREFORE, IT IS STIPULATED AND AGREED by plaintiff and defendants, through

27 their respective counsel of record, as follows: 28
STIP AND [PROPOSED] PRE-TRIAL ORDER NO. 1 CONSOLIDATING CASES FOR ALL PURPOSES, APPOINTING LEAD PLTF AND LEAD COUNSEL, AND SETTING SCHEDULE - C-07-1500-MEJ

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1.

The above-captioned action and any other shareholder derivative action on behalf of

2 Sonic that involves questions of law or fact similar to those contained in the above-captioned action 3 are consolidated for all purposes under Fed. R. Civ. P. 42(a) under the following caption: 4 5 UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF CALIFORNIA

6 In re SONIC SOLUTIONS DERIVATIVE ) Master File No. C-07-1500-MEJ LITIGATION ) 7 ) ) 8 ) This Document Relates To: ) 9 ) 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28
STIP AND [PROPOSED] PRE-TRIAL ORDER NO. 1 CONSOLIDATING CASES FOR ALL PURPOSES, APPOINTING LEAD PLTF AND LEAD COUNSEL, AND SETTING SCHEDULE - C-07-1500-MEJ

2.

Each and every action filed in, or transferred to, this Court which arises out of or

relates to the same facts as alleged in the above-captioned action shall constitute a case related to the consolidated action. 3. A party to any related action may move for relief from the terms of this Order only if

such motion is filed with the Court and served upon plaintiff's Lead Counsel and counsel for defendants within 30 days of the mailing of this Order to counsel for such party. A party to a related action shall be entitled to relief from the terms of this Order only if the party's motion demonstrates that the related action does not involve questions of law or fact similar to those contained in the above-captioned action. 4. Plaintiff Ralph D. Wilder shall be appointed Lead Plaintiff and Lerach Coughlin Stoia

Geller Rudman & Robbins LLP shall be appointed Lead Counsel. All specific assignments to perform tasks in the above-captioned action, and later-filed or transferred actions consolidated therewith, shall be appointed by Lead Counsel in such a manner as to lead to the orderly and efficient prosecution of the action and to avoid duplicative or unproductive effort and unnecessary burdens on the parties. 5. Plaintiff shall file an Amended Complaint within 45 days after Sonic reports the

results of its review of its stock option grant practices and related accounting. In the event that Sonic

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1 has not completed and reported the results of that review by August 1, 2007, the parties will meet 2 and confer regarding the schedule set forth herein. 3 6. Defendants shall file and serve answers or otherwise respond to the Amended

4 Complaint in the above-captioned action within 45 days after it is filed. In the event that defendants 5 file and serve any motion directed at the Amended Complaint, Lead Plaintiff shall file and serve an 6 opposition within 45 days after the service of defendants' motion. If defendants file and serve a 7 reply to Lead Plaintiff's opposition, they will do so within 21 days after service of the opposition. 8 7. By executing this Stipulation, the parties have not waived and expressly retain all

9 claims, defenses and arguments whether procedural, substantive or otherwise, and is without 10 prejudice to any subsequent motion to stay this action, and this Order is entered without prejudice to 11 the rights of any party to apply for a modification of this Order for good cause. Defendants' counsel 12 shall appear for and accept service on behalf of all defendants not already served without waiving 13 any jurisdiction rights. 14 IT IS SO STIPULATED. LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP JOHN K. GRANT SHAWN A. WILLIAMS MONIQUE C. WINKLER AELISH M. BAIG

15 DATED: April 26, 2007 16 17 18 19 20 21 22 23 24 25 26 27 28

s/ Shawn A. Williams SHAWN A. WILLIAMS 100 Pine Street, Suite 2600 San Francisco, CA 94111 Telephone: 415/288-4545 415/288-4534 (fax) LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP TRAVIS E. DOWNS III KATHLEEN A. HERKENHOFF BENNY C. GOODMAN III MARY LYNNE CALKINS 655 West Broadway, Suite 1900 San Diego, CA 92101 Telephone: 619/231-1058 619/231-7423 (fax)
STIP AND [PROPOSED] PRE-TRIAL ORDER NO. 1 CONSOLIDATING CASES FOR ALL PURPOSES, APPOINTING LEAD PLTF AND LEAD COUNSEL, AND SETTING SCHEDULE - C-07-1500-MEJ

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1 2 3 4 5 6 7 8 9 10 THE WEISER LAW FIRM, P.C. ROBERT B. WEISER 121 N. Wayne Avenue, Suite 100 Wayne, PA 19087 Telephone: 610/225-2677 610/225-2678 (fax) Attorneys for Plaintiff LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP THOMAS G. WILHELM 9601 Wilshire Blvd., Suite 510 Los Angeles, CA 90210 Telephone: 310/859-3100 310/278-2148 (fax)

I, Shawn A. Williams, am the ECF user whose ID and password are being used to file this Stipulation and [Proposed] Pre-Trial Order No. 1 Consolidating Cases for All Purposes, 11 Appointing Lead Plaintiff and Lead Counsel, and Setting Schedule. In compliance with General Order 45, X.B., I hereby attest that Carol Lynn Thompson has concurred in this filing. 12 DATED: April 26, 2007 HELLER EHRMAN LLP 13 CAROL LYNN THOMPSON 14 15 16 17 18 19 20 21 22 * 333 Bush Street, Suite 3100 San Francisco, CA 94104-2878 Telephone: 415/772-6000 415/772-6268 (fax) Attorneys for Defendants * ORDER * s/ Carol Lynn Thompson CAROL LYNN THOMPSON

PURSUANT TO STIPULATION, IT IS SO ORDERED. May 10, 2007 _______________________________________ 23 DATED: ____________________ THE HONORABLE MARIA-ELENA JAMES UNITED STATES MAGISTRATE JUDGE 24 25 26 27 28
STIP AND [PROPOSED] PRE-TRIAL ORDER NO. 1 CONSOLIDATING CASES FOR ALL PURPOSES, APPOINTING LEAD PLTF AND LEAD COUNSEL, AND SETTING SCHEDULE - C-07-1500-MEJ
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CERTIFICATE OF SERVICE I hereby certify that on April 26, 2007, I electronically filed the foregoing with the Clerk of

3 the Court using the CM/ECF system which will send notification of such filing to the e-mail 4 addresses denoted on the attached Electronic Mail Notice List, and I hereby certify that I have 5 mailed the foregoing document or paper via the United States Postal Service to the non-CM/ECF 6 participants indicated on the attached Manual Notice List. 7 I certify under penalty of perjury under the laws of the United States of America that the

8 foregoing is true and correct. Executed on April 26, 2007. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 s/ Shawn A. Williams SHAWN A. WILLIAMS LERACH COUGHLIN STOIA GELLER RUDMAN & ROBBINS LLP 100 Pine Street, 26th Floor San Francisco, CA 94111 Telephone: 415/288-4545 415/288-4534 (fax) E-mail:[email protected]

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Mailing Information for a Case 3:07-cv-01500-MEJ
Electronic Mail Notice List
The following are those who are currently on the list to receive e-mail notices for this case. Travis E. Downs, III [email protected] [email protected] William S. Lerach [email protected] Darren J. Robbins Shawn A. Williams [email protected] [email protected];[email protected];[email protected];moniquew@lerachlaw

Manual Notice List
The following is the list of attorneys who are not on the list to receive e-mail notices for this case (who therefore require manual noticing). You may wish to use your mouse to select and copy this list into your word processing program in order to create notices or labels for these recipients.
(No manual recipients)

https://ecf.cand.uscourts.gov/cgi-bin/MailList.pl?467089862185552-L_701_0-1

4/26/2007