IMPORTANT UPDATE:
Pursuant to the Order Granting Class Counsel’s Motion To Modify Plan of Distribution, On Friday, August 5, 2022, settlement checks were mailed to the participants listed in the Depository Trust Company’s records that received common stock of New PennyMac shares in exchange for Class A common stock of Old PennyMac shares in connection with the transaction described in the Reorganization Agreement that closed on or about November 1, 2018, except the Defendants and all persons who were officers or directors of New PennyMac or Old PennyMac as of November 1, 2018 (“Excluded Party”). The Net Distributable per share amount is $0.224602431782995 should be further distributed to the underlying beneficial holders of the Old PennyMac Class A (CUSIP 70932B101) shares as of October 31, 2018, other than any Excluded Party. Questions may be directed to the Settlement Administrator at info@PennyMacSecuritiesLitigation.com.
IMPORTANT UPDATE:
The Fairness Hearing will take place via ZOOM. For more information see the Fairness Hearing Update section of this website.
TO: ALL RECORD HOLDERS AND BENEFICIAL OWNERS WHO RECEIVED COMMON STOCK OF THE COMPANY NOW KNOWN AS PENNYMAC FINANCIAL SERVICES, INC. IN EXCHANGE FOR CLASS A COMMON STOCK OF THE COMPANY NOW KNOWN AS PNMAC HOLDINGS, INC. IN CONNECTION WITH THE REORGANIZATION (AS DEFINED BELOW) THAT CLOSED ON NOVEMBER 1, 2018.
The purpose of the Notice of Pendency of Class Action, Proposed Settlement of Class Action, Settlement Hearing, and Right to Appear (the “Notice”) is to inform you of (i) the pendency of the above-captioned action (the “Action”), which was brought in the Court of Chancery of the State of Delaware (the “Court”) by a stockholder of the company now known as PennyMac Financial Services, Inc. (“New PennyMac” or “PennyMac” or the “Company”) asserting claims on behalf of and for the benefit of a class of PennyMac stockholders; (ii) the Court’s determination to preliminarily certify the Action as a non-opt-out class action pursuant to Court of Chancery Rules 23(a) and 23(b)(1), and 23(b)(2); (iii) the proposed settlement of the Action (the “Settlement”), subject to Court approval and other conditions of the Settlement being satisfied, as provided for in a Stipulation and Agreement of Compromise and Settlement dated October 9, 2020 (the “Settlement Stipulation ”), which was filed with the Court and is publicly available for review; and (iv) your right to participate in a hearing to be held on February 11, 2021, at 1:30 pm., remotely by Zoom, before the Court (the “Settlement Hearing”)1. The purpose of the Settlement Hearing to be held by the Court is to determine: (i) whether to certify the Class for settlement purposes only; (ii) whether Plaintiff and Counsel have adequately represented the Class; (iii) whether the proposed Settlement should be approved as fair, reasonable and adequate to the Class and in the best interests of the Class; (iv) whether all Settled Claims against the Released Persons should be dismissed with prejudice; (v) whether an Order and Final Judgment approving the Settlement should be entered; and (vi) whether and in what amount any Fee and Expense Award (defined below) should be paid to Plaintiff’s Counsel out of the Settlement Amount (defined below).
PLEASE READ THE NOTICE CAREFULLY AND IN ITS ENTIRETY. THIS NOTICE RELATES TO A PROPOSED SETTLEMENT OF THE LITIGATION REFERRED TO IN THE CAPTION AND CONTAINS IMPORTANT INFORMATION REGARDING YOUR RIGHTS. IF THE COURT APPROVES THE PROPOSED SETTLEMENT, YOU WILL BE FOREVER BARRED FROM CONTESTING THE FAIRNESS, REASONABLENESS OR ADEQUACY OF THE PROPOSED SETTLEMENT, AND FROM PURSUING THE SETTLED CLAIMS.
The Settlement Stipulation was entered into as of October 9, 2020, by and among (i) plaintiff Robert Garfield (“Plaintiff”), on behalf of himself and the putative Class (as defined below); and (ii) Defendants BlackRock Mortgage Ventures, LLC, BlackRock, Inc., HC Partners LLC, Stanford L. Kurland, David A. Spector, Anne D. McCallion, Matthew Botein, Farhad Nanji, Mark Wiedman, Joseph Mazzella, and Andrew Chang, and Nominal Defendant PennyMac (collectively, “Defendants” and together with Plaintiff, the “Settling Parties”).
The Notice describes the rights you may have in the Action and pursuant to the Settlement Stipulation and what steps you may take, but are not required to take, in relation to the Settlement. If the Court approves the Settlement, the Parties will ask the Court at the Settlement Hearing to enter an Order and Final Judgment dismissing the Action with prejudice in accordance with the terms of the Settlement Stipulation.
1 Capitalized terms not defined in the Notice have the meaning set forth in the Settlement Stipulation.